COMPETITION PARTICIPANT AGREEMENT
This Competition Participation Agreement ("Agreement") is made between The NFL Innovation Hub ("Organizer") and the undersigned participant acting both in their individual capacity and on behalf of any entity or organization for which they are submitting an Entry (collectively, the "Participant"), in the NFL Innovation Hub Challenge at the 2026 Draft ("Competition").
THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION AND A CLASS ACTION AND JURY TRIAL WAIVER. THESE PROVISIONS AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY HEAR YOUR CLAIMS.
1. Submission of Entry
The Participant agrees to submit their original creative work ("Entry") to the Competition in accordance with the Official Rules and any related guidelines. The Participant is responsible for ensuring their Entry complies with all laws and regulations, including copyright and other intellectual property law.
2. Organizer IP Ownership and No Use of NFL Marks Allowed
Participant acknowledges that Organizer and the NFL Entities are continuously developing their own technologies, products, and concepts. Participant agrees that nothing in this Agreement shall be construed to limit or restrict the Organizer's and the NFL Entities right to develop, or have developed for it, products, concepts, or systems that are similar to or compete with the solutions or ideas presented in the Entry, provided that the Organizer and the NFL Entities do not infringe upon the Participant's valid and existing intellectual property rights.
Participant shall have no right to use the NFL Marks (as defined below) for any purpose whatsoever. For the purposes of this Agreement, "NFL Marks" means the names, symbols, emblems, designs, and colors of NFL and the professional football member clubs (the "Member Clubs"), including, without limitation, the terms "National Football League", "NFL", "National Football Conference", "American Football Conference", "NFC", "AFC", "Super Bowl", "Pro Bowl", the NFL Shield design, as well as the full team names, nicknames, helmet designs, uniform designs, logos and slogans of the Member Clubs, and any other indicia adopted for commercial purposes by the Organizer or any of its Member Clubs. Participant acknowledges and agrees that all right, title and interest in and to the NFL Marks belongs to NFL and its affiliated entities. Participant agrees that the NFL Marks possess a special, unique and extraordinary character that makes difficult the assessment of the monetary damages that would be sustained by their unauthorized use. Notwithstanding anything to the contrary herein, Participant recognizes that irreparable injury would be caused by the unauthorized use of any of the NFL Marks, and agrees that injunctive and other equitable relief from a court of competent jurisdiction would be appropriate in the event of such unauthorized use, and that such remedy would not be exclusive of other legal remedies. Participant recognizes that the great value and goodwill associated with the NFL Marks belongs to the NFL Entities and that the NFL Marks have secondary meaning. There shall be no limitation of liability for any breach of this section.
3. Participant IP Ownership, License Grant to Organizer, and Publicity
3.1 Retention of Intellectual Property Rights
The Participant retains ownership of all intellectual property rights in their original Entry.
3.2 Scope of License to Organizer and NFL Entities
By submitting an Entry, the Participant grants to the Organizer and the NFL Entities a worldwide, non-exclusive, royalty-free, perpetual, irrevocable license to use, reproduce, distribute, display, perform, and create derivative works of the Entry for the purposes of administering, promoting, evaluating, and documenting the Competition and the Organizer's innovation initiatives, across all media now known or hereafter devised. This includes, but is not limited to:
- Displaying the Entry on the Organizer's and the NFL Entities' websites and social media channels.
- Modifying the Entry for formatting or promotional purposes.
- Using the Entry in marketing materials, press releases, and publications.
For the avoidance of doubt, this license does not grant the Organizer ownership of the underlying technology or the right to commercially exploit the Participant's proprietary software as a standalone product without a separate, formal commercial agreement.
3.3 Enhancements
Participant acknowledges and agrees that any "Enhancements" provided to the Organizer or the NFL Entities in connection with the Competition shall be deemed part of the Entry and are subject to the same licenses, representations, warranties, and permitted uses described in this Agreement. For purposes of this Agreement, "Enhancements" means any derivatives, recommendations, suggestions, ideas, modifications, debugs, inventions, discoveries, concepts, data, know-how, requests, working models, prototypes, or improvements of the Entry.
3.4 Publicity and Likeness
Except where prohibited by law, by participating in the Competition, Participant hereby grants the Organizer and NFL Entities the right to use their name, company name, logo, likeness, photograph, voice, and biographical information in any and all media now known or hereafter devised, worldwide, in perpetuity, for advertising, marketing, and promotional purposes in connection with the Competition and related innovation initiatives, without further notice, review, approval, or compensation.
4. AI Usage and Data Restrictions
4.1. Disclosure of AI Use
If the Participant uses artificial intelligence (AI) or machine learning tools to generate or modify any part of their Entry, the Participant must clearly disclose the use and the extent of AI involvement in their submission materials.
4.2. Restriction on Sponsor/Organizer Data for AI Training
The Participant expressly agrees and warrants that any data, information, content, or materials provided by the Organizer, the Competition Sponsors, or related third parties (collectively, "Competition Materials") shall not be used to train, test, tune, or refine any artificial intelligence, machine learning, neural network, large language model, or other form of AI or related technology.
4.3. Compliance with AI Terms of Use
The Participant is solely responsible for complying with the terms of use and licensing agreements of any AI tools used, ensuring their use does not infringe upon third-party intellectual property rights
5. Participant Warranties and Indemnification
The Participant warrants that:
- The Entry is their own original work.
- They have the necessary rights and permissions to grant the license specified in this Agreement, both for themselves and for any organization they represent.
- The Entry does not infringe upon the intellectual property or other rights of any third party.
- All information, documentation, and materials submitted in connection with the Entry are true, accurate, complete, and not misleading in any material respect.
- Participant has not omitted any information that would render the submission false or misleading.
- Participant is under no legal or contractual obligation that would prevent or restrict their full participation in the Competition or compliance with this Agreement.
AS A CONDITION OF PARTICIPATING IN THE COMPETITION AND HAVING ORGANIZER CONSIDER PARTICIPANT'S ENTRY, PARTICIPANT HEREBY AGREES, FOR GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND SUFFICIENCY OF WHICH IS HEREBY ACKNOWLEDGED, TO UNCONDITIONALLY RELEASE, HOLD HARMLESS, FOREVER DISCHARGE, AND COVENANT NOT TO SUE THE NATIONAL FOOTBALL LEAGUE, NFL VENTURES L.P., NFL VENTURES INC., AND ITS DIRECT AND INDIRECT SUBSIDIARIES, THE LEAGUE'S PROFESSIONAL FOOTBALL MEMBER CLUBS AND EACH OF THEIR RESPECTIVE AFFILIATES, OFFICERS, DIRECTORS, AGENTS, SUBSIDIARIES, SHAREHOLDERS, REPRESENTATIVES AND EMPLOYEES (COLLECTIVELY, THE "NFL ENTITIES"), AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AGENTS, INSURERS, PRINCIPALS, PARTNERS, SUCCESSORS, AND ASSIGNS (THE "ORGANIZER'S RELEASEES"), FOR ANY AND ALL CLAIMS, LIABILITIES, OBLIGATIONS, DEMANDS, DAMAGES, COSTS, EXPENSES, ATTORNEYS' FEES, OF ANY KIND WHETHER KNOWN OR UNKNOWN, THAT PARTICIPANT HAS, EVER HAD, NOW HAVE, OR HEREAFTER MAY HAVE AGAINST THE ORGANIZER'S RELEASEES ARISING OUT OF, IN CONNECTION WITH, OR RELATING TO THIS COMPETITION AND/OR PARTICIPANT'S ENTRY, INCLUDING, WITHOUT LIMITATION, THE PROCESS, EVALUATION, OR DECISION THEREOF.
PARTICIPANT AGREES TO INDEMNIFY AND HOLD HARMLESS THE NFL ENTITIES FROM AND AGAINST ANY CLAIMS, LOSSES, OBLIGATIONS, LIABILITIES, OR EXPENSES (INCLUDING ATTORNEYS' FEES AND COSTS) THAT MAY BE ASSERTED AGAINST ORGANIZER, OR INCURRED BY, THE NFL ENTITIES AT ANY TIME IN CONNECTION WITH PARTICIPANT'S ENTRY OR ANY USE THEREOF, INCLUDING, WITHOUT LIMITATION, THOSE ARISING FROM ANY BREACH OR ALLEGED BREACH OF THE REPRESENTATIONS OR WARRANTIES MADE BY PARTICIPANT HEREIN.
6. Disclaimer of Warranties and Limitation of Liability
6.1 As Is" Basis
THE COMPETITION AND ALL RELATED MATERIALS, ACCESS TO SYSTEMS, AND RECOGNITION ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ORGANIZER AND NFL ENTITIES DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
6.2 Limitation of Liability
UNDER NO CIRCUMSTANCES SHALL THE ORGANIZER OR THE NFL ENTITIES BE LIABLE TO THE PARTICIPANT FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF DATA, OR LOSS OF BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE COMPETITION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
7. Privacy
Personal information collected from Participants will be used for Competition administration, marketing, communications, and evaluation, and handled in accordance with the NFL Privacy Policy.
The parties shall comply with all applicable privacy and data protection laws, including the General Data Protection Regulation (GDPR) and the California Consumer Privacy Act, as amended by the California Privacy Rights Act (CCPA/CPRA), and shall implement appropriate technical and organizational safeguards to protect personal data and respect applicable data subject rights.
8. Choice of Law
This Agreement is governed by the laws of the State of New York.
9. Arbitration Agreement
Any dispute, claim, or controversy arising out of or relating to this Agreement, the Competition, or Participant's Entry (including, without limitation, the interpretation, validity, enforceability, or breach of this Agreement) shall be resolved exclusively by final and binding arbitration, rather than in court, except that Organizer and NFL Entities may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights, including but not limited to NFL Marks and its confidential information (including, without limitation, a breach of any data security or non-disclosure obligations).
The arbitration shall be administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules, as modified by this Agreement. The arbitration shall be conducted by a single arbitrator, selected in accordance with such rules. The seat of arbitration shall be New York, New York, and the arbitration shall be conducted in the English language.
The arbitrator shall have the authority to award any remedy or relief that a court of competent jurisdiction could award, except that the arbitrator shall not award punitive or exemplary damages. The arbitrator's decision shall be final and binding, and judgment on the award may be entered in any court having jurisdiction thereof.
10. Class Action Waiver
CLASS ACTION WAIVER: THE PARTIES AGREE THAT ANY ARBITRATION SHALL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS, AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. PARTICIPANT WAIVES ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, OR REPRESENTATIVE PROCEEDING AGAINST THE ORGANIZER OR THE NFL ENTITIES.
Each party shall bear its own attorneys' fees and costs, except as otherwise required by applicable law or awarded by the arbitrator. This arbitration provision shall survive termination of this Agreement.
11. Venue Fallback and Jury Trial Waiver
In the event that any claim or dispute arises between the parties that is determined by a court or arbitrator not to be subject to the arbitration provisions herein, such matter shall be heard exclusively in the state or federal courts located in New York County, New York. The parties hereby consent to the personal jurisdiction and venue of such courts.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY HEREBY IRREVOCABLY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE COMPETITION.
12. Severability
If any provision of this Agreement or the Official Rules is found by an arbitrator or court of competent jurisdiction to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions will not in any way be affected or impaired thereby.
13. Relationship of the Parties
Participant acknowledges and agrees that their entry into this Competition, participation in the contest activities, and submission of any materials do not establish or imply a binding contract, a partnership, an employment relationship, or any other business relationship with Organizer and the NFL Entities beyond the scope of these terms and conditions. The Organizer makes no representations, warranties, or guarantees that the Participant will receive any form of compensation, future work, or a commercial contract as a result of their participation or winning the contest. No obligation or commitment relating to future business shall arise between the Parties except as may be set forth in a separate, formal written agreement, duly executed by authorized representatives of each Party. The Organizer, in its sole discretion, reserves the right to disqualify any participant who violates this Agreement.
14. Entire Agreement; Conflicts
This Agreement, together with the Official Rules, constitutes the entire agreement between the parties. In the event of any direct conflict between the terms of the Official Rules and this Agreement, the terms of this Agreement shall govern and control.