Living Worlds Program Terms and Conditions

 
 
TERMS AND CONDITIONS AS OF SEPTEMBER 30, 2012.

PLEASE READ CAREFULLY. By participating in the Walt Disney Imagineering Research & Development, Inc. (“WDI R&D”) Living Worlds Program (the "Program") you agree on your own behalf, and/or on behalf of the company you represent to the following terms and conditions (“Terms and Conditions”):

  1. The procedure for enrolling in the Program, as well as the details of the Program can be found at www.disneylivingworlds.com (“Website”). Each participant that successfully enrolls in the Program in accordance with the Website will be deemed an “Enrollee” and will be eligible to participate in the Program.
  2. By participating in the Program, Enrollee acknowledges that any and all plans, drawings, specifications, data, ideas, concepts, designs, sketches, models, processes, improvements, inventions, artwork, reports or other tangible or intangible work product in whole or in part used, conceived, produced, commissioned or acquired by Enrollee and presented or shared with WDI R&D in connection with the Program (“Work Product”) will remain the property of Enrollee, however, Enrollee hereby agrees and grants to WDI R&D, its parent and affiliated companies (“Affiliates”) and the successors and assigns of each a fully paid-up, transferable, non-exclusive, perpetual, worldwide, irrevocable, royalty-free license, including the right to sublicense, throughout the universe to fully and freely use the Work Product;
  3. By participating in the Program, Enrollee acknowledges that WDI R&D does not have any obligation to keep any information disclosed by Enrollee to WDI R&D or its Affiliates as confidential, whether part of the Work Product or otherwise, and WDI R&D may share such information with its Affiliates as well as other Enrollees.
  4. Enrollee acknowledges that WDI R&D and its Affiliates may currently or in the future be developing information internally or receiving information from others that may be similar to the Work Product. Enrollee agrees that nothing in these Terms and Conditions is a representation or requirement that WDI R&D and its Affiliates may not independently develop products, services or plans for use internally or for others that may compete with or be similar to the Work Product.
  5. Enrollee agrees to abide by any Program rules and procedures posed on the Website (“Rules”), however, in the event of a conflict between the Rules and these Terms and Conditions, the latter shall control.
  6. WDI R&D reserves the right to shorten, extend, modify, terminate, or cancel the Program, at its discretion, at any time.
  7. UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL WDI R&D AND ITS AFFILIATES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE PROGRAM, EVEN IF ANY OR ALL OF THE FOREGOING OR ANY OF THEIR AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
  8. These Terms and Conditions shall be governed by and construed in accordance with the laws of the State of California and the laws of the United States, without giving effect to any principals of conflicts of law.
  9. Any action at law or in equity arising out of or relating to these Terms and Conditions shall be filed, and that venue properly lies, only in state or federal courts located in Los Angeles, California and Enrollee hereby consents and submits to the personal jurisdiction of such courts for the purposes of litigating any such action.
  10. If any provision of these Terms and Conditions is found to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be severed from the remainder of these Terms and Conditions, which will otherwise remain in full force and effect.
  11. By agreeing to these Terms and Conditions you represent that you have the unfettered right to disclose the Work Product to WDI R&D and/or its Affiliates and convey the license rights granted herein. If you are accepting these Terms and Conditions on behalf of a company, you hereby represent that you are authorized on behalf of said company to accept these Terms and Conditions.
  12. These Terms and Conditions and the Rules constitute the entire agreement between Enrollee and WDI R&D pertaining to the subject matter hereof and supersedes all prior or other arrangements, understandings, negotiations and discussions, whether oral or written. No waiver of any of the provisions of these Terms and Conditions shall be deemed or shall constitute a waiver of any other provisions hereof (whether or not similar), nor shall waiver constitute a continuing waiver unless otherwise expressly provided.