#PROMOTE INNOVATION CHALLENGE

OFFICIAL RULES

Important:  Please read these Official Rules before entering this contest (the "Contest").
By submitting the Contest registration form through the online portal at partners.twitter.com/promote and participating in this Contest, you agree to be bound by these Official Rules and represent that you satisfy all of the eligibility requirements set forth below. 

NO PURCHASE NECESSARY TO ENTER. Contest void where prohibited.  Subject to all federal, state, provincial, and local laws and regulations.

1.           Eligibility:  Contest open only to individuals (and individuals representing teams and businesses) that meet each of the following requirements upon entry:

·              Are residents of the 50 United States (or District of Columbia), Canada (excluding Quebec), Mexico, Israel, the United Kingdom, Germany, Japan, Singapore, India, Argentina, Chile, Ireland, France, Indonesia Korea, Sweden, Australia, Poland, Turkey, Brazil, or South Africa (together, the "Eligible Countries");

·              Work for a business with an office or place of business located in at least one of the Eligible Countries;

·              Build and support business management solutions (e.g., advertising campaign creation and optimization, content generation) as part of their role at that business; and

·              Are at least 18 years old (or the age of majority in entrant’s jurisdiction of residence, whichever is older) at the time of entry.

Directors, officers, members, managers, and employees of Twitter, Inc. ("Sponsor") and any of its respective parent companies, affiliate companies, subsidiaries, agents (including but not limited to Strategic Collaboration Agreement partners), professional advisors, advertising, promotional, public relations, and fulfillment agencies, consultants, legal counsel, and immediate family members (spouse, parent, child, sibling, grandparent, and “step” child, wherever they may live) of each are not eligible to win any prize.  IF YOU DO NOT MEET ANY OF THESE REQUIREMENTS, OR ANY OTHER ELIGIBILITY REQUIREMENTS IN THESE OFFICIAL RULES, YOU ARE NOT ELIGIBLE TO WIN A PRIZE.  To be eligible to win a prize, entries must be completed and received by Sponsor in the manner and format designated below. 

2.           Contest Period:  The Contest entry period starts at 12:00:01 a.m. (all times United States Pacific Time (“U.S. PT”)) on   May 16, 2017 and ends at 11:59:59 p.m. (U.S. PT) on September 6, 2017 (the “Contest Period”).  All entries must be received during the Contest Period and meet other requirements in these Official Rules to be eligible to win a prize.  Sponsor’s or its designee’s computer is the official time-keeping device for the Contest. 

3.           How to Enter: During the Contest Period, complete the registration form and submit your completed submission materials (your registration form and submission materials are collectively referred to as your “Submission”) through the online portal at partners.twitter.com/promote, which requires your agreement to these Official Rules and the terms of the Contest Submission Agreement located at partners.twitter.com/promote/agreement (“Submission Agreement”)  (Please review the Submission Agreement carefully because it includes important terms regarding your intellectual property rights in your Submission.)

In your registration form, mark the specific categories (i.e., Content + Creative;  Video; Ad Technology) (each, a “Challenege Category” and collectively, the “Challenge Categories”) under which you would like your Submission to be judged.  A Submission can be judged under one, two or all three Challenge Categories, as further described in Section 5 below.

You must complete your Submission as instructed to receive an entry into the Contest.  Submissions received by postal mail, facsimile or other means not expressly permitted in these Official Rules will not be considered. All Submissions must comply with the requirements of the entry instructions and be in the English language. 

Eligible participants may enter as one of the following categories of participants:

·              Individual:  When entering as an individual, only the single individual is participating in the Contest.  The individual must agree to the Submission Agreement and complete the entry process as instructed above. 

·              Team:  A single individual who is the representative of a team will be the team leader (“Team Leader”).  A Team Leader agrees that his or her team members have read and agreed to the Official Rules and Submission Agreement and agree to comply with the terms of this Contest.  A Team Leader is solely responsible for obtaining all necessary consents and confirmations from each team member.  A team’s Submission must be made solely by the Team Leader.  If a team is selected as a potential winner, each individual team member may be required to sign the Declaration of Eligibility and Liability/Publicity Release required by Sponsor (or Sponsor’s designee or affiliate) in order to be eligible to potentially win a prize.  For any winning team, the prize will be given to the Team Leader who submitted the Submission for the team.  Sponsor will have no responsibility thereafter for distribution of the prize to the individual team members.  Pursuant to the travel restrictions set forth in Section 6, only Team Leader or a single team member designated by Team Leader may be selected by Sponsor to receive travel compensation.

·              Business:  An individual may enter on behalf of his or her business, provided he or she meets the requirements of these Official Rules and the Submission Agreement.  Only a person with the authority to enter into agreements on behalf of the business and to bind such business to these Official Rules and the Submission Agreement may be designated the “Business Representative.”  Any Submission for a business must be submitted by the Business Representative. For any winning business, the prize will be awarded in the name of the business and the Business Representative must sign the Declaration of Eligibility and Liability/Publicity Release on behalf of the Business Representative and business.  Pursuant to the travel restrictions set forth in Section 6, only the Business Representative or a single designee of Business Representative may be selected by Sponsor to receive travel compensation.

Limits:  Limit one entry per person, business, or team. No individual person may obtain more than one entry into the Contest.  For example, an individual is not permitted to enter on behalf of him or herself and then submit a second entry on behalf of his or her team or business.  Likewise, no team or business may obtain more than one Contest entry.  Attempts to obtain multiple entry will result in disqualification.

By completing your Submission and agreeing to the Submission Agreement, you agree that your Submission conforms to the Guidelines and Restrictions detailed below.  Sponsor may, in its discretion, remove any Submission and disqualify you from the Contest if it believes that your Submission fails to conform with the Guidelines and Restrictions. 

Submission Guidelines and Restrictions

a.            Your Submission must not contain untruthful, incomplete, inaccurate or misleading information.

b.           Your Submission must be your original creation and be owned 100% by you, or alternatively you must have the full rights to grant the license and rights you grant to Sponsor in Section 10 below and the Submission Agreement.

c.            Your Submission must not (in Sponsor’s discretion):  (i) violate any third-party intellectual property or other rights, including, but not limited to, copyrights, trademark rights, patent rights, confidentiality, or rights of privacy and publicity; (ii) contain disparaging or defamatory statements; (iii) include threats to any person, place, business, or group; (iv) be obscene, offensive, or indecent; (v) depict any risky behavior; (vi) contain material that promotes bigotry, racism, hatred or harm, against any group or individual or promotes discrimination based on race, gender, religion, nationality, disability, sexual orientation or age; (vii) contain unauthorized third-party trademarks or logos; and/or (viii) otherwise be offensive or inappropriate in any manner.

d.           By providing a Submission, you represent and warrant that: (i) the Submission does not violate any applicable law, rule or regulation; (ii) to the extent the Submission depicts any individual or features the voice of any individual, you are the individual pictured and heard in the Submission, or, alternatively, that you have obtained written permission from each person appearing in the entry to grant the rights to Sponsor described in these Official Rules, and can make written copies of such permissions available to Sponsor upon request; (iii) for team entries, that each of your team members has authorized the Submission and expressly agrees to these  Official Rules and the Submission Agreement; (iv) for business entries, you have the authority and permission to agree to these Official Rules and the Submission Agreement and to submit the Submission on behalf of your business; (v) the Submission complies fully with Twitter website terms of use, policies, and guidelines; and (vi) the Submission complies fully with all requirements of these Official Rules and the Submission Agreement.

e.            By providing a Submission and otherwise participating in this Contest, you represent and warrant that your participation in the Contest does not violate the terms of your employment (including, without limitation, any procedures established by your employer with respect to participating in promotions), and if required by your employer, you have permission from your employer to enter into the Contest and be bound by the terms of the Submission Agreement and these Official Rules

4.           Identity of Entrant:  As described above in Section 3, all Submissions must be submitted by the individual entrant for an individual entry, the Business Representative (or his or her designee) for a business entry, or the Team Leader for a team entry.  Bulk or automated entries will be disqualified (including, for example, entries made using any script, macro, bot, or promotional service).  Multiple participants are not permitted to share the same email or social media account.  Any attempt to obtain additional entries through fraud, bots, or other illegitimate means will result in disqualification at Sponsor’s discretion.

In the event of a dispute about the identity of the entrant, entries will be declared made by the authorized account holder of the primary email address listed on the Submission.  An “authorized account holder” means the natural person who is assigned to an e-mail address by an Internet access provider, online service provider or other organization (e.g., business, educational institution, etc.) that is responsible for assigning e-mail addresses for the domain associated with the submitted e-mail address.  A potential winner may be required by Sponsor (or Sponsor’s designee or affiliate) to provide proof that the potential winner is the authorized account holder of email account associated with the winning entry.

5.           Selection and Notification of Winners:

Finalists Winners:  On or about September 13, 2017, a panel of judges from Twitter Ads API program management team will, in their discretion, score the eligible Submissions based on the following criteria (Judging Criteria):

(i)          Ability of Submission to address the specific business challenge around the given Challenge Category (see here for descriptions of each business challenge) (34% of total score);

(ii)                          Differentiation against comparable solutions in the market (33% of total score); and

(iii)                        Potential for client performance (33% of total score)

The three top scoring Submissions from each of the three Challenge Categories will be deemed the finalist winners. The finalist will be notified via email within three business days of the date of selection. As a condition of being awarded a prize, each finalist must follow the instructions contained in his/her notification, and except where prohibited by law, Sponsor may require each finalist (including all team members if a team is selected) to execute and deliver a written Declaration of Eligibility and Liability/Publicity Release, acceptance of these Official Rules, tax forms, proof of identity, and other reasonable documentation. The previously-mentioned documents may also be submitted electronically.  If (i) the attempted notification is returned as undeliverable without a forwarding address; (ii) any required documents are not returned within three business days, including but not limited to the Declaration of Eligibility and Liability/Publicity Release; or (iii) if winner is otherwise unable to accept the prize as stated, then the prize will be forfeited and may be awarded to an alternate finalist in that Challenge Category pursuant to the Judging Criteria.  One alternate finalist will be selected for each Challenge Category, otherwise a finalist prize winner in that Challenge Category will remain unawarded.  

 

Top Prize Winners:  Three top prize winners (one from each Challenge Category) will be selected from amongst the finalist winners.  To be eligible to receive the top prize in a Challenge Category, each finalist must give a 10-minute presentation on his or her Submission to Twitter executives.  At Sponsor’s sole discretion, the finalist will either (1) be flown to a Twitter corporate office (subject to the travel restrictions set forth in Section 6) to give the presentation or (2) give the presentation remotely through an online meeting.  Sponsor and each finalist will mutually agree upon a time for the presentation, but the presentation must take place no later than September 27, 2017.  If a finalist does not present on or before September 27, 2017, such finalist will not be eligible to win any top prize.  A panel of judges from Twitter’s executive team will, in their sole discretion, score the Submissions based on the Judging Criteria. The top prize winner for each Challenge Category will be announced to the public and notified via email no later than October 11, 2017. All prize winners will receive their prizes no later than June 30, 2018.

Verification of Potential Winners:            EACH POTENTIAL WINNER IS SUBJECT TO VERIFICATION BY SPONSOR IN ITS DISCRETION, WHOSE DECISIONS ARE FINAL AND BINDING IN ALL MATTERS RELATED TO THE CONTEST.  AN INDIVIDUAL, TEAM, OR BUSINESS IS NOT A PRIZE WINNER UNLESS AND UNTIL THE INDIVIDUAL’S, TEAM’S, OR BUSINESSES’ S ELIGIBILITY HAS BEEN VERIFIED AND THE INDIVIDUAL, TEAM LEADER, OR BUSINESS REPRESENTATIVE HAS BEEN NOTIFIED THAT VERIFICATION IS COMPLETE AND NO FURTHER ACTION IS NEEDED.

Tie Breaker: In the unlikely event of a tie, the winning finalists or finalist entry/entries will be determined by the Twitter judging panel pursuant to the highest score in the following category: Ability of Submission to address the specific business challenge around the given Challenge Category.

6.  Prizes: The prizes will be awarded as follows:

a.            Finalist prizes:  In accordance with the Judging Criteria, up to nine finalists (up to three from each Challenge Category) will each receive: (i) promotion of finalist winner or his or her business (at Sponsor’s discretion) via Twitter advertising (with an advertising value of $50,000 USD given for each finalist winner); and (ii) one Twitter developer blog mention. Total approximate retail value (“ARV”) of combined finalist prizes: $450,000 total.

b.           Top Prizes:  In accordance with the Judging Criteria, in addition to the prize awarded to each finalist winner described above, each top prize winner (one from each Challenge Category) will also receive: (i) $100,000 USD; and (ii) a trophy. Total ARV of combined top prizes only: $300,000 total.

LimitOnly nine finalist prizes will be awarded and only three top prizes will be awarded.  If, by reason of a print or other error, more prizes are claimed than the prizes set forth in these Official Rules, an alternate winner will be selected in accordance with the above Judging Criteria from among all eligible claimants making purportedly valid claims to award the advertised number of prizes available.  For all finalist winners, which will each receive marketing- and publicity-based prizes, (i) the value of such prizes will be calculated by Sponsor based on the marketplace rates that Sponsor uses for advertising revenue generation, and (ii) Sponsor will have discretion over the promotional content and advertising campaign elements in connection with providing such marketing -and publicity-based prizes (including, without limitation, advertising inventory/category, placement, timing, objectives).  The promotion of each  finalist winner via Twitter advertising space will occur at Sponsor’s discretion from the time the prize is awarded through June 30, 2018.  No substitutions or exchanges (including for cash) of any prizes will be permitted, except that Sponsor (or Sponsor’s designee or affiliate) reserves the right to substitute a prize of comparable or greater value (including a cash alternative) for any prize.  Prize payment(s) may be made by Sponsor or Sponsor’s designee or affiliate. All prizes are awarded "AS IS" and WITHOUT WARRANTY OF ANY KIND, express or implied (including, without limitation, any implied warranty of merchantability or fitness for a particular purpose). Sponsor (or Sponsor’s designee or affiliate) will not replace any lost or stolen prize or components of a prize.  ALL FEDERAL, STATE, PROVINCIAL, AND LOCAL TAXES IMPOSED BY ANY JURISDICTION ASSOCIATED WITH THE RECEIPT OR USE OF ANY PRIZE ARE THE SOLE RESPONSIBILITY OF THE WINNER.

 

Prize and Travel Restrictions:  If Sponsor requests that any finalist travel to a Twitter corporate office to give the presentation required for a top prize, Sponsor will provide round trip plane travel from an airport in proximity to the finalist’s home to the Twitter corporate office (one ticket per individual for an individual’s entry, one ticket per team for a team’s entry, and one ticket per business for a business’ entry).  The maximum airfare cost that will be covered for such plane travel by Sponsor is USD $2,500.  If travel costs would exceed this amount, finalist will be required to give presentation remotely through an online meeting.  Sponsor or its designee will, in its sole discretion, determine which airport is closest to the winner’s home and the destination of the presentation.  If Sponsor requests that a finalist travels to a Twitter corporate office to give the presentation,  the finalist will receive at Sponsor’s cost one hotel room for two nights in the city where the presentation to Twitter executives will take place.  Air transportation, hotel accommodations and other elements of travel must be taken together and cannot be taken separately. The Sponsor or its designee will not replace any lost or stolen tickets, travel vouchers or certificates or similar items once they are in the finalist’s possession.  Any unclaimed and/or unused prize (or portion of the prize package) will remain in the Sponsor’s possession.  Sponsor will not be responsible for any cancellations, delays, diversions or substitutions or any act or omissions whatsoever by air carriers or other transportation companies used in connection with the travel. 

Any amendment fees or charges incurred as a result of any changes to the purchased flights are the responsibility of the finalists.  All costs not explicitly set forth in these Official Rules are the sole responsibility of each winner ( whether finalists or top prize winners ), and Sponsor will not provide any compensation or reimbursement for these costs, including but not limited to Visa requirements, valid passports, travel insurance, spending money, meals, taxes (excluding airline and airport taxes), vaccinations, transport to and from departure point, transfers, items of a personal nature, excess baggage, in-room charges, other ancillary costs, and any applicable insurance excesses.  It is   the finalist’s responsibility to organize transport to/from the airport departure/return point and the finalist will not receive compensation.  Air travel is subject to the airlines Condition of Carriage.

In the event that a finalist that travels to give the presentation at a Twitter corporate office engages in behavior during travel that (as determined by Sponsor) that is illegal, tortious, or subjects the finalist to detention, Sponsor will have no obligation to pay any damages, fees, fines, judgments, or other costs or expenses of any kind incurred by the finalist as a result of such conduct.  Sponsor shall have no liability for any personal injuries, death, property damage, or other damages or expenses resulting from or arising out of any travel related to the prize or any other aspect of a prize winner’s acceptance of the prize. 

7.      Disclaimer:  Sponsor and any of its respective parent companies, subsidiaries, affiliates, directors, officers, professional advisors, consultants, contractors, legal counsel, public relations firms, employees and advertising, fulfillment and marketing agencies (collectively, the “Released Parties”) will not be responsible for: (a) any late, lost, misrouted, garbled or distorted or damaged transmissions or entries; (b) telephone, electronic, hardware, software, network, Internet, or other computer or communications-related malfunctions or failures; (c) any Contest disruptions, injuries, losses or damages caused by events beyond the control of Sponsor or by non-authorized human intervention; or (d) any printing or typographical errors in any materials associated with the Contest, except to the extent entrant incurred damages directly due to the Released Parties’ willful misconduct or gross negligence. 

8.      Limitations of Liability/Releases:  By entering the Contest, you release, on behalf of yourself and your team (for team entries) or your business (for business entries), Sponsor and all Released Parties from any liability whatsoever, except the liability for damage inflicted intentionally by Sponsor or a Released Party, and waive any and all causes of action, related to any claims, costs, injuries, losses, or damages of any kind arising out of or in connection with the Contest or delivery, misdelivery, acceptance, possession, use of, or inability to use, any prize (including, without limitation, claims, costs, injuries, losses and damages related to personal injuries, death, damage to or destruction of property, rights of publicity or privacy, defamation or portrayal in a false light, whether intentional or unintentional), whether under a theory of contract, tort (including negligence), warranty or other theory.  The #Promote Innovation Challenge are not intended, and should not be construed, to imply any particular certification from Twitter and are not an express or implied endorsement by Twitter of the winners or their teams or businesses in any way.

THE RELEASED PARTIES WILL HAVE NO LIABILITY FOR ANY LOST PROFITS OR OTHER CONSEQUENTIAL, SPECIAL, PUNITIVE, INDIRECT, OR INCIDENTAL DAMAGES, ARISING FROM OR RELATED TO YOUR PARTICIPATION IN THE CONTEST OR USE OR INABILITY TO USE ANY EQUIPMENT OR SOFTWARE PROVIDED FOR USE IN THE CONTEST OR ANY PRIZE OR THE USE OF THE TWITTER, INC. OR CONTEST WEBSITE, EVEN IF A RELEASED PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  IN NO EVENT WILL THE AGGREGATE LIABILITY OF THE RELEASED PARTIES ARISING OUT OF OR RELATING TO YOUR PARTICIPATION IN THE CONTEST OR USE OF OR INABILITY TO USE ANY EQUIPMENT OR SOFTWARE PROVIDED FOR USE IN THE CONTEST OR ANY PRIZE EXCEED TEN DOLLARS ($10) USD.  THE FOREGOING DISCLAIMER OF CERTAIN DAMAGES AND LIMITATIONS OF LIABILITY WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, NOTHING IN THESE TERMS EXCLUDES OR LIMITS THE RELEASED PARTIES’ LIABILITY DIRECTLY CAUSED BY ANY OF THE RELEASED PARTIES’ GROSS NEGLIGENCE OR FRAUD. ANY OF THE ABOVE LIMITATIONS OR EXCLUSIONS THAT ARE PROHIBITED BY LAW IN A PARTICULAR ENTRANT’S JURISDICTION WILL NOT APPLY TO SUCH CONTESTANT.    

9.      Use of Winner's Name, Likeness, etc.:  Except where prohibited by law, entry into the Contest constitutes permission to use each winner’s name, hometown, aural and visual likeness and prize information for Twitter and any Twitter designee’s advertising, marketing, and promotional purposes without further permission or compensation (including in a public-facing winner list).  As a condition of being awarded any prize, except where prohibited by law, each winner may be required to execute a consent to the use of their name, hometown, aural and visual likeness and prize information for such advertising, marketing, and promotional purposes without further permission or compensation.  By entering this Contest, you consent to being contacted by Sponsor for any purpose in connection with this Contest.

10.   License to Submission: You hereby acknowledge that you have read, understand, and agree to the terms and conditions of the Submission Agreement, including, without limitation, the license you granted to Sponsor pursuant to Section 1 of the Submission Agreement.  You agree to take, at Sponsor's expense, any further action (including, without limitation, execution of declarations and other documents) reasonably requested by Sponsor or Sponsor’s designee or affiliate to effect, perfect or confirm Sponsor's license rights as set forth in Section 1 of the Submission Agreement.  Submissions made to Sponsor in connection with the Contest will not be returned to entrants. 

11.   Privacy:  Please refer to Sponsor’s Privacy Policy at https://twitter.com/privacy.

12.   PII:  You will neither: (a) provide data to Sponsor within the Submission that constitutes or contains any PII (as defined below), nor (b) link (or attempt to link) any data provided by Sponsor to data that constitutes or contains any PII.  As used herein, “PII” means personally identifiable information; i.e., data that can be used to identify a person or a household.

13.   List of Winners; Rules Request:  For a copy of the list of winners, send a stamped, self-addressed, business-size envelope after October 6, 2017 and before October 6, 2018 to Sponsor at the address listed in Section 17 below, Attn: "#Promote Innovation Challenge" Winner List, with a compulsory copy to: Head of Revenue Partnerships and rev.api.legal@twitter.com. To obtain a copy of these Official Rules, visit: partners.twitter.com/promote/terms, or send a stamped, self-addressed business-size envelope to Sponsor at the address listed in Section 17 below, Attn: "#Promote Innovation Challenge" Rules Request, with a compulsory copy to: Head of Revenue Partnerships and rev.api.legal@twitter.com. Return postage not required.  For any additional comments or questions arising from these Official Rules, please refer to the following telephone number +1-415-426-4460 for customer service, available Monday to Friday from 10am-4pm (PT).

14.   Intellectual Property Notice:  TWITTER is a trademark of Twitter, Inc.  The Promotion and all accompanying materials are copyright © 2017 by Sponsor. All rights reserved.

15.   Disputes:  Each entrant agrees that any and all disputes, claims, and causes of action arising out of or connected with this Contest or any prize awarded will be resolved individually, without resort to any form of class action, and exclusively by the United States District Court for the Northern District of California or the appropriate state court located in San Francisco, California.  These Official Rules are governed by the laws of the state of California, U.S.A., without regard to its choice of law doctrine. 

16.   General Conditions:  This Contest is a California, United States based contest. Entrants have requested to enter this Contest remotely, and may participate in this Contest through the Internet and methods announced in these Official Rules, provided that they meet the eligibility requirements.  The odds of winning depend on the number and quality of the Submissions.  Entrants agree to be bound by these Official Rules and by the decisions of Sponsor, which are final and binding in all respects.  Sponsor reserves the right to change these Official Rules at any time in order to reasonably improve the clarity or fairness of the Official Rules or overall fairness of the Contest.  Sponsor also reserves the right to suspend or cancel the Contest or any entrant's participation in the Contest should viruses, bugs, unauthorized human intervention or other causes beyond Sponsor's control affect the administration, security or proper implementation of the Contest, or Sponsor otherwise becomes incapable of running the Contest as planned for any reason.  Entrants who violate these Official Rules, violate any law, rule or regulation in connection with participation in the Contest, tamper with the operation of the Contest or engage in any conduct that is detrimental or unfair to Sponsor, the Contest or any other entrant are subject to disqualification by Sponsor from participating in the Contest.  Any attempt by an entrant or other individual to deliberately damage any software or website associated with this Contest or undermine the legitimate operation of the Contest may be in violation of criminal and civil law, and Sponsor reserves all rights and remedies available to it any such person to the fullest extent permitted by law.  Sponsor reserves the right to lock out persons whose eligibility is in question or who have been disqualified or are otherwise ineligible to enter the Contest, as the Sponsor may determine.  Sponsor reserves the right to disqualify any entries received that contain inappropriate or offensive content.  Sponsor’s failure to enforce any term of these Official Rules will not constitute a waiver of that provision.  Any provision of these Official Rules deemed unenforceable will be enforced to the extent permissible, and the remainder of these Official Rules will remain in effect. 

17. Sponsor:  Twitter, Inc., 1355 Market Street, Suite 900, San Francisco, CA 94103. 

 

 

 

CONTEST SUBMISSION AGREEMENT

This Contest Submission Agreement ("Agreement") is a legal contract between you and Twitter, Inc. ("Sponsor").  By submitting the registration form through the online portal at partners.twitter.com/promote (the "Site") for the #Promote Innovation Challenge ("Contest"), you agree to be bound by the terms and conditions of this Agreement.  If you are entering on behalf of a business, then you represent and warrant that you have the authority to bind yourself and such business to this Agreement and the Contest Official Rules available at  partners.twitter.com/promote/terms (the “Official Rules”).  If you are entering on behalf of a team, then you represent and warrant that you have the authority to enter the Contest on behalf of each member of your team and that each member of your team has read and agreed to this Agreement and the Official Rules.  Your Contest registration form and submission materials created in connection with the Contest are collectively referred to as your “Submission.” To be eligible to enter and win, you must meet each of the following eligibility requirements when you submit a Submission to the Site:

·              Be a resident of the 50 United States (or District of Columbia), Canada (excluding Quebec), Mexico, Israel, the United Kingdom, Germany, Japan, Singapore, India, Argentina, Chile, Ireland, France, Korea, Indonesia, Sweden, Australia, Poland, Turkey, Brazil, or South Africa (together, the "Eligible Countries");

·              Work for a business with an office or place of business located in at least one of the Eligible Countries;

·              Build and support business management solutions (e.g., advertising campaign creation and optimization, content generation) as part of their role at that business; and

·              Be at least 18 years old (or the age of majority in entrant’s jurisdiction of residence, whichever is older).

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE SUBMITTING A SUBMISSION. THIS AGREEMENT INCLUDES IMPORTANT TERMS REGARDING YOUR INTELLECTUAL PROPERTY RIGHTS IN YOUR SUBMISSION; GRANTS CERTAIN RIGHTS AND RELEASES; AND MAKES CERTAIN REPRESENTATIONS, WARRANTIES AND INDEMNITIES REGARDING THE SUBMISSION YOU SUBMIT.

In consideration of allowing you to participate in the Contest, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, you agree as follows:

 

1.      License.  You grant to Sponsor a royalty-free, worldwide license ("License") for the maximum duration permitted by law to publish, reproduce, display, perform, distribute, adapt, edit, modify, translate, create derivative works based upon, and otherwise use and sublicense the Submission, or any portion thereof, in any manner, form, media or technology now known or later developed.  Without limiting the foregoing, this License includes the right to make editorial revisions to the Submission, to use and publish the Submission in any manner and form, including electronic form, on the Site or in other media, whether now or later created; to use the Submission for Sponsor's own internal business purposes; to reproduce and distribute the Submission for advertising, marketing, promotional and publicity purposes and to sublicense any of the foregoing to third parties.  You further grant to Sponsor the right to use your name, image, and aural and visual likeness on and in connection with the Submission and the Site, including without limitation use in the exhibition, broadcast, distribution, advertising, marketing, or promotion of the Submission and the Site, and any contests offered through the Site.  Sponsor will have no obligation to publish, use or retain any Submission you submit or to return any such Submission to you and may remove any Submission from the Site at any time in its sole discretion.  At Sponsor's (or Sponsor’s designee’s or affiliate’s) request, you agree to sign a written agreement confirming the terms of this Agreement and to take other measures that Sponsor (or Sponsor’s designee or affiliate) reasonably requests to evidence the rights granted in this Agreement.  Submissions submitted to Sponsor will not be returned to any entrant. 

 

2.      Contest Official Rules.  By submitting a Submission, you agree to participate in the Contest and acknowledge that you have read and agree to all of the terms, conditions and rules set forth in the Official Rules which are hereby incorporated into this Agreement by reference.  Without limiting the foregoing, you understand and agree (a) to the Limitations of Liability/Release terms in Section 8 of the Official Rules, and (b) that as a condition of being awarded any prize, winners (including the designated representative of the company if the winning Submission is entered by a business) or the team leader and all individual members of a team (if the winning entry is submitted by a team) will be required by Sponsor (or Sponsor’s designee or affiliate) to execute and deliver to Sponsor (or Sponsor’s designee or affiliate) a signed declaration of eligibility and acceptance of the Official Rules, and any other required legal, regulatory, and tax-related documents. 

 

3.      Representations and Warranties.  The Contest is a California, United States based contest and you have requested to enter this Contest remotely.  You may participate through the Internet and methods announced in the Official Rules, provided that you meet the eligibility requirements.  You represent and warrant that (a) you are eligible to enter the Contest; (b) the Submission is original to you and that you are the owner of all right, title and interest in and to the Submission and have the right to grant the rights granted herein or, alternatively, you have obtained all necessary rights and permissions to use and submit the Submission in connection with the Contest and to provide all the rights specified in this Agreement; (c) you have the unconditional right to submit the Submission to Sponsor  pursuant to this Agreement and the Submission and the use thereof as contemplated herein does not and will not violate or infringe upon any law or regulation or the rights of any third party, including without limitation any intellectual property rights, moral rights, rights of privacy, or rights of publicity; (d) the Submission does not contain any viruses, Trojan horses, worms, or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept, or expropriate any system or data; (e) all statements that you assert as fact are true and accurate, and all information or other materials in your Submission are and/or will be updated to remain current and accurate through the Contest Period (defined in Section 2 of the Official Rules); (f) your participation in the Contest does not violate the terms of your employment (including, without limitation, any procedures established by your employer with respect to participating in promotions), and if required by your employer, you have permission from your employer to enter into the Contest and be bound by the terms of this Agreement and the Official Rules; (g) if entering the Contest on behalf of a team, that each member of your team has authorized the Submission and expressly agrees to this Agreement and the Official Rules and agrees to release Sponsor from all liability in connection with this Contest; (h) if entering on behalf of a business, you are authorized to enter into this Agreement and agree to the Official Rules on behalf of the business; (i) each Submission will fully comply with the Official Rules, including the Submission Guidelines and Restrictions set forth in Section 3 of the Official Rules; and (j) you have expressly agreed, or will expressly agree to the Advertising API License Agreement before providing a Submission.  You acknowledge that it is your sole responsibility to obtain all permissions, consents, waivers, licenses and releases necessary for the grant of the license to Sponsor to use the Submission contained in this Agreement (and, if applicable, you are responsible for all royalties, payments, and fees with respect thereto (e.g., performing rights society fees).

 

4.      Waiver and Release.  By submitting the Submission, you and each member of your team (for team entries) or your business (for business entries) hereby release Sponsor from any liability, whatsoever, except the liability for damage inflicted intentionally, and waive the right to make any claims against Sponsor, arising out of, or relating to, the Submission or the use of your name, image, and likeness as set forth in this Agreement, including, without limitation, claims of infringement, unfair competition, breach of implied contract, breach of confidentiality, and violation of the right of privacy or rights of publicity.  Additionally, by submitting the Submission, you hereby irrevocably waive, on your own behalf and on behalf of each person who is involved in the creation (in the latter case representing to the Sponsor that each such person has provided you the legal right to do so), any moral rights arising from the creation of the Submission.     

 

5.      No Confidentiality.  You realize that Sponsor may have access to, or may independently create content and material similar or identical to, the Submission you submit, and you agree that you will not be entitled to any compensation by reason of the use by Sponsor of such similar or identical material.  You understand and agree that all Submissions submitted to Sponsor will not be treated as confidential, and you agree not to include or disclose any trade secrets or other confidential or proprietary information of a third party in any Submissions.

 

6.      Indemnification.  You hereby agree on behalf of yourself (and your team (for team entries) or your business (for business entries) that you submit a Submission for) to defend, indemnify, and hold harmless Sponsor, and its parent companies, subsidiaries, affiliates, successors and assigns, from and against any and all claims, demands expenses, losses and liabilities including, without limitation, reasonable attorneys' fees and punitive damages, arising out of or in connection with the Submission, or any use thereof, including without limitation those arising from any breach, or alleged breach, of the warranties, representations and promises provided by you in this Agreement.

 

7.      Promotional Materials.   Any and all promotional materials about you, your team or your business, including, without limitation, creative, content, URLs, titles, descriptions, trademarks and domain names, that you provide to Sponsor (on behalf of yourself, your team (if applicable) or your business) will be subject to the same terms and conditions of this Agreement and the Official Rules that apply to your Submission, including without limitation, the license rights in Section 1, the representations and warranties in Sections 3 and the indemnification obligations in Section 6 of this Agreement.  Sponsor will not be responsible for any aspect of promotional materials that you provide and/or approve for use.

 

8.      Miscellaneous.  This Agreement, together with the Official Rules, embodies the parties' entire agreement and supersedes any prior agreement (express, implied, written, or oral) with respect to the Submission.  No modification, deletion, amendment of any provision is binding unless in writing signed by each party's authorized representative.   This Agreement will be construed in accordance with the laws of the State of California, U.S.A., without regard to its choice of law provisions.  The parties hereby consent to the jurisdiction of the state and federal courts located in the State of California, U.S.A. with venue in San Francisco, California. All of the covenants, terms, provisions and agreements contained in this Agreement will be binding upon, and inure to the benefit of, the parties hereto and, to the extent permitted by this Agreement, their respective heirs, legal representatives, successors and assigns.  If for any reason a court of competent jurisdiction finds any provision of this Agreement, or portion thereof, to be unenforceable, that provision of the Agreement will be enforced to the maximum extent permissible so as to effect the intent of the parties, and the remainder of this Agreement will continue in full force and effect.

 

BY SUBMITTING THE CONTEST REGISTRATION FORM THROUGH THE ONLINE PORTAL AT PARTNERS.TWITTER.COM/PROMOTE, I EXPRESSLY AGREE THAT I AM AT LEAST 18 YEARS OLD (OR THE AGE OF MAJORITY IN MY JURISDICTION OF RESIDENCE, WHICHEVER IS OLDER), AND I HAVE READ AND AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT.