Beer Monkey (‘the Partnership’) will evaluate, review and consider ideas for t-shirt designs (the ‘Material) submitted to them by individuals (the ‘Submitter’). When the Submitter puts material forward, the Partnership will assume that the Submitter has read and understands the following:
1. The Partnership is continuously engaged in active research and development programs which may have ideas, functions, features, or other aspects that are similar or identical to the ideas, functions, features, or other aspects of the Submitter’s Material.
2. Other persons, including the Partnership’s own employees, may have submitted to the Partnership or to others, or may in the future originate and submit, material which is similar or identical to the Material. No compensation will fall due to the Submitter when Material of similar or identical features, characters or other traits comparable to the submitted Material are used by the Partnership, if such Material is not solely ascribed as the Submitters’ original creation alone.
3. The Submitter agrees that the Partnership assumes no obligation to (i) return the Material submitted, (ii) compensate the Submitter in any way for the non-commercial use of the Material in accordance with the EVALUATION specified herein, (iii) proceed with negotiations of any kind respecting the Material, or (iv) furnish the Submitter with any information respecting the outcome of the Partnership’s evaluation of the Material, and/or its reasons for not proceeding further.
4. Information that is considered to be confidential to the Submitter or any third party and that could have an adverse impact on the Partnership's rights with respect to products or ideas arising out of the Partnership's research and development program is of no interest to the Partnership, and the Partnership is not interested in gaining access to information that is considered by the Submitter or any other third party to be confidential. In order to ensure that there is no future misunderstanding of the respective rights of the Partnership and Submitter, the Partnership has developed a policy under which it will not undertake to review or evaluate information that is claimed to be confidential by any person or entity outside the Partnership.
5. The Partnership agrees that it will not use the Material for any purpose other than evaluation hereunder. A formal written agreement between the Submitter and the Partnership must be signed to give the Partnership permission to additional, new or other access to use the Material. The foregoing does not apply to any material which is similar to or identical to the Material, but which was developed independently of the Submitter and/or the Material, by the Partnership or any other third party.
6. The Partnership will assume that the Submitter has retained at least one copy of the Material, and releases the Partnership from any and all liability for loss of or damage to the copy or copies of the Submitter’s Material provided to the Partnership for evaluation and review.
7. The Partnership will assume; (i) that the Material is the Submitter’s own creation and idea; (11) that the Submitter is the owner of the Material; (iii) That the Submitter has the exclusive right to submit the Material to the Partnership and (iv) that Submitter has the power and authority to grant the Partnership any and all rights in the Material.
8. The Submitter will not use any potential interest of the Partnership with respect to any Material submitted to the Partnership for use in any/all promotional activities not agreed herein and also that the Submitter will not disclose to any other person that the Partnership is evaluating the Material submitted.
9. The Submitter hereby acknowledges and agrees that there are no prior or contemporaneous oral or written or other agreements in effect between the Submitter and the Partnership pertaining to the Material submitted hereunder or any other material (including, but not limited to, agreements pertaining to the submission by the Submitter of any ideas, formats, plots, characters or the like). The Submitter further agrees that no other obligations exist, shall exist or shall be deemed to exist the parties hereto unless and until a formal written agreement has been prepared and executed by both Submitter and the Partnership, and then the rights and obligations of the Submitter and those of the Partnership, shall be only those that are expressly set forth in such formal written agreement.
10. Nothing contained in this Agreement shall be construed either as creating any obligation or expectation on the part of the Partnership or the Submitter to enter into a business relationship with the other party, or an obligation to refrain from entering into a business relationship with any third party. Nothing contained herein shall be interpreted as creating a joint venture, partnership or employment relationship between the Partnership and the Submitter. It is understood that the Partnership and the Submitter are independent contractors vis-à-vis one another. Except where it is herein specified, no party shall have the right, power or implied authority to create any obligation or duty, express or implied, on behalf of any other party hereto.
11. The Submitter agrees that the terms of this document shall control the rights and obligations of the Partnership and Submitter with respect to the Material submitted, however disclosed or provided to the Partnership, including verbal disclosure thereof, and notwithstanding any legends, markings, or other restrictions embodied in, attached to, or accompanying such Material. The terms of this document may not be amended or superseded except by written amendment that refers to this document and where signed by both parties.
12. The Submitter agrees that no oral representations of any kind have been made to the Submitter.
13. This Agreement sets forth the entire understanding and agreement of the parties with respect to the subject matter hereof and supersedes all other oral or written representations and understandings. In the event that any provision hereof is found invalid or unenforceable under South African Law and such declaration is made by an official Judicial Officer of a Court of the Republic, the remainder of this Agreement shall remain valid and enforceable according to its terms.
14. The Submitter certifies they have read understood this Agreement.
THE SUBMITTER UNDERSTANDS THAT THE PARTNERSHIP WILL RELY UPON THIS AGREEMENT WHEN ACCEPTING THE SUBMITTER'S MATERIAL AND WILL NOT ACCEPT THE SUBMITTER'S MATERIAL WITHOUT IT.
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