PLEASE REVIEW THESE TERMS AND CONDITIONS OF PARTICIPATION IN AN NFL.COM GOOGLE+ HANGOUT CAREFULLY, AS IT CONSTITUTES A BINDING AGREEMENT. THESE TERMS AND CONDITIONS GOVERN YOUR USE OF NFL.COM's GOOGLE+ HANGOUTS.
The NFL is offering you the ability to join a live streaming Hangout through Google+ and NFL.com. The Hangout will also be recorded and automatically uploaded to NFL.com at the end of the Hangout for subsequent viewing. Any content you include within a Hangout that you participate in on NFL.com shall be referred to herein as your "Content".
By using the Service, you hereby irrevocably grant the National Football League, NFL Enterprises, Inc., NFL Properties LLC, NFL Productions, LLC, and it subsidiary and affiliated companies and any of their successors, licensees and assigns (collectively, "NFL Entities"), and each of their respective licensees, distributors, agents, representatives and other authorized users including, without limitation, advertisers/sponsors directly associated with Service (collectively, the "Licensed Entities"), without the requirement of any permission from or payment to you or to any other person or entity, a perpetual, non-exclusive, irrevocable, fully-paid, royalty-free, sub-licensable and transferable worldwide license to use, re-use, reproduce, transmit, print, publish, display, exhibit, distribute, re-distribute, copy, host, store, cache, archive, index, categorize, comment on, broadcast, stream, edit, alter, modify, adapt, translate, create derivative works based upon and publicly perform your Content, in whole or in part (including, without limitation, any information that you supply in connection with your use of the Service and all names, voices and likenesses contained in your Content), in all media formats and channels now known or hereafter devised, for any and all purposes including, without limitation, news, advertising, promotional, marketing, publicity, trade or commercial purposes, all without further notice to you or to any third party and with or without attribution. Nothing in this Agreement obligates or may be deemed to obligate any of the Licensed Entities to use your Content. You acknowledge that your Content may be cut, edited and/or added to for any reason and in any manner which the Licensed Entities may, in their sole discretion, determine and may, to the extent decided by the Licensed Entities in their sole discretion, have sound effects, music, host voiceovers and/or other elements added to your Content, and that the Licensed Entities may use and modify your Content or any portion or element of it and combine it with other materials. You acknowledge that your use of the Services is voluntarily, and that no confidential relationship is intended or created between the NFL Entities and you or between any of the Licensed Entities and you by virtue of your use of the Services or creation of your Content.
You acknowledge that your consideration for entering into this Agreement is, among other things, the possibility of your Content being aired on one or more of the NFL's media platforms and the possible publicity and promotion as a result. You are not guaranteed to receive any further consideration of any kind for your use of the Services and any credit you receive in connection with any of the Licensed Entities' use of your Content shall be in the applicable Licensed Entity's sole discretion.
You agree to release, discharge, indemnify and hold harmless the Licensed Entities, their respective licensees, successors and assigns, and each of their respective officers, directors, employees, agents and representatives (collectively, the "Released Entities"), from and against any and all claims, actions, damages, liabilities, losses, costs and expenses of any kind including, without limitation, attorneys' fees and disbursements, whether at law or in equity including, without limitation, injunctive relief (collectively, "Claims") that you or any third party may have at any time (whether or not you are aware of such Claims) arising out of (i) your breach of the representations, warranties or other terms and conditions of this Agreement; and (ii) the use, exploitation or exercise of any rights granted hereunder. You acknowledge that (i) you may hereafter discover Claims in addition to the ones released and discharged in this Agreement and you hereby release and discharge the Released Entities from any such unknown and/or unsuspected Claims; and (ii) you will not have the right to enjoin the production, exhibition, distribution or any other exploitation of your Content or be entitled to seek any other injunctive or other equitable relief. You further release, indemnify and hold the Released Entities harmless from any liability, injury, emotional injury, death, loss or damages to you or any person or entity including, without limitation, third party right of publicity, copyright, or trademark claims and damage to personal or real property caused, in whole or in part, directly or indirectly, in connection with the creation or submission or use of your Content (or related activities).
This Agreement cannot be modified or waived except in writing signed by the party to be charged. The terms of this Agreement and its performance will be binding on you and your heirs, executors, administrators, successors and assigns. If any provision of this Agreement is found by a court of competent jurisdiction to be illegal, invalid or unenforceable, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision to the maximum extent permitted by law, and the other provisions of the Agreement shall remain in full force and effect. You may not assign your rights under this Agreement without the prior written consent of the NFL Entities; any unauthorized assignment will be null and void. The Licensed Entities shall have the unlimited right to assign this Agreement and the rights granted by you under this Agreement at any time, in whole or in part, to any person or entity. The construction, validity, interpretation and enforceability of this Agreement will be governed by and construed in accordance with the laws of the State of New York and the laws of the United States of America without giving effect to any choice of law or conflicts of law rules. Any and all disputes, claims and causes of action at law or in equity arising out of or relating to this Agreement shall be filed only in the state or federal courts situated in New York County, New York state, i.e., Manhattan. You hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such disputes, claims or causes of action.
YOU ACKNOWLEDGE AND AGREE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND YOUR OBLIGATIONS HEREUNDER, THE RIGHTS THAT YOU ARE GRANTING HEREIN AND THE REPRESENTATIONS AND WARRANTIES YOU HAVE MADE IN THIS AGREEMENT.