PHOTO AND VIDEO LIABILITY RELEASE
Terms and Conditions You have been granted access to the Soaky Mountain Waterpark Digital Asset Library (the “Website”). Wilderness Hotel & Resort, Inc. and its Affiliates (collectively, “Wilderness”) and its licensors are the owners of trademarks, patents, products, and services associated with, contained in, or accessible through the Website. By using these materials you (the “User”) agree, on behalf of yourself and your employer or principal, to the Terms and Conditions set forth herein (the “Terms”).
Access to the Website Wilderness agrees to grant you, subject to compliance with these Terms, status as an authorized user of applicable portion(s) of the Website which will entitle you to have direct access to creative assets which have been approved by Wilderness (“Approved Content”) and which are located on the Website in the section labeled “media library”. This direct access is granted to Users by Wilderness for the sole purpose of reviewing and using the Approved Content for PR/marketing and promoting Wilderness’ products strictly in accordance with Wilderness’ high standards of quality and any guidelines which Wilderness may issue from time to time (including without limitation those detailed here) and in conformance with industry standards.
User will not publicly display the Website or details regarding this portion of the Website without express prior written consent from Wilderness. Unauthorized use of any Approved Content shown on this portion of the Website, or any other intellectual property of Wilderness, is strictly prohibited pursuant to U.S. and international copyright, trademark and other applicable laws and constitutes a violation of these Terms. Unauthorized use shall result in revocation of such User’s rights to use this portion of the Website and Wilderness or its licensors may avail itself of all remedies available at law or in equity.
No Liability Neither Wilderness nor any of its officers, directors, employees, shareholders, agents, advisors, legal counsel, other representatives, Affiliates, or licensors (collectively with Wilderness, the “Wilderness Parties”), are liable for the use or misuse of the Approved Content by Users. IN NO EVENT SHALL THE WILDERNESS PARTIES OR ANY OTHER PARTY, INVOLVED IN CREATING, PRODUCING, MAINTAINING OR DELIVERING THE WEBSITE OR APPROVED CONTENT, OR ANY OF THEIR OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, MEMBERS, OR AGENTS OF EACH OF THEM, BE LIABLE FOR ANY DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION VIRUSES THAT MAY INFECT COMPUTERS OR OTHER PROPERTY AND FURTHER INCLUDING WITHOUT LIMITATION ANY DIRECT, SPECIAL, INCIDENTAL, INDIRECT, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH ANY USER’S ACCESS TO, BROWSING OF, OR USE OF THIS WEBSITE OR ANY APPROVED CONTENT.
Expired and Historical Images User understands that from time to time in its sole discretion, Wilderness may add to, delete from or modify the Approved Content or portions of the Approved Content available through the Website. User shall not use any expired or historical images deleted or subsequently modified by Wilderness.
No Warranties THE WEBSITE AND ANY APPROVED CONTENT IS PROVIDED “AS IS” AND WILDERNESS DOES NOT MAKE ANY WARRANTIES, EITHER EXPRESS OR IMPLIED, ABOUT THE APPROVED CONTENT OR THIS WEBSITE INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, OR MERCHANTABILITY, OR NON-INFRINGEMENT.
INDEMNITY USER, ON BEHALF OF ITSELF AND USER’S EMPLOYER AND/OR PRINCIPAL, HEREBY AGREES TO BE SOLELY RESPONSIBLE FOR, TO DEFEND AND INDEMNIFY THE WILDERNESS PARTIES AND TO HOLD THEM HARMLESS FROM ANY LAWSUITS, PROCEEDINGS, CLAIMS, DEMANDS, CAUSES OF ACTION, DAMAGES, JUDGMENTS, LOSSES, RECOVERIES, SETTLEMENT AMOUNTS, LICENSE FEES, INTERESTS, COSTS AND EXPENSES, INCLUDING REASONABLE ATTORNEY’S FEES (COLLECTIVELY, “ACTIONS”) ARISING OUT OF A BREACH OF THESE TERMS BY USER; PROVIDED THAT USER AND/OR USER’S EMPLOYER OR PRINCIPAL IS GIVEN REASONABLE NOTICE OF, AND SHALL HAVE THE OPTION TO UNDERTAKE AND CONDUCT THE DEFENSE OF ANY SUCH ACTION. IN ANY INSTANCE WHERE THOSE INDEMNITIES PERTAIN, (I) USER AND USER’S COMPANY SHALL KEEP WILDERNESS FULLY APPRISED OF ALL DEVELOPMENTS IN SUCH ACTION AND SHALL NOT ENTER INTO ANY SETTLEMENT OR ADMIT LIABILITY OR FAULT WITHOUT WILDERNESS’ PRIOR WRITTEN APPROVAL; AND (II) AT THE REQUEST AND SOLE EXPENSE OF USER AND USER’S EMPLOYER OR PRINCIPAL, WILDERNESS AGREES TO REASONABLY ASSIST AND COOPERATE WITH USER AND USER’S EMPLOYER OR PRINCIPAL IN ANY SUCH ACTION. THIS PROVISION SHALL SURVIVE TERMINATION OF USER’S RIGHTS TO ACCESS THE WEBSITE OR THESE TERMS.
Intellectual Property Rights in the Approved Content Unless otherwise noted, product names, designs, logos, photographs, text or images within the Approved Content are the trademarks, patents, service marks, trade names, copyrights or other property of Wilderness or its licensors. Nothing contained in the Website or these Terms should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Approved Content except for marketing or promoting official Wilderness products or services in strict accordance with these Terms. All other rights are expressly reserved to Wilderness and its licensors.
User (on behalf of itself and User’s employer or principal) agrees not to (i) do or fail to do anything which might jeopardize Wilderness’ ownership in or rights to the intellectual property in the Approved Content or the Website, or (ii) file for registration or otherwise claim ownership rights in such intellectual property, or (iii) file for registration or otherwise claim similar rights to such intellectual property. User agrees that all use of the Website or Approved Content inures to the exclusive benefit of Wilderness. User also understands and agrees that User’s authorization to use the Website or Approved Content may be terminated at any time by Wilderness at its sole discretion, in which case User will immediately cease all such use. From time to time upon request from Wilderness User will supply Wilderness with samples of promotional materials which use Wilderness’ intellectual property or any Approved Content for purpose of review. Wilderness also reserves the right to audit use of any Approved Content, and User will cooperate as reasonably required for any such audit. User shall inform Wilderness of any misuse of the intellectual property that User may become aware of.
Furthermore, in consideration of User’s access to and use of the Approved Content, User on behalf of itself and User’s employer or principal agrees to assign at Wilderness’ request any copyrights (or other intellectual property rights) which may arise in any work product or derivative works resulting from User and User’s company’s use of any Wilderness assets. User and User’s company agree to make such assignment (and to sign, in a timely fashion, any ancillary documentation which Wilderness may request) without any obligation of payment or further compensation.
Termination of User Access
Wilderness, in its sole discretion, may terminate a User account for any reason or for no reason, including without limitation if Wilderness believes, based on its interpretation of the facts and circumstances, that the User either violated any of these Terms, or misused the Approved Content or any other Wilderness creative assets.
United States Governing Law
This Website was developed in the United States of America in accordance with and shall be governed by, and your use of the Website or any of the Approved Content shall be deemed acceptance of, the laws of the States of Wisconsin (for Approved Content or Website use relating to Wilderness locations or facilities in Wisconsin, or for use relating to Wilderness or the Website generally) or Tennessee (for Approved Content or Website use relating to Wilderness locations or facilities in Tennessee) in the United States of America.
Affiliates
“Affiliate” in these Terms means any person, entity, or other form of enterprise that directly or indirectly controls, is controlled by, or is under common control with, a party, where “control” means the possession, directly or indirectly through one or more intermediaries, of power to direct, or to cause the direction of, the management or affairs of such entity, whether through ownership interests, contract, voting trust or otherwise. In addition to and without limiting the foregoing, Affiliates of Wilderness Hotel & Resort, Inc., include Wilbar, Inc., Wild Golf, Inc., Wilderness Development Corporation, Glacier Canyon Lodge, LLC, Wild Risk Services, LLC, and their respective Affiliates.
Revisions to Terms
Wilderness reserves the right to change these Terms or any other terms, conditions, or notices under which the Website and/or the Approved Content are offered. Modifications will be posted on the Website from time to time. The User is responsible for compliance with all then-current terms.