Submission Release and Grant of Rights
1. Representations and Warranties. I, hereby represent and warrant that
a. I am at least age eighteen (18) or the age of majority in the jurisdiction in which I reside, whichever is older, and the legal right and capacity to enter into this agreement;
b. I am a legal resident of one of the fifty (50) United States (including District of Columbia);
c. any text, tweet, post or other material, ideas, known-how or information that I submit (each of the foregoing, a “Submission”) is my own original work, that I am the sole author of the Submission and have the right to make it available to Wyndham Vacation Rentals North America, LLC (“Wyndham Vacation Rentals or WVR”) and grant to Wyndham Vacation Rentals the rights granted in this Submission Release and Grant of Rights, and that the Submission has not previously been published in any media or won any award;
d. the Submission (including a photo or other content) is in keeping with Wyndham Vacation Rentals’ image and is not inappropriate, indecent, provocative, sexually suggestive, obscene, pornographic, hateful, tortious, defamatory, or libelous or contains material that violates or infringes another’s rights (including, but not limited to, privacy, publicity or intellectual property rights, or constitute copyright infringement), or disparages Wyndham Vacation Rentals or any other person or party affiliated with WVR, or contains material that is unlawful in any way;
e. that I own all rights to the Submission, and I am authorized to license the rights set out herein to Wyndham Vacation Rentals, and authorize that no license or permission or payment to any third party is required;
f. that if the content Submission contains an identifiable person, whether me or another party, I represent and warrant that I have obtained prior written consent of all persons (or his or her parent or legal guardian, if the person identified or depicted is a minor) to the use of the content Submission as outlined herein and shall provide such signed authorizations to WVR upon request.
2. Grant of Rights to Submission. I hereby grant Wyndham Vacation Rentals (and each of its parent companies, affiliates, and subsidiaries, and assigns (“Wyndham Vacation Rentals Affiliates”) a perpetual, royalty-free, non-exclusive, irrevocable, worldwide license to publish, display, reproduce, modify, edit, create derivative works based on, exploit, develop, practice, implement and otherwise use my Submission and any components thereof and any ideas, information and/or know-how embodied therein, in whole or in part, for commercial purposes and any other purpose (including, without limitation, posting the Submission online), worldwide, in all media and formats whether now or later known or developed, without further notice, consideration, permission, credit of compensation. I waive any moral rights I may have to the Submission. I agree that if WVR elects to use the Submission for any purpose, all rights under copyright and all other intellectual property rights that result from the same shall be the property solely of WVR. I further agree to execute any documents which may be requested by WVR consistent with the grant of rights and release set forth herein. Submissions are not confidential. WVR has the right to exhibit Submissions on the Website and to otherwise make Submissions available publicly. I agree that I have not provided and will not provide any materials or information that I do not want published on the Website or presented publicly.
3. Grant of Rights to Use Name, Likeness, etc. I hereby grant permission to Wyndham Vacation Rentals Affiliates to use my name, likeness, photograph, voice, opinions and/or hometown and state for advertising, trade and other commercial purposes and for any other purpose, worldwide in any media or format whether now or later known to be developed, without further notice or payment or consideration unless prohibited by law.
4. Consent to Contact. I hereby grant permission to Wyndham Vacation Rentals Affiliates to contact me by mail, phone, electronic mail and/or by any media and in any format whether now known or developed, including but not limited, to Facebook, Instagram, Twitter, Snapchat. I understand that Wyndham Vacation Rentals Affiliates may elect to contact me via private or direct messaging, or by posting or “tagging” my name on a more public form or “wall”, on one or more social media platforms or websites.
6. Release. On behalf of myself and my successors, assigns and representatives, I hereby agree to release and hold harmless Wyndham Vacation Rentals Affiliates and each of their respective officers, directors, employees and agents (collectively, the “Released Parties”) from any claims, suits, actions, demands, liabilities and damages of any kind whatsoever arising out of or in connection with the use by any of the Wyndham Vacation Rentals Affiliates of my Submission or any component thereof or my name, biographical information and/or likeness, including, without limitation, any and all claims for copyright infringement, patent infringement, invasion of privacy, unjust enrichment, misappropriation, breach of contract or confidence, conversion, violation of the right of publicity and/or defamation. I understand that WVR is relying upon the forgoing grant of rights and release in permitting me to submit a Submission. I acknowledge that I will not have any right to, and agree not to seek to, terminate or rescind the grant of rights and/or release contained herein.
7. Indemnity. IF ANY USE BY THE WYNDHAM VACATION RENTALS AFFILIATES OF MY SUBMISSION CAUSES ANY ONE OR MORE OF THE WYNDHAM VACATION RENTALS AFFILIATES TO BE LIABLE TO ANY THIRD-PARTY, I AGREE TO INDEMNIFY THE WYNDHAM VACATION RENTALS AFFILIATES AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, SUBSIDIARIES, REPRESENTATIVES AND ALL RELATED PARTIES FROM AND AGAINST ANY AND ALL DAMAGES, COSTS, JUDGMENTS AND EXPENSES (INCLUDING REASONABLE ATTORNEY FEES) WHICH IT INCURS AS A RESULT OF SUCH USE OF MY SUBMISSION.
8. Materials; Waiver of Claims. I acknowledge that the Released Parties and their agents and contractors may from time to time develop marketing, promotional, business and other strategies, concepts, ideas and materials (collectively, “Materials”). By submitting a Submission, I acknowledge and agree that the Releases Parties may previously have created, developed, produced, used or exploited Materials, or acquired Materials from the Released Parties’ employees, contractors, agent or other parties, that duplicate, resemble or contain elements that are similar or identical to the Submission and/or any strategy, concept or idea contained in the Submission. I also acknowledge that the Released Parties may later create, develop, produce, use or exploit Materials, or acquire Materials from the Released Parties’ employees, contractors, agents or other parties, that duplicate, resemble or contain elements that are similar or identical to the Submission and/or strategy, concept or idea contained in the Submission. I agree that the Released Parties’ creation, development, production, use or exploitation of any Materials that duplicate, resemble or contain elements that are similar or identical to the Submission and/or any strategy, concept or idea contained in the Submission will not entitle me to any credit, compensation or other consideration whatsoever, and waive and agree not to assert any claim or demand of any kind in connection with the Release Parties’ creation, development, production use or exploitation of any Materials (or any portions thereof) whether or not such Materials duplicate, resemble or contain elements that are similar or identical to the Submission and/or contain any strategy, concept or idea contained in the Submission. Finally, I acknowledge that, with respect to any claim by me relating to or arising out of WVR’s actual or alleged exploitation or use of any Submission, the damage, if any thereby caused will not be irreparable or otherwise sufficient to entitle me to seek injunction or other equitable relief or in any way enjoin the production, distribution, exhibition or other exploitation of the Submission or any material based on or allegedly based on the Submission, and my rights and remedies in any such event shall be strictly limited to the right to recover damages, if any, in an action at law.
9. Surprise Prizes, Gifts and Offers. Wyndham Vacation Rentals may from time to time, in its sole discretion, and subject to my compliance with all requirements prescribed by Wyndham Vacation Rentals, offer or provide surprise prizes, premiums, gifts, offers and other items (each, a “Surprise”) to users of its website, social media channels, and/or to people who submit Submissions. I acknowledge that Wyndham Vacation Rentals is not obligated to offer or provide any Surprise to me or any other person and may in its discretion decide not to offer or provide any Surprises. I acknowledge that employees of Wyndham Vacation Rentals Affiliates, as well as the immediate family (spouse, parents, siblings and children) and household members of each such employee are not eligible. I represent that I have not made and will not make any Submission based on any expectation of receiving or in consideration of any opportunity to receive a Surprise. I acknowledge that I will be responsible for all expenses or costs associated with the acceptance or use any Surprise that may be provided to me. I understand that upon receipt of my Surprise I may receive an IRS 1099 form at the end of the calendar year in which I receive my Surprise whether I decide to use my Surprise or not. I confirm that my IRS 1099 form will reflect the approximate retail value of my prize, $___________ USD. I will contact my tax advisor on how to best address this issue. On behalf of myself and my successors, assigns, and representatives, I hereby release discharge and agree to hold harmless the Released Parties from any and all claims, suits, actions, demands, liabilities and damages of any kind whatsoever arising out of or in connection with the use or use of any Surprise, including without limitation, any and all claims based on any actual or alleged personal injury, property damage or loss or death. I understand that each Surprise, if any, will be offered “as is” and without any warranty by any of the Wyndham Vacation Rentals Affiliates.
10. Governing Law, Venue and Jurisdiction; Entire Agreement. This Submission Release and Grant of Rights shall be governed by and interpreted in all respects in accordance with the substantive laws of the state of New Jersey, U.S.A., without regard to its choice of law provisions. I irrevocably agree that any disputes directly or indirectly arising out of or relating to this agreement shall be resolved exclusively in the state or federal courts located in Morris County, New Jersey, U.S.A. I hereby irrevocably consent to such venue and to the exclusive jurisdiction of any such court over any such dispute and waive any right to a trial by jury. If any provision of this agreement is determined to be invalid by the court of competent jurisdiction, such determination shall in no way effect the validity or enforceability of any other provision herein. This Submission Release and Grant of Rights sets forth the entire agreement of the parties with respect to the subject matter hereof, may not be changed except by an instrument in writing signed by both parties and supersedes any and all prior agreements between the parties. In agreeing to this Submission Release and Grant of Rights, I am not relying on any promises, representations or other statements that are not contained in this release.
12. Sponsor. This promotion is administered by and on behalf of Wyndham Vacation Rentals and is in not sponsored, endorsed or administered by Facebook or any other social media platform or other entity. If you provide a Submission, you are providing your information to Wyndham Vacation Rentals and not to Facebook or any other social media platform or other entity.
I state further that I have read the above Submission Release and Grant of Rights and that I fully understand its contents.
It is understood and agreed that this is a complete RELEASE and DISCHARGE of all claims and rights which I may have against Wyndham Vacation Rentals Affiliates and that no action will be taken by or on my behalf of with respect to any such rights, it being understood that this release shall be binding upon my heirs, executors, and administrators.