BOOST BUNNY CANDIDATE RELEASE AGREEMENT
THIS BOOST BUNNY CONTESTANT RELEASE AGREEMENT (AAgreement@) is entered into effect upon retrieval of online Contestant Submission Form, Terms and Conditions Agreement (AEffective Date@), by and among ORANGE COUNTY DIESEL, INC., a California corporation, collaborative website www.BoostBunny.com, owned by ORANGE COUNTY DIESEL, INC., collaborative website www.MissBoostBunny.com, owned by ORANGE COUNTY DIESEL, INC., collaborative website www.OCDiesel.com, owned by ORANGE COUNTY DIESEL, INC., collaborative website www.OrangeCountyDiesel.com, owned by ORANGE COUNTY DIESEL, INC., (collectively, the ACompany@), and Boost Bunny Title Contestant (AContestant@).
WHEREAS, the Company is participating as promotional marketing representation to implement a unanimous title contest, retained online, thereto the observation of any person on the world wide web for the years 2010, 2011, and 2012 inclusive, for the voluntary participant who is over the age of eighteen years, known as the "Boost Bunny", also known as "Miss Boost Bunny" title contestant, (AContestant@);
WHEREAS, Contestant submits information and images online via Company website that represent their relevant individual characteristics thereto otherwise assist distinction, persuade significance, and distinguish entertainment landscape for online viewers, including but not limited to promotional attractions, promotional reference, general promotion, promote sales and acquire public awareness and its title themed contest (the AVote@);
WHEREAS, the Company desires to promote with Contestant to provide the Vote as more thoroughly and specifically set forth in this Agreement, and the Contestant is willing to enter into this Agreement on the terms and conditions hereinafter set forth.
NOW, THEREFORE, with reference to the foregoing and in consideration of the mutual conditions and agreements contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Contestant hereby agrees to the following:
Commencement. The commencement of this Agreement is set forth upon online retrieval of Terms and Conditions Agreement Contestant Submittal Form from the Contestant toward the Company.
Independent Status. The Contestant is independent status and not an employee of Company for all purposes. Company is interested only in the promotional results obtained by Contestant, who shall solely control and determine the method, details, and means of performing the Vote, except as otherwise stated in this Agreement.
Information Release. The Contestant agrees that by entering Agreement, hereto becoming a candidate for Vote, all information submitted via online to Company is proposed conjunction thereto Boost Bunny title contest.
Term and Termination. The Term of this Agreement shall commence on the Effective Date hereof and continue until Terminated, which Termination shall be effective upon the earliest to occur of any of the following events:
(a) 12 Months after Contestant Crowned Boost Bunny Title Winner
(b) at the option of Company, immediately upon written notice by Company to Contestant.
Contestant's Indemnification. Contestant shall indemnify, defend and hold harmless Company, its officers, directors, shareholders, employees, agents, attorneys and affiliates, and each of them, for, by, from, against, and in respect of:
(a) any claim, liability, obligation, loss, damage, cost or expense arising from the acts or omissions of Contestant and her agents or employees arising from the provision of the Vote;
(b) any damage or deficiency resulting from any misrepresentation on the part of the Contestant;
(c) any damage or deficiency resulting from any unauthorized use by any third party of any photographic image, including but not limited to negatives, prints, digital and/or all forms of electronic imagery and files ("Photographic Images"), resulting from the Vote or otherwise bearing the image or likeness of Contestant;
(d) all actions, suits, proceedings, demands, assessments, reasonable expenses and costs, including arbitration and court costs and reasonable attorneys' fees incident to any of the foregoing.
License. Contestant hereby grants to Company and its affiliates a license and release of copyright for use of all Photographic Images for the following uses and purposes: inclusion in print, digital and electronic media (including websites, social media networks, media print, television and television marketing), for the purposes of promoting, marketing, and/or advertising the Company, its businesses, and its products and services.
Recitals. The provisions in the ARecitals@ Section of this Agreement are hereby incorporated herein by this reference and made a part of this Agreement.
Governing Law. It is understood and agreed that the construction and interpretation of this Agreement shall at all times and in all respects be governed by the laws of the State of California. The parties hereto agree that the California courts shall have jurisdiction over matters arising relating to this Agreement, and that the venue for any such actions shall be Orange County, California.
Severability. The provisions of this Agreement shall be deemed severable, and the invalidity or unenforceability of any one or more of the provisions hereof shall not affect the validity and enforceability of the other provisions hereof.
Entire Agreement. This Agreement contains the entire agreement and understanding by and between the parties hereto with respect to the subject matter herein referred to, and no representations, promises, agreements, or understandings, written or oral, not herein contained shall be of any force or effect.
Waivers and Amendments. This Agreement may be amended, modified, superseded, canceled, renewed or extended, and the terms and conditions hereof may be waived, only by a written instrument signed by the parties or, in the case of a waiver, by the party waiving compliance.
If legal action or arbitration is instituted by any party to enforce the terms of this Agreement, the prevailing party in such action or proceedings shall be entitled to reasonable attorneys' fees and costs of such action in addition to any other award, including any such attorneys' fees and costs incurred on appeal.
IN WITNESS WHEREOF, Company and Contestant have executed this Agreement, effective as of the Effective Date submitted via online to Terms and Conditions.
WEBSITE TERMS AND CONDITIONSTerms and Conditions
PLEASE READ THE FOLLOWING TERMS AND CONDITIONS OF USE CAREFULLY BEFORE USING THIS WEBSITE. All users of this site agree that access to and use of this site are subject to the following terms and conditions and other applicable law. If you do not agree to these terms and conditions, please do not use this site.
The entire content included in this site, including but not limited to text, graphics or code is copyrighted as a collective work under the United States and other copyright laws, and is the property of Orange County Diesel, Inc.. The collective work includes works that are licensed to Orange County Diesel, Inc.. Copyright 2003, Orange County Diesel, Inc. ALL RIGHTS RESERVED. Permission is granted to electronically copy and print hard copy portions of this site for the sole purpose of placing an order with Orange County Diesel, Inc. or purchasing Orange County Diesel, Inc. products. You may display and, subject to any expressly stated restrictions or limitations relating to specific material, download or print portions of the material from the different areas of the site solely for your own non-commercial use, or to place an order with Orange County Diesel, Inc. or to purchase Orange County Diesel, Inc. products. Any other use, including but not limited to the reproduction, distribution, display or transmission of the content of this site is strictly prohibited, unless authorized by Orange County Diesel, Inc.. You further agree not to change or delete any proprietary notices from materials downloaded from the site.
All trademarks, service marks and trade names of Orange County Diesel, Inc. used in the site are trademarks or registered trademarks of Orange County Diesel, Inc.
This site and the materials and products on this site are provided "as is" and without warranties of any kind, whether express or implied. To the fullest extent permissible pursuant to applicable law, Orange County Diesel, Inc. disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose and non-infringement. Orange County Diesel, Inc. does not represent or warrant that the functions contained in the site will be uninterrupted or error-free, that the defects will be corrected, or that this site or the server that makes the site available are free of viruses or other harmful components. Orange County Diesel, Inc. does not make any warrantees or representations regarding the use of the materials in this site in terms of their correctness, accuracy, adequacy, usefulness, timeliness, reliability or otherwise. Some states do not permit limitations or exclusions on warranties, so the above limitations may not apply to you.
LIMITATION OF LIABILITY
Orange County Diesel, Inc. shall not be liable for any special or consequential damages that result from the use of, or the inability to use, the materials on this site or the performance of the products, even if Orange County Diesel, Inc. has been advised of the possibility of such damages. Applicable law may not allow the limitation of exclusion of liability or incidental or consequential damages, so the above limitation or exclusion may not apply to you.
In the event that an Orange County Diesel, Inc. product is mistakenly listed at an incorrect price, Orange County Diesel, Inc. reserves the right to refuse or cancel any orders placed for product listed at the incorrect price. Orange County Diesel, Inc. reserves the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit card charged. If your credit card has already been charged for the purchase and your order is cancelled, Orange County Diesel, Inc. shall issue a credit to your credit card account in the amount of the incorrect price.
These terms and conditions are applicable to you upon your accessing the site and/or completing the registration or shopping process. These terms and conditions, or any part of them, may be terminated by Orange County Diesel, Inc. without notice at any time, for any reason. The provisions relating to Copyrights, Trademark, Disclaimer, Limitation of Liability, Indemnification and Miscellaneous, shall survive any termination.
Orange County Diesel, Inc. may deliver notice to you by means of e-mail, a general notice on the site, or by other reliable method to the address you have provided to Orange County Diesel, Inc..
Your use of this site shall be governed in all respects by the laws of the state of California, U.S.A., without regard to choice of law provisions, and not by the 1980 U.N. Convention on contracts for the international sale of goods. You agree that jurisdiction over and venue in any legal proceeding directly or indirectly arising out of or relating to this site (including but not limited to the purchase of Orange County Diesel, Inc. products) shall be in the state or federal courts located in Los Angeles County, California. Any cause of action or claim you may have with respect to the site (including but not limited to the purchase of Orange County Diesel, Inc. products) must be commenced within one (1) year after the claim or cause of action arises. Orange County Diesel, Inc.'s failure to insist upon or enforce strict performance of any provision of these terms and conditions shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any of these terms and conditions. Orange County Diesel, Inc. may assign its rights and duties under this Agreement to any party at any time without notice to you.
USE OF SITE
Harassment in any manner or form on the site, including via e-mail, chat, or by use of obscene or abusive language, is strictly forbidden. Impersonation of others, including an Orange County Diesel, Inc. or other licensed employee, host, or representative, as well as other members or visitors on the site is prohibited. You may not upload to, distribute, or otherwise publish through the site any content which is libelous, defamatory, obscene, threatening, invasive of privacy or publicity rights, abusive, illegal, or otherwise objectionable which may constitute or encourage a criminal offense, violate the rights of any party or which may otherwise give rise to liability or violate any law. You may not upload commercial content on the site or use the site to solicit others to join or become members of any other commercial online service or other organization.
Orange County Diesel, Inc. does not and cannot review all communications and materials posted to or created by users accessing the site, and is not in any manner responsible for the content of these communications and materials. You acknowledge that by providing you with the ability to view and distribute user-generated content on the site, Orange County Diesel, Inc. is merely acting as a passive conduit for such distribution and is not undertaking any obligation or liability relating to any contents or activities on the site. However, Orange County Diesel, Inc. reserves the right to block or remove communications or materials that it determines to be (a) abusive, defamatory, or obscene, (b) fraudulent, deceptive, or misleading, (c) in violation of a copyright, trademark or; other intellectual property right of another or (d) offensive or otherwise unacceptable to Orange County Diesel, Inc. in its sole discretion.
You agree to indemnify, defend, and hold harmless Orange County Diesel, Inc., its officers, directors, employees, agents, licensors and suppliers (collectively the "Service Providers") from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of these terms and conditions or any activity related to your account (including negligent or wrongful conduct) by you or any other person accessing the site using your Internet account.
In an attempt to provide increased value to our visitors, Orange County Diesel, Inc. may link to sites operated by third parties. However, even if the third party is affiliated with Orange County Diesel, Inc., Orange County Diesel, Inc. has no control over these linked sites, all of which have separate privacy and data collection practices, independent of Orange County Diesel, Inc.. These linked sites are only for your convenience and therefore you access them at your own risk. Nonetheless, Orange County Diesel, Inc. seeks to protect the integrity of its web site and the links placed upon it and therefore requests any feedback on not only its own site, but for sites it links to as well (including if a specific link does not work)