Deeper Squad Program Terms and Conditions
These Deeper Squad Program terms and conditions (TCs) apply to Partner’s participation in Deeper Squad Program held by Deeper. By submitting the Application Form the Partner consents to and agrees to be bound by the following terms and conditions and any other applicable terms, conditions, policies or disclaimers communicated by Deeper at https://deepersonar.com.
TERMS AND CONDITIONS OF PARTICIPATION IN DEEPER SQUAD PROGRAM:
1 - DEFINITIONS
Capitalised terms used in these TCs shall have the following meanings:
Application Form – Partner’s request to participate in Deeper Squad Program filled online under the following link: https://squad.deepersonar.com
Content – various video or audio visual content, footage and photographs filmed, captured and/or recorded by Partner, titles, headings, texts and comments related hereto, created by the Partner and submitted to Deeper while participating in Deeper Squad Program.
Deeper – Deeper, UAB, a company duly established and operating under the laws of the Republic of Lithuania, legal entity code 302749154, address Antakalnio str. 17, LT-10312 Vilnius, Lithuania.
Deeper Materials – video or audio visual content, text, graphics, artwork, photographs, templates, and other content or materials created by or on behalf of Deeper for the Purpose.
Deeper Network – media now known or hereafter created, including all forms of transmission over the Internet, mobile carrier / satellite networks or other method of connectivity, public relations, media outreach and/or industrial uses, print media, television, home video, electronic sell-through, radio and any other exhibition, display, performance, communication to the public, distribution, exploitation or other use of the Content.
Deeper Squad Program – a global program aiming to raise awareness and share knowledge on Products and their use which gathers world-wide community of anglers who are passionate about the newest technologies in fishing and are willing to share their knowledge with others.
Partner – you or any person participating in Deeper Squad Program.
Products – all and any products produced by Deeper.
Purpose – use of the Content for commercial purposes, including marketing, promoting and advertising of Products or services, monetisation through advertising, subscription, licensing and other means.
2 - SUBJECT MATTER
Deeper organises the Deeper Squad Program under which the Partner participates in quests and challenges, also performs tasks and assignments, offered to Partner by Deeper, thus creating and/or participating in creation of Content. The Content is further used for Purpose, by incorporation in Deeper Materials, distributing via Deeper Network or otherwise at the sole discretion of Deeper.
Partner undertakes to put his/her best efforts and actively participate in and/or contribute to the duties selected when filling-in the Application Form and any other tasks agreed with Deeper. Partner’s participation in Deeper Squad Program is gratuitous and Deeper does not pay Partner any bonuses, fees or other remuneration whatsoever, however the Partner is given an opportunity to seek for the discounts, valuable content and prizes from time to time offered by Deeper.
3 - LICENCE GRANT AND EXCLUSIVITY
Partner grants to Deeper and its licensees, successors and assignees a worldwide, exclusive, non-transferable, perpetual, irrevocable, and royalty-free right to the Content from the date of its submission, with the right to sublicense:
(a) to reproduce, modify and prepare derivative works, publicly perform, publicly display, distribute, broadcast, transmit and otherwise use the Content, in whole or in part, whether or not within or in connection with the Deeper Materials, solely for the Purpose, in any and all Deeper Network;
(b) to use the Partner’s name, nickname, likeness, rights of publicity, voice, live or recorded performance, autograph, photographs (including photographs with the family members of the Partner) and biographical information or other appearances (including when Partner recognisably appears in the Content) within or in connection with the Deeper Materials, in any and all media now known or hereafter created, including the Deeper Network, solely for the Purpose and as necessary to exercise the rights granted in this TCs.
The Partner hereby clearly declares and confirms that the above-mentioned permission also covers and extents to any images in which Partner's family members or other persons related to the Partner (“Related persons”) may be included.
Partner confirms that he/she is a parent (or legal guardian) of the Related persons or is otherwise authorised to express their consent regarding image rights, or in relation to the Related persons who are of legal age he/she has obtained such consents for the benefit of Deeper in full scope defined in this section. Partner takes all risk related hereto.
Submission of Content to Deeper is not a guarantee that Deeper will publish the Content in the Deeper Network. Partner waives any right to inspect or approve the Content used by Deeper.
4 - OWNERSHIP
Deeper owns all right, title and interest in and to any Deeper Materials, and any derivative works thereof, including all intellectual property rights, rights of publicity or privacy and moral rights therein, and it will remain the sole and exclusive property of Deeper. No rights, title, licences to any Deeper Materials or other intellectual property of Deeper are being granted to Partner under these TCs, save from the right to display Products and Deeper trademark in the Content to the necessary extent as required for Purpose.
Partner remains the owner of the Content and may continue to post or otherwise keep the Content on its personal website, social media and networking web pages (eg YouTube, Facebook, Flickr and Vine) or use by other means that do not interfere with the present TCs and the Purpose. Partner shall nor use himself, nor license, sublicense, or otherwise distribute the Content to any third party for any commercial purposes. Deeper recommends to indicate Partner’s participation in Deeper Squad Program while posting Content on personal accounts and channels of the Partner.
5 - PRIVACY
6 - VALIDITY OF THE TCs
All obligations arising from the TCs that have a nature to remain in force, shall survive the termination of Partner’s participation in Deeper Squad Program. For the sake of clarity, the parties agree that termination of Partner’s participation in Deeper Squad Program does not affect Deeper's rights to the Content and Deeper has the right to continue to use the Content as described in these TCs for unlimited time after termination or change of these TCs.
Deeper reserves the right to modify the present TCs or its policies relating to the Deeper Squad Program by providing notice to Partner not later than 5 (five) calendar days until the amended version becomes effective. Unless the Partner notifies Deeper otherwise, the modified terms are considered to be accepted by the Partner 15 (fifteen) calendar days from publishing the amended TCs. Otherwise, Deeper may terminate the Partner’s participation in Deeper Squad Program with an immediate effect.
The Partner’s participation in Deeper Squad Program terminates immediately: (i) in the event the Partner violates these TCs; (ii) in case of the end of the Deeper Squad Program.
7 - WARRANTIES
Partner represents and warrants that: (i) Partner is an author of the Content and has all rights and licenses necessary to grant all the rights in the Content or has obtained hereof if the Content is not created by the Partner, and undertakes to obtain the appropriate licenses, permissions, and/or releases from the owners of any third party materials (including music, images, video, audio, photos, text) embedded within the Content; (ii) Deeper’s use of the Content (or third party materials) will not infringe, misappropriate or violate a third party’s intellectual property rights, rights of publicity or privacy, moral rights, other rights or legitimate interests or any applicable law or regulation; and (iii) Partner’s consent to the TCs will not violate or conflict with any obligations owed by Partner to a third party.
8 - INDEMNITY
Partner indemnifies, defends and holds Deeper harmless from and against any and all claims, demands, liabilities, losses, costs and expenses (including reasonable attorney’s fees) arising out of or in connection with Partner’s breach of any representation and warranty or any other terms contained herein.
9 - LIMITATION OF LIABILITY
Deeper will not be responsible for any damage or defects (to the property of or injury to Partner or any other user) caused by use, operation or treatment of the Products inconsistent with normal personal use described in Products user manual rules or other instructions given by Deeper. Deeper shall not be held liable for the Content and its use unless the content was amended, modified or adapted by Deeper. The Partner bears liability ensuring that the Content does not violate any of the applicable laws, public order, safety and third parties’ rights. IN NO EVENT WILL DEEPER BE LIABLE FOR ANY INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING LOSS OF PROFITS, USE OR OTHER ECONOMIC ADVANTAGE), REGARDLESS OF THE THEORY OF LIABILITY, ARISING FROM OR RELATED TO THESE TCs OR DEEPER'S USE OF THE CONTENT, EVEN IF DEEPER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
10 - GENERAL
Partner shall not assign or transfer any rights or obligations arising from these TCs without a prior written consent of Deeper. These TCs is the complete and exclusive understanding of the parties, and supersedes all prior understandings and agreements between the parties. The Partner and Deeper are independent contractors and these TCs will not establish any relationship of partnership, joint venture, employment, or agency between the parties.
TCs are governed under the laws of the Republic of Lithuania. Any dispute, controversy or claim arising out of or in connection with these TCs shall be settled by the competent court in Vilnius under the laws of the Republic of Lithuania.