Use of Content
We may provide you with product images, graphics, logos and other content (“Content”)
through the Program Registration Page on our Website. We may make available to
you a small graphic image that identifies your website as a Program affiliate.
This image may be displayed on your website. We may modify the image from time to time. In addition, we encourage you to include a legend that identifies you as an Subpod affiliate on the homepage of your website that links to the home page of our Website.
Any content that we provide to you is the property of Subpod or its content
suppliers and is protected by United States and international copyright laws.
We grant you a limited, nonexclusive, full paid, revocable right to use the
Content solely for purposes of your participation in the Program. You may not
sublicense any Content to any other person or party. Content cannot be used in
any form other than the form provided by us.
We reserve all of our rights in the Content. You may not: (a) alter,
modify or change any Content or create any derivative Content; (b) use Content
in any form other than that provided by us; (c) remove any code or identifying
information from any Content; (d) inactivate a link associated with any Content
or cause the Content to link to a destination other than our Website; or (e)
link to or display any Content that describes a product after it has been
discontinued from the Subpod
The agreement grants to Subpod a royalty-free, sublicensable, worldwide, irrevocable, non-exclusive license to use, exploit, exhibit, publicly perform, publicly display, broadcast, transmit, and otherwise make available the Posts in all public and private settings in all mediums and on all platforms including, without limitation, traditional and online media channels, websites, social media and mobile platforms, marketing and promotional platforms, corporate events, and training seminars (“Platforms”). Subpod grants to you a non-exclusive, royalty-free, worldwide, limited right to use the Subpod Brand, subject to the approval process set forth in Section 3, as reasonably needed for the creation of the Post(s) hereunder. Subpod may freely market, advertise and/or speak publicly about Talent’s activities under this Agreement.
2. Trademark License; Use of Trademarks
You understand and agree that Subpod is the sole and exclusive owner of the
entire right, title and interest in and to the “Marks”. The defined term "Marks" means the
following trademarks: Subpod®, the
associated logo and any components or variations thereof, and any other
trademarks that we own. You have no right to use the Marks except as
specifically granted in this Agreement. You shall make no use of any Mark
except in the form authorized by us. You shall not adopt or use any name, mark,
logo, insignia or design that is, or is likely to be, confusingly similar to or
could cause deception or mistake with respect to any of the Marks. You shall
not attack the validity of any of the Marks or of our title to any of the Marks
at any time, whether during or after the term of this Agreement. You shall not
apply for (or aid or abet others to apply for) registrations in the United
States or in any foreign country of any mark or design which includes the Marks
(or any variations of them), alone or in combination. The goodwill resulting
from your use of the Marks (as well as any variations of the Marks) shall inure
to our benefit.
You shall not purchase or register domain names that include the Marks or any
variations and misspellings of the Marks. Furthermore, you shall not purchase
or bid on search engine keywords, AdWords, search terms, or other identifying
terms (whether for use in a search engine, portal, sponsored advertising
service or other search or referral service) that include the Marks, any
components of the Marks, or any variations and misspellings of the Marks. You
may use the Marks solely for the purposes authorized by this Agreement. You may
not alter graphics containing the Marks in any manner. For example, you may not
change the proportion, color, or font of the Marks. You may not display the
Marks in any manner that implies sponsorship, endorsement by us other than of
your involvement in the Program. You may not use the Marks to disparage our
company, our products or services, or in a manner which, in our reasonable
judgment, may diminish or otherwise damage our goodwill in the Marks. You
acknowledge that all rights to the Marks are our exclusive property, and all
goodwill generated through your use of the Marks will inure to our benefit.
You may not use or display any of our Marks or logos or trademarks in your profile
on any social media site. You
may not dilute or damage the value of our trademarks, and/or products and
services. You may not misrepresent Subpod's brands including our URL,
logos, trademarks and trade names, or misrepresent that either you or your
website are Subpod or operated by Subpod.
If we determine that you have violated any of the foregoing restrictions, we may
(without limiting any other rights or remedies available to us) withhold any
commission otherwise payable to you under this Agreement and/or terminate this
Agreement. If we are required to enforce any of the foregoing restrictions, you
will be obligated to reimburse us for any attorneys' fees and expenses we may