LAST UPDATED: 2024-07-17

Non-Exclusive Content License & Submission Agreement

TRAVLY US LLC (“Travly” or “We” or “Us”) operates the Travly platform, including our websites, social media pages and apps (the foregoing shall hereinafter be collectively referred to as the“Platform”).

This Non-Exclusive Content License & Submission Policy (“Agreement”) sets forth the agreement between you and Travly concerning your content or materials, including photos and videos (collectively, “Submitted Content”), submitted or posted to the Platform by any means.

NON-EXCLUSIVE LICENSE GRANT

By submitting or posting Submitted Content to us or the Platform in any manner, you grant us and our sublicensees, or warrant that the owner of such content has expressly granted us, the perpetual, irrevocable, sublicensable and transferable, non-exclusive license to use, copy, reproduce, adapt, distribute, license to others, publicly perform, publicly display, prepare derivative works of, and otherwise exploit Submitted Content, and any clips, images, or portions thereof, in any and all media, formats and channels.

The rights granted with respect to Submitted Content include the non-exclusive right to (1) post Submitted Content on our Platform, (2) use Submitted Content (or portions thereof) in advertising, (3) license Submitted Content to third parties for their use in exchange for payment, (4) pursue advertising, brand integration, endorsement and sponsorship opportunities with respect to Submitted Content; and (5) incorporate Submitted Content, or images therefrom, in merchandise to be sold by Travly.

The rights granted by you to us are non-exclusive which means that after entering this license, you will have the right to grant rights in Submitted Content to any third party and the right to continue to distribute Submitted Content through your own digital or online channels (including your own social media accounts). You will also have the sole right to enforce your rights against third parties; Travly will not and will not have the right to enforce your rights against any third party.

You will not be able to grant an exclusive license to any other party for Submitted Content, but you may grant other non-exclusive licenses.

You agree that your sole consideration in exchange for this agreement is that Travly may include the Submitted Content on its Platform. Travly has made and make no promises or representations to any payments of any kind.

If Submitted Content contains names, images, voices, or performances of you or any third party, you agree that licenses herein shall apply to included the names, images, voices, or performances. By the submission of Submitted Content to Travely, you waive and agree not to assert claims based upon Travly’s use of Submitted Content, including: (i) copyright infringement; (ii) your rights of publicity; (iii) defamation, and/or (iv) “moral” rights or claims resulting from changes to Submitted Content.

If Submitted Content contains names, images, voices, or performances of you or any third party, you agree that licenses herein shall apply to included the names, images, voices, or performances. By the submission of Submitted Content to Travely, you waive and agree not to assert claims based upon Travly’s use of Submitted Content, including: (i) copyright infringement; (ii) your rights of publicity; (iii) defamation, and/or (iv) “moral” rights or claims resulting from changes to Submitted Content.

PROHIBITED CONTENT

You are prohibited from submitting or posting Submitted Content:
  • Was taken from a third party, or includes a third party’s trademarks, content or material, without permission, or otherwise infringes upon a third party’s intellectual property rights of any kind.
  • You have previously sold to or exclusively licensed to another party.
  • Is defamatory, slanderous or libelous.
  • Depicts or encourages criminal or tortious activity, including fraud, trafficking in obscene or illegal material, drug dealing or using, underage drinking, gambling, violence, harassment, or stalking.
  • Includes the name, image, voice or performance of any person who has not provided his or her consent to the foregoing being used for the purposes hereunder.
  • Depicts or encourages dangerous activities.
  • Is abusive, threatening, or obscene.

REPRESENTATIONS AND WARRANTIES

You represent and warrant that Submitted Content will not violate any of the prohibitions described above

Without limiting the foregoing, you further represent and warrant that:
  • You did not, without necessary permission, take Submitted Content from any third party.
  • You have not previously granted, nor will you in the future grant, any exclusive rights to Submitted Content to any third party. To the extent that a third party claims exclusive rights in Submitted Content, you did not grant nor intend to grant that third party such rights.
  • You own or have the necessary licenses, rights, consents, and permissions to use and authorize us to include and use Submitted Content in the manner contemplated by this Agreement and that Submitted Content will not violate or infringe upon the intellectual property rights, the rights of privacy or publicity, or any other rights of any third party.
  • You have the express consent of every party prominently featured in Submitted Content to license Submitted Content to us as set forth in this Agreement.

INDEMNITY FOR THIRD-PARTY CLAIM

You agree to indemnify and hold Travly, our subsidiaries, and affiliates, and our respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of (1) your breach of this Agreement and/or any of your representations and warranties set forth herein or (2) our distribution, exploitation or other use of Submitted Content.

Please contact us at developer@travly.com. with any questions regarding this Agreement.