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Review the traits the judges will use to score valid applications. Scores will be normalized for fairness.
Everyone is treated fairly
Once a valid application has been submitted, a minimum of five judges will be assigned to score each submission. Those judges will offer both scores and comments against each of four distinct traits. Each trait will be scored on a 0-5 point scale, in increments of 0.1. Those scores will combine to produce a total normalized score. Examples of possible scores for a trait are: 1.4, 3.7, etc.
The most straightforward way to ensure that everyone is treated by the same set of standards would be to have the same judges score every application; unfortunately, due to the number of applications that we may receive, that is not possible.
Since the same judges will not score every application, the question of fairness needs to be explained carefully. One judge scoring an application may take a more critical view, giving any assigned candidate a range of scores only between 1.0 and 2.0, as an example; meanwhile, another judge may be more generous and want to score every submission between 4.0 and 5.0.
For illustrative purposes, let’s look at the scores from two hypothetical judges:
The first judge is far more generous, as a scorer, than the second judge, who gives much lower scores. If your application was rated by the first judge, it would earn a much higher total score than if it was assigned to the second judge.
We have a way to address this issue. We work to ensure that no matter which judges are assigned to you, each application will be treated fairly. To do this, we utilize a mathematical technique relying on two measures of distribution, the mean and the standard deviation.
The mean takes all the scores assigned by a judge, adds them up, and divides them by the number of scores assigned, giving an average score.
Formally, we denote the mean like this:
The standard deviation measures the “spread” of a judge’s scores. As an example, imagine that two judges both give the same mean (average) score, but one gives many zeros and fives, while the other gives more ones and fours. It wouldn't be fair, if we didn’t consider this difference.
Formally, we denote the standard deviation like this:
To ensure that the judging process is fair, we rescale all the scores to match the judging population. In order to do this, we measure the mean and the standard deviation of all scores across all judges. Then, we change the mean score and the standard deviation of each judge to match.
We rescale the standard deviation like this:
Then, we rescale mean like this:
Basically, we are finding the difference between both distributions for a single judge and those for all of the judges combined, then adjusting each score so that no one is treated unfairly according to which judges they are assigned.
If we apply this rescaling process to the same two judges in the example above, we can see the outcome of the final resolved and normalized scores. They appear more similar, because they are now aligned with typical distributions across the total judging population.
We are pleased to answer any questions you have about the scoring process. You are able to ask questions related to the scoring process on the discussion forums once you register and begin developing your application.
Understand the legal rules governing the competition
Thank you for your interest in the Marine Protection Prize. Please know that by participating, you are eligible for a $150,000 grant from National Geographic Society. So, it is important to define the rules of your participation. The rules governing this competition ("RULES") are stated here as an extension of the Terms & Conditions ("Terms") for use of this Website. The full Terms are available for your review by accessing them at the foot of each page. The RULES constitute "Competition Terms and Conditions" under Clause 2.3 of the Terms. Capitalized words (used but not defined in the RULES) have the meanings given to them in the Terms.
Please read these RULES and the Terms carefully, as they describe the conditions under which you are allowed to participate. As you participate, you may periodically be asked to recognize your acceptance of these RULES and the Terms by clicking "accept" at various pages, but by continuing any use of this Website you expressly consent to all of these RULES and the Terms.
NO PURCHASE IS NECESSARY TO ENTER OR WIN ANY AWARD.
A PURCHASE WILL NOT INCREASE YOUR CHANCE OF WINNING.
You may contact us with any questions or comments about these RULES. Please enter Marine Protection Prize in the subject line of your email. You may reach us at: firstname.lastname@example.org
Help us discover new solutions to detect illegal fishing
Overfishing and illegal fishing threaten our oceans, as well as the food security and livelihood of island nations and coastal communities. Today, technology can detect and stop this threat in new and innovative ways.
National Geographic Society invites teams to deliver technology and data collection to effectively detect illegal fishing in near coastal communities. The Marine Protection Prize will source the best use of those technologies and identify a community of practice to protect our oceans and sustain our fisheries.
“A thriving ocean marine-protected area creates a promising target for illegal fishers and poaching operations. We need new technologies to help protect these pristine areas.”
National Geographic Society Fellow
We're looking for entrepreneurial, innovative teams of experts that care deeply about the impact of illegal, unreported, and unregulated fishing on our oceans and coastal communities. The three teams with the best solutions will each receive $150,000 in funding to make those solutions into reality.
In the landscape of competitions, the Marine Protection Prize is committed especially to a high standard of openness, fairness, and transparency. Our goal is to provide value for everyone who participates.
Propose your solution to developing or adapting technology to detect illegal fishing
The objective of the Marine Protection Prize is to invite teams from around the world to propose solutions to stop illegal, unreported, and unregulated (IUU) fishing on island nations and near coastal communities. We seek to assess a range of solutions that offer low-cost and easy-to-maintain technologies and that are relevant to the needs of local community stakeholders.
Please take time to read all of the application requirements before starting your submission. Also, we encourage you to read the rules that define your role and responsibilities. Each application must be completed in English. The submission deadline is March 8, 2018, at 5:00 PM U.S. Eastern Time. Please post any questions by registering and using our Forums.
Each team will start with the most succinct and compelling overview of their proposal. We may reveal this information to the public, to other potential funders, or to leaders who can influence the future of conservation technologies. Make sure that your Quick Pitch requires no other context. This is your chance to leave a strong first impression.
Provide a single sentence description of your proposal.
Provide a summary of the most compelling aspects of your proposal. Keep your summary to one paragraph. We may use this content to describe the most promising solutions on our website.
This is your opportunity to make a personal connection with our judges or to market your solution to an external audience. You are asked to submit a video presentation, which captures your commitment to your proposal. You will upload a short digital film – your Video Pitch must follow these guidelines:
Here are some logistical and technical suggestions:
Here are general suggestions for delivering a high-quality video pitch:
Hone your content:
Practice numerous times and solicit feedback from colleagues, family, and friends before submitting.
You will record your video and upload to YouTube; then, you will enter your YouTube Video ID.
The following information is required to capture a basic understanding of the leadership, structure, capabilities, and vision of your team. Please understand that while individuals are invited to apply, such as a single person with a passion for conservation and technology, any individual participant must deliver a plan that includes a strong relationship with local policing authorities and the community where the solution is proposed; so, we strongly encourage any individual participant to include detailed descriptions of primary and secondary partners, who can help facilitate those working relationships.
Each team must be led by one person, who assumes final responsibility for completing the application. Team Leaders may delegate responsibilities to others, but each Team Leader will act as the primary point of contact and must have a working knowledge of all decisions. Please provide the name and title of your Team Leader. A Team Leader may be different than the person who completed registration.
Please provide the name of the organization with whom your Team Leader is affiliated. If you are an individual participant without an official organization to support your plans, you may simple include your name. Any Winner(s) of the Marine Protection Prize will be required to enter into an Agreement with National Geographic Society. Therefore, select your Team Leader and his/her Primary Organization, based on the authority to enter into a binding contract on behalf of those accountable for implementing your proposed solution. Participants entering as an individual will execute an Agreement on their behalf.
Please describe the legal structure of your Primary Organization. We accept applications from nonprofit agencies or for-profit ventures. The Marine Protection Prize welcomes teams with public partners, but your Primary Organization cannot be a government entity. If you are an individual participant without the support of any Primary Organization, then please select OTHER and enter “Individual.”
□ Nonprofit Organization
□ For-profit Venture
□ Other: _______________________ (enter description of 10 words max)]
For larger organizations, name the part of the organization that is responsible for developing and deploying (or overseeing the development and/or deployment) of the proposed solution. If you do not recognize any division or department in this role or if your organization does not include divisions or departments, then you may skip this question.
Some teams may offer either a central website for their organization(s) or a dedicated website, describing the team or proposed solution. Please offer a link to that website, if applicable. This is an optional requirement, and your team will not be discounted for not including any website link.
Please provide the social media user names for the accounts that best represent your team.
Please provide a narrative description of your team management structure with the name/title for each leader, who assumes a key role/responsibility for delivering the proposed solution. Describe the relationship between your senior leaders. You may describe a formal organizational chart, but we want to understand how they share responsibilities and/or hold one another accountable. This question applies both to individuals, teams that only consist of one Primary Organization, and/or teams that include partnerships among many organizations. So, please take time to describe your management approach, regardless of how many people are formally or informally affiliated.
Include a brief biographical statement for up to three of your team members who oversee the management of your team. You may also list the names and credentials of any key advisors, not included as a member of your team (up to three) who are responsible for providing counsel, where management appears to lack relevant credentials. If your organization is governed by a Board of Directors, please describe those Directors and any controlling authority that they have (or do not have). Emphasize any prior successes or achievement that is related to your proposed solution. Focus on convincing our judges that you and/or your team have the talent and track record to deliver results.
If your team has agreed to partner with one or more other organization(s) in order to deliver your solution, provide a brief narrative of the structure of your partnerships, including any decision-making authority between the parties. Please note that your application requires that you have secured permission to represent any partner(s), to disclose information on behalf of any partner(s), and to propose any operational or financial information that is binding to any partner(s).
Each team is required to propose a project-based implementation of their solution, that will occur within a specific location. The location should represent an island nation or near coastal community. Please identify the name of that community. The community is an extension of your team and is the location where you will deploy your proposed solution in your project plan.
While we recognize that many teams may offer effective technology for identifying incidents of IUU fishing, it is critical that such data is used to police and/or intervene when those activities occur. Therefore, it is important for our judges to understand the nature of any relationship(s) that you or your partner(s) may have with local authorities in the community. Please be specific.
In this section, you will respond to several items that help describe your solution and a project-based demonstration, to illustrate how your solution can drive results. Your proposal should emphasize how your solution aligns with the four traits that will be used to score your application. Take time to underscore both the specific strengths of your proposed project and how they represent broader qualities of an overall strategy.
List six or more keywords to describe your areas of background and ongoing work. These should be unique keywords associated with your solution, approach, or organization. This can also be related to the specific part of the region that you are focused on protecting.
Describe the specific aspects of the issue that you are trying to solve. Provide background that will allow us to understand why your solution was designed the way it is, and how it can help address your Problem Statement. Outline why this issue is so important.
Describe the local conditions in the community. Focus on those aspects that would inform why your solution is appropriate for alleviating IUU fishing activities there and how you have chosen to overcome any issues that may also represent broader challenges in other similar communities. Include relevant species information, habitat type, primary gear type(s), and a description of the fishing community and IUU activities, as well as the threats presented to both species and livelihoods in the community. Convince the judges that you have taken the time to understand the environment where you have chosen to showcase your technical approach and describe any operational or tactical hurdles that are most relevant to your chosen island nation or coastal community.
Now that you’ve defined the conditions in which you will demonstrate your solution, you will describe the array of technology that you are proposing. You may start with a description of the strategic intent for utilizing the technology, but you must ground your proposal with a description of the specific application that is most appropriate to the conditions that you have previously described. You are welcome to deliver any technical explanation(s), but the judges assigned to your team may not have relevant technical expertise. So, explain what you are proposing but emphasize why your approach is both relevant and meaningful. Include information on how your technology will be deployed and any technical expertise that is required in the deployment, use, and/or maintenance of the technology.
These benchmarks have been adapted from the NASA Technology Readiness Scale and Robert Cooper’s Five Stages of Innovation. Please tell us at which stage your solution is today (select one):
Please outline the plan with respect to the intellectual property (IP) around your solution. If this is open source, explain where and how you plan to document and/or share the IP. If your solution is proprietary, outline any stipulations around IP ownership and a path forward with respect to ongoing use of the IP. Please note that by receiving any award from National Geographic Society, you are not waiving any of your rights; the ownership of any intellectual property is not affected by participation in this program.
Explain the role of community members, local organizations, or fisherfolk in the region. What are some mechanisms that you intend to implement to increase ownership or participation in these efforts? What do you envision their role in the development and operation of this solution?
Please describe how your proposed technologies are designed to accommodate variable conditions within the local environment. This could include changes to the community itself, and/or the ecosystem in which the fishery occurs. Emphasize how your solution can adapt to meet the ever-changing needs that those conditions present. Include ways in which your solution could be applied to other regions or can be leveraged to help protect beyond your target area.
Please also describe how your proposed technologies are suited to meet both the short-term and long-term needs of your target beneficiaries. Explain efforts that are taken to increase robustness towards any foreseen issues.
Describe the measurable outcome of your solution within the local fisheries of the community. As you assert any claims, make your case based on the most realistic explanation of your projected impact. Describe how the community and local ecosystem might benefit from your proposal and/or the degree to which others might realize benefits from more sustainable fisheries and a healthier ocean.
We want to understand how you plan to spend any prize Award to realize your proposal. This is your opportunity to explain what you will do, if named as a Winner of the Marine Protection Prize. Later, you will offer a more detailed description in a project plan – take time to cross reference each of these responses, so that our judges can understand the relevance of specific tasks.
In this section, you are asked to list the individual tasks you plan to complete, to implement and manage your team’s proposed project. This exercise is important for our judges, so that they can understand your practical approach and the feasibility of your planning process.
Provide the way in which you plan to measure the overall performance of the proposed project. You will choose how to calculate your performance, but you are required to submit projected goals and the means through which you will track results. While projects may range according to their goals and the way in which they define success, our judges will assess your response according to how precisely your methodologies will track meaningful outcomes and how closely your metrics are linked to a realistic assessment of your performance.
Please describe threats to the proposed project and your plan to address them. While every project is different, we expect you to raise any assumptions and how you intend to manage risk(s). For example, often times technologies can pose unintended outcomes as a result of unexpected use cases or failure. Other examples may include seasonal fluctuations, local conditions that may not yet be fully apparent, and/or unbudgeted resource requirements. We want to understand that you have a thoughtful risk management plan.
Please describe your approach to outreach and communications. Storytelling and science are core to the mission of National Geographic Society, and engagement in this area can help provide success for a project in many ways. Please explain how you intend to reach those in the community or the general public, to outline the work that you are doing and why it matters.
While the information provided in the previous section is intended to reveal strategic and practical implementation plans for your solution, we also require other information necessary for our judges to understand the financial sustainability of your proposal.
What are the detailed costs to implement the proposed project within your specified duration? This includes capital expenditures and operational expenditures. Please list and describe each cost category in the following table. If they require further explanation, you may submit NOTES at the end of the table. Your total project cost should not exceed $150,000.
We recognize that our Application is rigorous and time consuming. Thank you for completing it. However, we also want to provide a final opportunity for your team to raise any other considerations. This is your opportunity to emphasize or expand on a previous point or to provide any new information not previously required.
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2.2 RAMPIT reserves the right to amend or modify this Agreement at any time, provided that if such modifications materially limit Your rights and/or expand Your obligations hereunder, RAMPIT will notify You electronically, such as by email or through the Website. Such material modifications will take effect on the earlier of the date You indicate Your assent (by clicking "Accept" or otherwise) or 30 calendar days after RAMPIT's notice. No modification of the Agreement will apply to any dispute between You and RAMPIT that arose prior to the effective date of the modification. If at any time You disagree with the Agreement or any modifications thereof, You may terminate this Agreement and shall cease using this Website. Your continued use of the Website after the revised Agreement becomes effective (such as following notice as set forth above) indicates that You have read, understood, and agreed to the revised Agreement. Any new or different terms supplied by You are specifically rejected by RAMPIT unless RAMPIT agrees to them in a signed writing specifically including those new or different terms.
2.3 Particular Competitions may be subject to additional terms and conditions ("Competition Terms and Conditions"). Competition Terms and Conditions will apply in addition to this Agreement and will not limit this Agreement in any way unless RAMPIT notifies the parties to a Competition that this Agreement is amended by the Competition Terms and Conditions. If RAMPIT does not provide such notification to the parties, this Agreement will prevail in the event of any inconsistency between it and the Competition Terms and Conditions.
2.4 RAMPIT may alter this Website from time to time by adding or removing features. This Agreement will not be affected by any alterations to this Website.
2.5 Users may use this Website in the capacity of a Competition Host or Competitor or both. This Agreement will apply to Your use of the Website in either or both of those capacities.
3.1 In order to participate as a Competition Host or as a Competitor in any Competition, You must register as a User. Participation on this Website is free.
3.2 Participation is available only to persons and entities who are able to form legally binding contracts under applicable law. If You do not accept this Agreement, You will not be permitted to host or participate in any Competition, or otherwise access or use the Website in any way.
3.3 Without limiting Clause 3.2 above, participation is not available to:
3.4 When registering as a User, You warrant to RAMPIT that:
3.5 No individual or entity may register more than once (for example, by using a different username/email) although a User will be able to participate on this Website as a Competition Host and/or a Competitor in more than one Competition.
3.6 Acceptance of registration is at the sole discretion of RAMPIT. If RAMPIT believes that any registration has been made in contravention of clauses 3.1, 3.2, 3.3, 3.4 or 3.5 above (or otherwise in breach of this Agreement), it may refuse to accept the registration.
3.7 You are responsible for all use of this Website made using Your User Account (and/or username/email or password), whether or not You are aware of that use or could reasonably have been aware of that use. You agree to notify RAMPIT immediately if You become aware of any unauthorized use of Your User Account.
3.8 Your User Account is personal to You and may not be sold, assigned or transferred to a third party. If You attempt to sell, assign or transfer Your User Account to a third party, RAMPIT may suspend or terminate Your participation at its sole discretion.
3.9 RAMPIT may communicate with You through the username/email that You provide at registration. You agree to notify RAMPIT within a reasonable time if there are any changes to Your details. If You fail to notify RAMPIT of any changes to Your details, You agree to waive any objection, claim, defense or recourse You might have had as a consequence of RAMPIT failing to communicate with You. If You change Your email address and fail to notify RAMPIT of the change, RAMPIT will be deemed to have communicated with You on the date on which it communicated with the email address most recently provided by You.
3.10 You warrant that any Content provided or posted by You (on registration or otherwise):
3.11 If RAMPIT believes that any Content contravenes Clause 3.10 (or any other provision of this Agreement), it may remove that Content and/or take any other steps as it deems necessary to protect itself or third parties against any Loss. To the maximum extent permitted by law, RAMPIT will not be liable for any Loss to any person arising from the removal of Content under this Section.
4.1 Subject to Clause 4.2, You may terminate Your participation at any time and without cause by notifying RAMPIT through this Website.
4.2 If You terminate Your participation, this Agreement and any other applicable terms and conditions will continue to apply to any Postings made by You prior to giving the notice described in Clause 4.1 above.
4.3 RAMPIT may, in its absolute discretion, terminate or suspend Your participation at any time and without notice if it believes that:
4.4 If RAMPIT terminates Your participation, RAMPIT may in its absolute discretion withdraw any Postings submitted or made by You. If RAMPIT terminates Your participation, RAMPIT may, at its sole discretion, immediately withdraw Your Entries, which will have no force and effect from the date on which Your participation was terminated.
4.5 Subject to Clause 4.4, if RAMPIT suspends Your participation, any entries or other Postings submitted or made by You will be suspended for the period in which Your participation is suspended.
4.6 If You are a Competition Host and You have a Competition running at the time of termination under this Section 4, RAMPIT may in its absolute discretion allow the Competition to continue to run. If RAMPIT decides to allow the Competition to continue to run, unless otherwise agreed between RAMPIT and the Competition Host, RAMPIT will decide the Winner in accordance with this Agreement and the criteria set out in the Competition Information.
4.7 If Your participation is terminated, either by You or by RAMPIT:
5.1 You must not use the Website to facilitate or participate in any illegal activity or engage in any activity which RAMPIT, in its absolute discretion, considers inappropriate. RAMPIT reserves the right to terminate or restrict Your access to this Website immediately and indefinitely if it suspects that You are engaging in any such behavior or are in breach of any terms of this Agreement. You agree that You will only use Your User Account and this Website for the purposes of using the Services and for no other purpose. Without limiting the foregoing, in using Your User Account and accessing the Website, You agree not to:
6.1 Competition Hosts will be responsible for managing the day-to-day operations of the Competition and Competition Terms and Conditions on the Website.
6.2 If a Competition Host requires RAMPIT to upload and run a Competition, a Competition Host is required to enter into a Consulting Agreement with RAMPIT or a RAMPIT Affiliate.
6.3 If You are registered as a Competition Host, when You post a Competition on the Website or have RAMPIT run a Competition for You on Your behalf, You warrant that any Content provided by You has not been obtained:
6.4 If You are registered as a Competition Host, You further agree when posting a Competition:
6.5 You agree and warrant that You will not cancel a Competition initiated by You for the purpose of contracting separately with any User or Competitor or to avoid paying any Prize.
6.6 If You wish to withdraw a Competition, You must notify RAMPIT in writing. RAMPIT will in its sole discretion decide whether to withdraw the Competition.
7.1 If You are registered as a Competitor, You agree and further acknowledge and agree that:
8.1 RAMPIT is not involved in any way in the formation of any contract between the Competitor and the Competition Host. RAMPIT at no time acts as an agent for a Competitor or a Competition Host.
8.2 RAMPIT will not be liable to You in any respect if a Competition Host or Competitor fails to perform its obligations under this Agreement or the Competition.
8.3 The Competition Host will at all times be liable to pay the Prize to the Winner(s) in accordance with the Agreement and the Competition Terms and Conditions. RAMPIT will have no liability whatsoever in respect to the failure of a Competition Host to pay the Prize to a Winner, and You acknowledge and agree that You will not take action of any kind against RAMPIT in respect to any claim for a Prize that You may have or wish to make.
9.1 The Winner(s) agree that payment of any Prize is conditional upon receipt by the Competition Host of any Entry Content used or consulted by the Winner in generating the winning Entry and that the Prize will not be paid until this condition has been satisfied.
9.2 The Winner(s) and the Competition Host acknowledge and agree that once a Winner has been chosen and notified, that Winner has entered into a separate, binding and direct agreement with the Competition Host in accordance with the Competition Terms and Conditions in relation to the provision of the Entry, the Prize and the rights of the Winner and the Competition Host in relation to that Entry, which at a minimum obligates the Winner to provide the Entry Content and grant the license described in Clause 9.3 and the Competition Host to pay the Prize. RAMPIT and its third party providers will not be a party to this separate agreement and will have no responsibility or liability whatsoever in relation to the performance or failure to perform under the separate agreement.
9.3 Each Competitor agrees to grant and hereby does irrevocably grant to the Competition Host a nonexclusive, fully paid-up, royalty-free, assumable, perpetual, worldwide license of the Competitor's Intellectual Property Rights in the Competitor's Entry and associated Entry Content, with right to transfer and to sublicense, to practice and exploit such Entry and associated Entry Content and to make, have made, copy, modify, make derivative works of, use, sell, import, and otherwise distribute such Entry and associated Entry Content without restriction of any kind. Each Competitor agrees to promptly execute any document required to carry out the terms of this Clause 9.3 and the Competition Host may condition the delivery of any Prize to a Winner upon the Winner's deliver such documents.
9.4 Each Competition Host acknowledges that RAMPIT does not have the right to transfer or license any rights to any Entry or associated Entry Content and that RAMPIT does not make any warranties or representations as to the accuracy or utility of any Entry or associated Entry Content. If a Competitor fails to abide by the terms of Clause 9.3 above, or does not provide the Entry Content, the Competition Host acknowledges and agrees that its legal and equitable remedies are against the non-performing Winner(s) and such Competition Host will have no right of action against RAMPIT of any kind.
10.1 You will be responsible for any tax, levy, or other charge that may arise under any applicable law from the use of this website, including from the award of a Prize. You acknowledge that You will not be entitled to demand any additional payment by reason of a Prize being subject to any tax, levy, or other charge in any jurisdiction.
11.1 THIS WEBSITE AND SERVICES, AND ALL CONTENT ASSOCIATED THEREWITH, ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, RAMPIT AND ITS OWNERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, LICENSORS AND SUPPLIERS EXPRESSLY DISCLAIM ANY WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, AND NON-INFRINGEMENT. RAMPIT DOES NOT WARRANT THAT THIS WEBSITE AND RELATED SERVICES AND THE CONTENT PROVIDED THROUGH IT, INCLUDING THE ENTRIES AND ASSOCIATED ENTRY CONTENT, TO BE AVAILABLE, ACCURATE, USEFUL, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR EQUIPMENT, SOFTWARE, LOSS OF DATA, OR OTHER HARM THAT RESULTS FROM YOUR USE OF THIS WEBSITE (INCLUDING THE SERVICES). THIS LIMITATION OF LIABILITY HOLDS EXCEPT AS OTHERWISE PROVIDED IN THE AGREEMENT BETWEEN NATIONAL GEOGRAPHIC SOCIETY AND THE COMMON POOL, LLC (“Consulting Agreement”).
11.2 UNDER NO CIRCUMSTANCES WILL RAMPIT OR ITS OWNERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, LICENSORS OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OR RELATED TO THIS WEBSITE, INCLUDING LOSS OF PROFITS, LOSS OF DATA, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, EVEN IF RAMPIT OR A RAMPIT AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. THIS LIMITATION SHALL NOT APPLY TO SERVICES DESCRIBED IN THE AGREEMENT BETWEEN NATIONAL GEOGRAPHIC SOCIETY AND THE COMMON POOL, LLC (“Consulting Agreement”). Without limiting the generality of the foregoing, You agree that RAMPIT is not responsible for any Loss arising out of, or in any way connected with:
11.3 For the avoidance of doubt, You acknowledge that RAMPIT is a provider of an interactive computer service and not a publisher under Section 230 of the Communications Decency Act of 1996, and therefore not responsible for any of the Users' Postings. If, notwithstanding the provisions of this Clause 11.3, a court of competent jurisdiction holds RAMPIT liable in respect of any matters arising under or incidental to this Agreement, RAMPIT'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR USE OF THIS WEBSITE OR RELATED SERVICES (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE) WILL IN NO EVENT EXCEED THE AMOUNT PAID BY YOU FOR USING THIS WEBSITE DURING THE 12 MONTHS PRECEDING YOUR CLAIM, OR, IF NO AMOUNT WAS PAID, SUCH LIABILITY WILL BE LIMITED TO $1,000.
11.4 You agree that RAMPIT and its third party providers will not be liable or responsible for any failure in, or delay to, the provision of the Services or in RAMPIT complying with its obligations under this Agreement where such failure or delay has arisen as a direct or indirect result of:
12.1 You agree to indemnify and hold RAMPIT and the Competition Host, its owners, officers, employees, agents and suppliers, harmless from all claims and Losses (including legal fees) due to or arising out of or in connection with Your Postings, Competition, Competition Information and other Content (as applicable), Your use of this Website, or Your breach of this Agreement. Any issues of indemnity between the RAMPIT affiliate, The Common Pool, LLC, and the Competition Host, National Geographic Society, are addressed in the Consulting Agreement.
13.1 RAMPIT does not represent or warrant that the content on this Website complies with the laws of any country outside of the United States. If You access this Website from outside the United States, You do so at Your own risk.
14.1 You acknowledge that, as between the parties, RAMPIT is the owner of all Intellectual Property Rights in and to this Website (excluding Postings). You acknowledge that You have no Intellectual Property Rights in or to this Website except for a limited license to use as necessary to participate in a Competition or evaluate the possibility of such participation.
14.2 You acknowledge that all text, graphics, user interfaces, photographs, trademarks, logos and artwork, including the design, structure, selection, coordination, expression, 'look and feel' and arrangement of such Content, provided by RAMPIT or its licensors on this Website is owned or licensed by or to RAMPIT and is protected by applicable copyright, patent and trademark laws and various other intellectual property rights and unfair competition laws. No such Content can be copied, publicly displayed, modified, sold, licensed or distributed in any way by You without RAMPIT's prior written consent.
15.1 From time to time, RAMPIT may provide, or any Content may contain, links to Third Party Sites and resources (e.g., www.youtube.com). You acknowledge that:
15.2 You acknowledge and agree that RAMPIT will not be responsible or liable, directly or indirectly, for any Loss caused or alleged to be caused by or in connection with Your use of or reliance on any Content or material available on or through any Third Party Sites or resource.
16.1 In the interest of resolving disputes between You and RAMPIT in the most expedient and cost effective manner, You and RAMPIT agree that any and all disputes arising in connection with this Agreement shall be resolved by binding arbitration. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. Our agreement to arbitrate disputes includes, but is not limited to all claims arising out of or relating to any aspect of this Agreement, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory, and regardless of whether the claims arise during or after the termination of these Terms. You understand and agree that, by entering into these Terms, You and RAMPIT are each waiving the right to a trial by jury or to participate in a class action.
16.2 Exceptions. Notwithstanding subsection (a), we both agree that nothing herein shall be deemed to waive, preclude, or otherwise limit either of our right to (i) bring an individual action in small claims court, (ii) pursue enforcement actions through applicable federal, state, or local agencies where such actions are available, (iii) seek injunctive relief in a court of law, (iv) to file suit in a court of law to address intellectual property infringement claims or (v) if You are a Competition Host, resolve any dispute that primarily relates to the applicable Consulting Agreement pursuant to the provisions of said agreement.
16.3 Any arbitration between You and RAMPIT will be governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, "AAA Rules") of the American Arbitration Association ("AAA"), as modified by these Terms, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879.
16.4 A party who intends to seek arbitration must first send a written notice of the dispute to the other, by certified mail or Federal Express (signature required), or in the event that we do not have a physical address on file for You, by electronic mail ("Notice"). RAMPIT's address for Notice is: RAMPIT, LLC, 1004 Hickory Lane, Suite 3, Hermitage, TN 37076 email@example.com. The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought. We agree to use good faith efforts to resolve the claim directly, but if we do not reach an agreement to do so within 30 calendar days after the Notice is received, You or RAMPIT may commence arbitration proceedings.
16.5 Any arbitration hearings will take place at a location to be agreed upon in Nashville, TN, provided that if the claim is for $10,000 or less, You may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a non-appearance based telephonic hearing, or by an in-person hearing as established by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 calendar days of the arbitrator's ruling on the merits.
16.6 YOU AND RAMPIT AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both You and RAMPIT agree otherwise, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding.
16.7 If only Clause 16.6 is found to be unenforceable, then the entirety of this Section 16 shall be null and void and, in such case, the parties agree that the exclusive jurisdiction and venue described in Section 18 shall govern any action arising out of or related to the Agreement.
17.1 If you are a copyright owner or an agent thereof and believe that any Content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing RAMPIT's copyright agent (the "Copyright Agent") with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):
17.2 RAMPIT's designated Copyright Agent to receive notifications of claimed infringement is Copyright Agent, RAMPIT, LLC, 1004 Hickory Lane, Suite 3, Hermitage, TN 37076, email: firstname.lastname@example.org. You acknowledge that if you fail to comply with all of the requirements of this Section 17, your DMCA notice may not be valid.
17.3 If you believe that your Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use the material in your Content, you may send a counter-notice containing the following information to the Copyright Agent:
17.4 If a counter-notice is received by the Copyright Agent, RAMPIT may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed Content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the Content provider, member or user, the removed Content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at RAMPIT's sole discretion.
18.1 As defined in Clause 1.1, this Agreement is the entire agreement between You and RAMPIT relating to the subject matter herein, and supersedes all previous communications, representations, understandings and agreements, either oral or written, between You and RAMPIT with respect to said subject matter. This Agreement shall not be modified except in a writing signed by both parties, or by a change made as provided in Clause 2.2. If any provision of this Agreement is invalid or unenforceable, such invalidity or unenforceability will not affect the remainder of this Agreement, which is severable from said provision and will remain in full force and effect.
18.2 If You breach any provision of this Agreement and RAMPIT has knowledge (either actual or constructive) of that breach, a failure to pursue legal action or to enforce any remedy against You will not constitute a waiver of its legal rights. Any waiver of rights under this Agreement must be in writing and signed by RAMPIT.
18.3 All matters relating to this Website and this Agreement are governed by and are to be construed according to the laws applicable in the state of Tennessee, United States (without regard to any rules governing choice of law). If one or more of the exceptions from arbitration expressly set forth in Section 16 above apply, You agree unconditionally to submit to the exclusive jurisdiction of the courts in Davidson County, Tennessee, in relation to all matters arising out of or in any way connected with this Agreement or this Website.
18.4 RAMPIT may assign its rights and novate or transfer obligations which arise under this Agreement. You must not assign, novate or otherwise transfer Your rights or obligations under this Agreement without the prior written consent of RAMPIT. Any assignment attempted in violation of this Clause 18.4 shall be void.
18.5 The parties agree that no rule of construction applies to the disadvantage of a party because that party was responsible for the preparation of this Agreement or part of it.
18.6 Unless otherwise requested in writing by You, RAMPIT may refer to You and Your corporate identity (if applicable) as part of promoting this Website and RAMPIT in the marketplace.
18.7 RAMPIT accepts content uploaded from Users in good faith and on the basis of warranties provided by Users. It is Your responsibility at all times to investigate and become satisfied as to the accuracy of the information provided by any other party (including all Users) on this Website. RAMPIT at no time makes any representations as to the accuracy of any information provided on this Website.
18.8 You acknowledge and agree that to the extent that this Agreement relates to a Competition, a prospective Competition or any Posting, this Agreement is intended to also be for the benefit of the Competition Host, the Competitors and other Users, who are entitled to enforce the provisions of this Agreement against You.
18.9 All notices, requests, demands, consents, approvals, offers, agreements or other communications given by You to RAMPIT must be emailed to RAMPIT at email@example.com
18.10 In the interpretation of this Agreement, unless the contrary intention appears:
Learn more about the terms of the grant agreement
This document represents sample required terms and conditions, that will be included in a Grant Agreement between a winner of the Marine Protection Prize and National Geographic Society. The Winner will receive $150,000 to carry out work as outlined in their application. The purpose of this document is to provide guidance towards the binding terms of an agreement that any Winner will accept in order to receive any Award. The agreement will be completed by a Winner individually or who is a representative of the Entity on the project
In consideration of the grant amount for the scientific project (the “Project”) paid by the National Geographic Society (the “Society”), the representative agrees to use the funds strictly in accordance with the budget attached to the proposal; and any material deviation from such budget must be approved in writing by the National Geographic Society. Any monies not expended in accordance with the budget and in furtherance of the Project shall be returned promptly to the Society. The Society collectively and separately refers to National Geographic Society, its parent, subsidiaries, affiliates, and licensees.
1. REPORTS AND FINANCIAL ACCOUNTING.
(a) The representative agrees to provide to the Society report(s) to document the Project covered by this agreement, and submit a preliminary report within one (1) month of the completion of the project for a season and final report(s) within 6 months after completion of the Project;
(b) The representative agrees to include a project results summary with each report submitted to the Society, and likewise permit the Society and/or its affiliates to post the project results summary on the National Geographic Society-branded World Wide Web site free of charge. The project results summary may be edited for length and style;
(c) The representative agrees to advise the Society of any scientific publications that arise out of or relate to the Project;
(d) The representative agrees to submit a full financial accounting within 6 months after completing the Project covered by this agreement.
2. GRANT OF RIGHTS.
(a) RIGHTS GRANTED. The representative grants the Society on a fee free basis, the right to publish, present or otherwise exploit accounts of the Project or information about the Project. The representative further grants the Society the right to use all Media Assets, (defined in Section 3, below), created by the team for the Project in any NGS Product. A “NGS Product” means any product or service created, commissioned or ordered by the Society in furtherance of its non-profit activities, which may be distributed in whole or in part, worldwide, in all languages, in all media and in the promotion thereof, in any media or format, including institutional promotion. Such NGS Products include, but are not limited to: digital and social media, educational materials and services, exhibits at nonprofit venues, including National Geographic Headquarters, lectures, materials created for NGS fundraising, informational brochures, and reports for Society donors and members.
The representative further grants a first exclusive option to National Geographic Partners, LLC, (“NGP”), the commercial media and consumer-facing arm of the Society, to publish, present or otherwise exploit accounts of the Project, including all Media Assets (as defined in Section 3 below) created by the team for the Project, in any NGP Product on a fee-free basis, except for the uses described in Exhibit D, which shall be defined as “NGP Paid Rights”. “NGP Product” means any product or service created, commissioned or ordered by NGP which may be distributed in whole or in part, worldwide, in all languages, and in all media and in the promotion thereof, in any media or format, including institutional promotion. NGP shall have the right to exercise its exclusive option for a period beginning on commencement of the work under the Agreement through the date of submission of the final report and all Media Assets from the Project and ending ninety (90) days thereafter (the “Exclusive Period”). If NGP fails to exercise its option within the Exclusive Period, its rights shall become non-exclusive and the representative will be free to offer such projects and Media Assets to other parties.
Exception to Grant of Rights and Exclusivity Period: The rights granted to the Society or NGP herein do not prevent the representative from writing articles about the Project for any academic journal or including information about the Project in any thesis or dissertation provided that the representative notifies the Society of any such pending publication so that any news announcement, about such academic article might be coordinated with the Society
(b) COOPERATION. If requested to do so, the representative will cooperate with the Society in the preparation of an NGS Product or NGP Product containing an account of the Project. Cooperation will also include being available for consultation at no fee, and providing the Society with the names, addresses and telephone numbers of all persons who participated in the Project, whether or not listed on the initial application. Project research will also be made available to the Society for review and inclusion into any of its works.
(c) COMPENSATION. To the extent the Society asks the representative to draft or participate in the creation of an NGS or NGP Product, the representative will be paid at the Society’s customary rates for such work including customary credit for such work. The rights to any such work, including copyright and world publication, transmission and broadcast rights, will belong exclusively to the Society. The Society shall have the right to edit the text and other work product for accuracy and style as well as add to the work product.
3. MEDIA ASSETS. The representative agrees to turn over to the Society for review all media assets, including photographs, maps, uncompressed map files, footage, audio files, natural sound, recordings, 2D or 3D models, virtual reality assets (stitched and unstitched) and any other type of media asset related to the Project, which may exist in any media or format (collectively referred to as “Media Assets”) which any other Project member may take on or create during the Project, if any such Media Assets are created. When a team member turns over Media Assets, the following metadata will be included at a minimum: Date, Creator, Location and Content Description. The representative also agrees to acquire Personal and Location releases, in the form attached as Exhibit B and Exhibit C for each person and location that is included in the Media Assets. The representative will submit the preliminary report to the program officer (within thirty (30) days following completion of the project). On the date that the representative files the final report, the team will also submit the Media Assets and Personal and Location releases to firstname.lastname@example.org.
The Society may crop any photographs from the Project and edit footage for time. It shall also have the right to adapt, arrange, rearrange, add to or subtract from the Media Assets, and to combine them with any other materials, music or recordings, and the representative hereby waives any “droit moral” (moral right) or similar right, to the greatest extent permitted by applicable laws.
4. SOCIETY NAME. The representative agrees that in any agreement with a third party to publish or broadcast any materials or text or commentary about the Project, the third party will acknowledge the Society as a sponsor of the Project (“Materials”), but, unless the Society otherwise agrees in writing, will otherwise be prohibited from using or displaying the name or trademark of National Geographic Society or any of its affiliate company; provided that the representative is permitted to allow such third party to publish a brief, unobtrusive statement concerning the team as the scientist, researcher, photographer or writer and to describe the team as a “National Geographic Society grantee”. In no event shall the name or trademark of the Society or any of its affiliate company or any Society publications be used for any advertising or promotional purposes in connection with the publishing of the Materials by third parties as allowed by this grant.
5. PROJECT MEMBERS. The representative agrees to bind all members of the Project to the terms of this agreement, including but without limitation, granting the Society specified rights in the Project and Materials created on the Project, and releasing the Society and its parent and subsidiaries from any liability for injury to person or property arising out of the Project. To this effect, the representative agrees to obtain from each Project member, before receipt of the Agreement, an executed Project Member Agreement in a form attached as Exhibit A to this agreement. All project members agree to follow the Social Media policy of the Society.
6. NEWS AND OTHER THIRD PARTY MEDIA REQUESTS. During and after the expiration of NGP’s Exclusive Period, the representative agrees to notify the Society of any third party media requests to provide news or information concerning the Project in any newspaper account or other publicity or in any popular technical articles that may be published on the Project. The representative will take all necessary steps to ensure that proper acknowledgment is given to the Society as funder of the Project. If a third party media request arises during the Exclusive Period, the representative may request a waiver of the option for the particular opportunity. The representative will contact the program officer to request any waiver.
7. EMBARGO. As long as the Society maintains an embargo, the representative will not directly sell or license any Material, or any text account or oral account of the Project, for publication to Lide a Zeme (Czech Republic) or Airone or Airone Jr. magazines (Italy)
8. LIABILITY RELEASE. The representative understands that neither the Society nor its subsidiaries or affiliates or licensees assumes any responsibility for any member of the project team, and specifically releases the Society and its subsidiaries and affiliates and licensees from any responsibility for loss or damage to persons or personal property arising out of the Project or the preparations therefor.
9. PERSONAL RELEASE. The Society may use the representative’s name, voice, likeness and biographical material, or that of any member of the Project, in connection with any NGS Product and/or any NGP Product; advertising, publicity and promotion in connection with the Project and any products describing the Project, and for institutional purposes, but not as an endorsement for any product or service. The representative specifically agrees that this release affords the Society the right to feature any project member in any NGS or NGP Product. Upon final execution of the Agreement, any project team member agree to provide the Society with still photographs (“Head Shot”) for such use, and grant to the Society a non-exclusive, worldwide, perpetual license to reproduce, distribute and display the Head Shot as described herein. The project team members covenant, represent and warrant that they are each either the copyright owner of the Head Shot or own sufficient rights in the Head Shot to make the grant of rights above.
10. WARRANTIES. The representative warrants and represents that: (a) he or she is ready, able and willing and will render services in accordance with the terms and provisions of the Agreement and will comply with all the terms and provisions of the Agreement; (b) except as otherwise disclosed to the Society in writing, all Media Assets prepared will be original with the project team; (c) the Society will not incur any liability or obligation, financial or otherwise to any third party based on the creation, production and use of the Media Assets or other works of the project team in relation to the Project; (d) the representative will not enter into any other commitments which will in any way conflict with or adversely affect his or her performance under this Agreement; (e) in conducting the activities covered by this Agreement, the representative will act at all times in accordance with all applicable laws and regulations; and (f) the representative will fully indemnify the Society and its subsidiaries or affiliates for any losses or damages resulting from violations of any applicable laws and regulations or breach of any project team obligations, agreements, or warranties hereunder.
11. LAW AND VENUE. This agreement shall be governed in all respects by the laws of the District of Columbia, excluding its conflict of laws. Any dispute arising out of or in connection with this Agreement shall be submitted to mediation in the District of Columbia under the supervision of a mutually agreed upon mediator, preferably a former federal judge. In the event that mediation fails to settle such a dispute, the parties agree that they will proceed to JAMS arbitration in Washington, D.C. pursuant to the then existing rules of the JAMS before a mutually selected single arbitrator, preferably a former federal judge. Judgment upon the award rendered may be entered in any court having jurisdiction thereof. Each party retains the right to obtain judicial assistance: (1) to compel arbitration; (2) to obtain interim measures of protection pending or during arbitration; and (3) to enforce any decision of the arbitrator, including the final award.
12. RELATIONSHIP. Nothing herein shall be deemed to create an association, partnership or joint venture between the project team and Society hereunder. It is specifically understood that the representative will organize the Project as an independent contractor without any right to bind the Society in any way, and that any and all obligations incurred by the representative in connection with the Project will be at the representative’s own risk without obligation of any kind on the part of the Society except as expressly stated in this agreement.
13. TAX MATTERS. The representative agrees to review the enclosed information regarding U.S. tax obligations associated with the payment(s) received from Society and will provide Society with any required documentation prior to receipt of payment(s) from Society. In order to comply with U.S. tax reporting and withholding requirements, Society will rely on the information that the representative provides on Internal Revenue Service forms or other tax certification forms and the representative agrees to inform Society within thirty (30) days of any material changes to the information that was provided. The representative will be advised by the Society to consult with his or her own tax advisor in connection with tax liability and reporting obligations. The representative will be solely responsible for any and all tax liabilities and reporting obligations, in whichever jurisdiction in which he or she is responsible for filing and paying, and acknowledges that the Society has no liability or obligation in this regard.
14. ASSIGNMENT. The Agreement is personal to the representative and he or she may not assign the rights or delegate any of the duties described herein to a third party without the prior written consent of the Society. The Society may assign or license any rights under this agreement to a subsidiary or licensee, or to any third party so long as the product or publication bears a National Geographic trademark and is subject to the Society’s Editorial Control. For purposes of this agreement, “Editorial Control” means the right to review, formulate standards for, or to exercise a veto over the appearance, text, Use or promotion of the product.
15. NO OBLIGATION TO PUBLISH. The Society shall have no obligation to exercise any or all of its rights hereunder, and the Society shall have fully discharged its duties hereunder by paying the Agreement referenced in this agreement.
16. CERTIFICATION. By countersigning this agreement, the representative certifies that the individual or Entity does not and will not promote or engage in violence or terrorism, nor will the organization make sub-grants or other payments to any entity that engages in such activities.
17. U.S. FOREIGN TRADE CONTROLS. By countersigning this agreement, the representative acknowledges that he or she is aware of, and agrees to comply fully with, U.S. foreign trade controls that govern travel to, and transactions with, countries such as Cuba, Iran, Sudan, Syria, North Korea, Crimea region, and other U.S.-sanctioned countries, including any such controls that may be imposed in the future during the period of the Agreement. Specifically, the representative acknowledges that he or she is aware of and agrees to comply with the regulations of the U.S. Department of the Treasury governing travel to and trade with countries subject to U.S. economic sanctions (31 Code of Federal Regulations Parts 500-598) and also with the Export Administration Regulations of the U.S. Department of Commerce (15 Code of Federal Regulations Parts 730-774). The representative also agrees that, before any funds are disbursed under the Agreement, he or she will provide the Society with copies of any authorizations from the U.S. Treasury Department’s Office of Foreign Assets Control (“OFAC”) necessary to carry out the Agreement, or copies of correspondence from OFAC confirming that no specific authorizations are necessary. The representative also represents and warrants to the Society that in seeking authorizations from OFAC and/or confirmation that no such authorizations are necessary, he or she has fully disclosed the nature of the Agreement and its participants and identified the Society as a source of funding. The representative also agrees to keep all necessary records to show that he or she has complied with U.S. foreign trade controls. Finally, the representative will be advised by the Society to consult with his or her own legal counsel in connection with obligations under U.S. foreign trade controls.
18. COMPLIANCE WITH ETHICAL BUSINESS PRACTICES. The representative represents, warrants and covenants that an invoice for Services or related expenses will be submitted to Society, as follows.
(a) Compliance with Anti-Corruption Laws. The representative will at all times comply with all applicable laws and regulations governing bribery, money laundering, and other corrupt practices, including the United States Foreign Corrupt Practices Act, the UK Bribery Act, and any laws that have similar global application. Neither the representative nor any of the representative’s officers, directors, employees, associates, subcontractors, representatives or agents, nor anyone else acting on the representative’s behalf will, directly or indirectly, offer, give, pay, promise to pay, or authorize the payment of any bribes, kickbacks, influence payments, or other unlawful or improper inducements, in whatever form (including gifts, travel, entertainment, contributions, or anything else of value), to any public official, commercial counterparty, or other recipient. The representative will ensure that any person who will perform the Services is aware of and complies with the obligations of this sub-paragraph.
(b) No Undisclosed Government Ties. Except as disclosed in an attachment to the agreement, no person involved in the provision of the Services, including the representative, will be a government official, employee of a government or government instrumentality, officer or employee of a state-owned or controlled enterprise, candidate for political office, political party official, or official or employee of a public international organization.
(c) Record of Payments; Audit. The representative will make any third party payments in connection with the Agreement in a manner that creates an accurate record of such payments and will accurately record such payments in the representative’s books and records. Whenever reasonably possible, all project team members will make all payments relating to the Agreement by check, wire transfer, credit card or any similar method that creates an external record of the transaction and will avoid making such payments in cash. Society will be permitted, at its own expense and upon reasonable notice, to audit the books and records of the representative with respect to transactions relating to this Agreement. The representative will cooperate fully with any and all audits and related training by Society.
(d) Obligations To Report And Update. The representative will promptly report to Society any fact or occurrence that renders inaccurate or misleading any representation, warranty, covenant or undertaking in this paragraph section.
(e) Right to Terminate. The Society may terminate this agreement if the representative breaches any of the above representations and warranties or if the Society learns that improper payments are being or have been made. Further, in the event of such termination, the representative shall not be entitled to any further payment, regardless of any activities undertaken or agreements with additional third parties entered into prior to termination, and shall be liable for damages or remedies as provided by law including recovery by the Society of any funds expended in violation of this paragraph.
A Project Member Agreement will be completed by each team member. In consideration of the team member’s participation in the Project, he or she grants the representative the exclusive right to coordinate and approve in advance publication, exhibition or other presentation of accounts of the Project or information about the same in all forms of media now existing or subsequently discovered, and in any promotion thereof in any media or format, including institutional promotion.
Team members acknowledge and agree that the representative will coordinate all publicity connected with the Project; and further acknowledge and agree that they will not enter into any discussion or agreement with any newspaper, publication, newsgathering, or disseminating agency, radio broadcasting, or television or film company or anyone else to release news information concerning the Project without the representative’s prior permission. Further, team members will not give any interviews to newspapers, magazines, or any other newsgathering organizations without the representative’s prior written permission.
Team members expressly recognize and agree that they may be at risk of bodily harm or death during the Project and they freely and knowingly undertake the Project with full awareness of the attendant risks. They specifically release the representative and National Geographic Society (the “Society”), and its subsidiaries and affiliate companies, from any and all liability and responsibility for their personal safety and welfare and for any loss or damage to their persons or personal property arising from the Project or preparations therefor. They understand and agree that they are responsible for obtaining at their expense any insurance coverage that they consider appropriate.
Team members agree to read the Agreement and to be personally bound thereby, including making available to the Society on the terms in the agreement any photographs, film, video, or audio recordings made on the Project. Team members authorize the representative to enter into said grant and provide the rights described therein and will not amend or modify their agreements with the representative in any manner that would interfere with the exercise or use of such rights. Team members will look solely to the representative for all compensation and other remuneration for any and all services rendered and rights granted by them under this Agreement.
I, the undersigned, authorize National Geographic (National Geographic Partners, LLC, National Geographic Society, or NG Studios, LLC) parents, affiliates, subsidiaries, licensees, agents, representatives, officers, directors, employees, successors and assigns (“NG”) to make use of my appearance in the project currently entitled, ___________________ (“Project”).
For good and valuable consideration, the receipt and sufficiency of which is acknowledged, I agree that NG may film and/or photograph me, and record my voice, conversation and sounds, including any performance of any musical composition(s), in connection with my appearance. I understand that NG will be the sole owner of the results and proceeds of such filming, photographing and recording (“Materials”) with the exclusive right, throughout the world, including copyright, to use and to license others to use all or any portion of the Materials, whether in connection with the Project or otherwise. NG is not obligated to use the Materials in the Project.
I further agree that NG may use and license others to use the Materials, my name, voice, likeness, mannerisms, characteristics and any other biographical material concerning me for promotion, advertising, sale, re-creations of events in connection with the Project or otherwise throughout the universe, in all media, now known or hereafter devised, in perpetuity. I further represent that any factual statements made by me during my appearance are true, to the best of my knowledge, and that neither my appearance nor any statements made by me will violate or infringe upon the rights of any third party.
I waive any right of inspection or approval of my appearance, including any Materials related to my appearance in the project. I acknowledge that NG will rely on this permission, potentially at substantial cost to NG, and I agree not to assert any claim of any nature whatsoever (including any claims for injunctive relief or money damages, all of which I hereby knowingly waive) against anyone relating to the exercise of this permission or to the use of the Materials by NG, or with the consent of NG.
I agree to release, defend, indemnify and hold NG harmless from any and all claims, demands, costs (including outside attorneys’ fees) and causes of action of any kind or nature whatsoever now and in the future, including without limitation defamation, bodily harm, infliction of emotional distress and invasion of privacy, arising out of or in connection with my appearance, statements or actions in or in connection with the project.
I agree not to issue any press releases or other public statements, or speak to the press about the project or my involvement in the project without NG’s prior written permission.
I am 18 years of age and competent to contract in my own name.
“NGP Paid Rights” means any and all combinations of any of the following, for which additional compensation shall be applicable:
Additional Compensation For Use of NGP Paid Rights:
For clarity, NGP Paid Rights does not include the right to license any individual Media Asset to third parties as “stock”.
NOTE: The application from a Winner will be inserted into this Grant Agreement under Exhibit E.