USER GENERATED CONTENT TERMS & CONDITIONS
These User Generated Content Terms & Conditions (“UGC Terms”) apply to Bath Accessories Company, Inc. (“Company”) use and/or distribution of certain user generated content, including, without limitation, use on Company’s various websites, social channels, mobile app, and other promotional initiatives (collectively, “Promotional Channels”). By responding to our message with #YesSpaSister, you agree that we may use your user generated content in accordance with these UGC Terms.
In consideration for Company’s use and/or distribution of your content, including but not limited to images, text, designs, illustrations, music, lyrics, photographs, videos or other intellectual property included thereon (the “User Content”), you hereby acknowledge and agree that once Company uses or distributes any of the User Content via Company’s Promotional Channels, or those of Company’s sublicensees and/or brand partners, you shall be bound by these UGC Terms. By agreeing to these UGC Terms you are providing Company with your permission to use your User Content in accordance with these UGC Terms. If you are entering into this Agreement on behalf of an organization, you represent that you have the authority to do so. You consent to and acknowledge the use of and processing of any personal data associated with your User Content by Company or its sublicensees and/or brand partners.
Company reserves the right to modify these UGC Terms without advance notice by posting a revised version of these UGC Terms, which modifications will be effective immediately. Accordingly, you should review the UGC Terms on a regular and frequent basis.
USER CONTENT LICENSE
You shall at all times retain ownership of your User Content. You hereby grant to Company and its executives, employees, affiliates, related companies, agents, licensees, sublicensees, brand partners, production partners, social media platforms, contractors, successors, legal representatives, assigns, third-party service providers and their respective brand partners, marketing or public relations agencies and other affiliates (the “Licensed Parties”) a worldwide, perpetual, irrevocable, royalty-free, fully-paid, non-exclusive, transferable, sublicensable right and license to use, publish, broadcast, transmit, distribute and re-post (i) your User Content and (ii) your username, name, voice, image, likeness or other identifying information (“Name and/or Likeness”) as the same appears in connection with your User Content, in any manner to be determined in the Licensed Parties’ sole discretion, including but not limited to on webpages and social media pages operated by the Licensed Parties, in promotional emails and advertisements, and in any and all other marketing, promotional and advertising initiatives, and in any media now or hereafter known.
Notwithstanding the above, the Licensed Parties will have no obligation to make any use of any of the rights granted by you. The Licensed Parties may choose to use, use and stop using, reuse or not use your User Content or Name and/or Likeness at any time. The Licensed Parties’ use of your User Content or your Name and/or Likeness does not imply any endorsement of or any affiliation with you. You hereby waive any right to inspect or approve any use of the User Content or Name and/or Likeness by the Licensed Parties as permitted hereunder.
You represent and warrant that:
(i) you are not a minor or you are the parent/guardian of all minors depicted in your User Content, if any;
(ii) you have the full right, power and authority to grant the rights described in these UGC Terms;
(iii) you own all rights in and to your User Content and Name and/or Likeness and/or have obtained appropriate rights and permissions from any and all other persons and/or entities who own, manage or otherwise claim any rights with respect to such User Content and Name and/or Likeness, such that you have all necessary licenses, rights, consents and permissions to publish the User Content and Name and/or Likeness and to grant the rights granted herein, including permission from all person(s) appearing and/or performing in your User Content;
(iv) the Licensed Parties’ use of your User Content and Name and/or Likeness as described herein will not violate the rights of any third party, or any law, rule or regulation, including but not limited to consumer protection, copyright, trademark, patent, trade secret, privacy, publicity, moral, proprietary or other rights and laws;
(v) the User Content and Name and/or Likeness is not confidential, libelous, defamatory, obscene, pornographic, abusive, indecent, threatening, harassing, hateful, or offensive or otherwise unlawful; and
(vi) you hereby fully release, discharge and agree to hold the Licensed Parties, and any person or entity acting on their behalf, harmless from any liability related in any way to the Licensed Parties’ use of your User Content and your Name and/or Likeness.
If requested, you will sign any documentation in such manner and at such location as may be required to protect, perfect, or enforce any of the rights you have granted to Company under these UGC Terms.
INDEMNIFICATION & DEFENSE
As a condition of the use of the Promotional Channels, you agree to defend, indemnify and hold harmless Company and its respective employees, directors, officers, agents, vendors and suppliers from and against any liabilities, losses, investigations, inquiries, claims, suits, damages, costs and expenses (including, without limitation, reasonable attorneys’ fees and expenses) (each, a "Claim") arising out of or otherwise relating to Claims alleging facts that if true would constitute a breach by you of these UGC Terms, or any User Content submitted by you.
These UGC Terms are governed by the laws of the State of California, excluding its conflicts of law rules. You hereby consent to personal jurisdiction and venue in the state and federal courts located in Orange County, California.
You agree that if Company does not exercise or enforce any legal right or remedy which is contained in these UGC Terms (or which Company has the benefit of under any applicable law), this will not be taken to be a formal waiver of Company’s rights and that those rights or remedies will still be available to Company.
If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these UGC Terms are invalid, then that provision will be removed without affecting the rest of the UGC Terms. The remaining provisions of these UGC Terms will continue to be valid and enforceable.