In consideration of Global Poker Tours Limited ("us" or "GPTL") organizing and arranging filming and recording of the Contribution (as defined below) to be given by you as set forth hereunder:
- You irrevocably grant to us all rights, consents and licenses necessary to enable us to make the fullest use (including, without limitation, to reproduce, distribute, publicly display, publicly perform and make derivative works thereof) of your photograph, likeness, appearance, image, voice, name, film footage and sound recordings that feature you (the "Contribution") throughout the universe in perpetuity and royalty-free by any and all means in any and all media, whether now known or hereinafter developed or discovered, in any programme for which your contribution has been recorded and any other programmes and any other content about the Event, including, without limitation, in relation to the streaming of our coverage of the Event on the Internet, the production and distribution of videoblogs of the Event on the Internet and the production and release of promos of, or other marketing materials related to, the Event, the Italian Poker Tour Sanremo 2 Season 3, or poker tournaments or online poker websites associated with the PokerStars brand. You agree to the photography, recording, broadcasting and/or live relay of the Contribution.
- You hereby release GPTL and its permitted designees from and against any claim, damage, liability, cost and expense arising from any violation of any right to privacy, publicity or personality that you have, or infringement of any copyright or other proprietary right that you own or hold, based upon or related to any use of the Contribution under the licenses and rights granted herein. The foregoing release shall be binding upon you and your heirs, assigns and legal representatives.
- You acknowledge and agree that GPTL solely owns all right, title and interest, including, without limitation, all copyrights and other intellectual property rights, in and to the Contribution and any derivative works thereof. To the extent ownership of the Contribution does not automatically vest in GPTL, you hereby grant and assign to GPTL all right, title and interest in and to the Contribution and agree to execute all documents reasonably requested by GPTL to effectuate the foregoing.
- In recognition of the needs of film and television production, we shall be entitled to edit, copy, add to, take from, adapt or translate the Contribution as we see fit, and in respect of the Contribution, you irrevocably waive the benefits of and agree not to assert any provision of law known as “moral rights” or any similar laws of any jurisdiction. You agree that GPTL is under no obligation to broadcast, exhibit and/or otherwise exercise any of the rights and licenses granted herein.
- You represent and warrant to us (a) that you are fully entitled to grant the rights and licenses granted to us hereunder, (b) that nothing in the Contribution (whether by way of inflection or gesture or otherwise) will infringe the copyright or any other right of any person, breach any contract or duty of confidence, constitute a contempt of court, be defamatory or be calculated to bring GPTL, other companies under the same corporate ownership, any broadcaster, the PokerStars brand, or the Italian Poker Tour into disrepute, and (c) that all facts expressed by you in the Contribution are, to the best of your knowledge and belief, true and insofar as the Contribution contains any opinions, these opinions are your own and are genuinely and truly held by you.
- You agree to indemnify us and any broadcaster against all and any costs, claims, expenses and liabilities (including without limitation, legal fees and any sums paid on the advice of counsel) resulting from breach by you (or anyone acting under your authority) of any of the representations, warranties and/or undertakings on your part contained in this agreement.
- You agree to abide by the rules and regulations of the GPTL, which rules and regulations are hereby incorporated into and form part of this agreement. A copy of the rules and regulations of GPTL is freely available to inspect at the venue or on the associated website www.pokerstarsipt.com. GPTL is entitled to change the rules and regulations of the Italian Poker Tour at any time without prior written notice to you.
- This agreement constitutes the entire understanding between GPTL and you, and supersedes any prior understanding between GPTL and you, in connection with the subject matter hereof. You represent that by signing this agreement, you have not relied on any representation or assurances, whether written or oral, made by GPTL other than those expressly set forth in this agreement. You agree that GPTL will have the right to freely assign its rights, licenses and/or obligations, in whole or in part, under this agreement to any party.
- You agree that if any provision of this agreement is found by a court of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability will not affect the remaining provisions of this agreement, and such provision will be deemed modified so as to have the most similar result that is valid and enforceable under applicable law.
- You agree that, to the maximum extent permitted by applicable law, this agreement will be governed by, and interpreted in accordance with, the laws of England, without reference to any conflict of law principles. You irrevocably agree to submit any claim concerning this agreement or any matter arising therefrom to the exclusive jurisdiction of the courts of England, and you irrevocably waive any right that you may have to claim that the courts of England do not have jurisdiction in such matter. You further irrevocably agree that nothing herein shall limit the right of GPTL to take proceedings in connection with this agreement in any other court of competent jurisdiction.