By replying “I agree” to our (UdiSense, Inc. dba Nanit) message:
(1) You hereby grant to UdiSense, Inc. dba Nanit, and its [investors], subsidiaries, affiliates, successors, agents, representatives, assigns, licensees, independent contractors, and others working for each of them or on their behalf (collectively, “Licensees”) a non-exclusive, non-revocable, paid-up, royalty-free, perpetual, worldwide right and license to: (i) reproduce, publish, display, distribute, exhibit, share, broadcast, create derivative works of, and otherwise use your social media post (including the content contained therein) (the “Social Post”) in any form, in whole or in part, alone or in conjunction with captions, artwork, textual matter or other photographs and/or video, without restriction or limitation, for and in connection with UdiSense, Inc. dba Nanit's advertising, marketing and promotional initiatives, via any and all media (paid and unpaid), now known or later developed, including, without limitation, UdiSense, Inc. dba Nanit’s websites and social media channels, broadcast, print and out-of-home media; and (ii) to use your Likeness (as defined below), as well as the Likeness of any minors depicted in your Social Post in and in connection with UdiSense, Inc. dba Nanit’s use of the Social Post as permitted hereunder. “Likeness” shall mean name, image, photograph, voice, statements (actual or paraphrased), performance, avatar, username, signature, and any other identifying indicia.
(2) You hereby, represent and warrant that: (i) you have the full right and authority to enter into this agreement and to grant the rights granted herein; (ii) you are the sole creator of the Social Post (which means you took the photograph or video); (iii) you own all rights in and to your Social Post, or have obtained appropriate permissions for any persons (including minors) or third party material that appear in your Social Post (e.g., username, avatar, text, profile, art, music, images and videos); (iv) use of the Social Post by the Licensees as authorized herein will not violate or infringe upon the copyright, trademark, right of privacy or publicity, image and likeness, or any other right of any person, company, and/or entity; (v) any testimonials or statements contained in your Social Post regarding UdiSense, Inc. dba Nanit and/or its products are given by you voluntarily, contain your own opinion, are based on your own experiences, and are true and correct to the best of your knowledge; and (vi) you are not a minor. If any minors are depicted in your Social Post, you represent and warrant that you are the parent and/or legal guardian of such minor and have the authority to grant the rights to use such minor’s Likeness (as set forth above), or have obtained appropriate permissions (evidenced in writing, which may be requested by UdiSense, Inc. dba Nanit) from the parent and/or legal guardian of such minor, in order for UdiSense, Inc. dba Nanit to use the Social Post as permitted hereunder.
(3) You understand and agree that, while UdiSense, Inc. dba Nanit may give you credit for your Social Post by tagging your social media handle, such credit is not mandatory, and your permission for UdiSense, Inc. dba Nanit to use your content does not depend upon receiving such credit.
(4) You waive any right to inspect and/or approve any usage that UdiSense, Inc. dba UdiSense, Inc. dba Nanitmay make of your Social Post, and you waive any claims to royalties or any compensation with regards to your Social Post or our finished work incorporating it. Nothing in this agreement obligates UdiSense, Inc. dba Nanit to use your Social Post.
(5) You hereby agree to release, hold harmless and not assert any claim of any nature whatsoever against anyone relating to the exercise of the permissions granted hereunder, including, but not limited to, any claim of copyright infringement, libel, slander, defamation, invasion of privacy or right of publicity or any other right, and you hereby waive all claims against Licensees and indemnify, defend, and hold harmless, Licensees from and against any and all claims arising out of, or in any way connected with, the above granted uses and representations and warranties.
(6) You agree that if any provision, or any portion of any provision, contained herein is determined to be invalid under any statute or rule of law, then such portion alone shall be deemed omitted, and the remainder of this agreement shall remain in full force and effect. This agreement shall be governed by the laws of the state of New York and that any dispute arising hereunder shall be brought in the federal or state courts in New York County, New York.
Please email us at social@nanit.com or send us a direct message at @get_nanit on Instagram if you have any questions.