User Agreement for User-Generated Content Submissions

User Agreement for User-Generated Content Submissions- Rules for Content You Submit (“User Agreement”)

a) General. BRG Appliances Limited and Sage Appliances GmbH (collectively “Sage”) may now or in the future offer visitors to (i) the websites owned and maintained by Sage, including without limitation, www.sageappliances.com (and all subdomains thereunder) http://www.foodthinkers.com, https://polyscienceculinary.com/, https://remanufactured.brevilleusa.com/ (ii) other Sage affiliated websites or social media platforms (“(i) and (ii), collectively, “Sites”), or (iii)or mobile applications (“Apps”) the opportunity to post, upload, display, publish, distribute, transmit, broadcast, or otherwise make available on or submit through the Sites and Apps (“submit”) messages, text, illustrations, files, images, graphics, photos, comments, sounds, music, videos, information, content, ratings, reviews, data, questions, suggestions, personally identifiable information, or information or materials and the ideas contained therein (collectively, but excluding Sage Licensed Elements included therein, “User-Generated Content”). You acknowledge that you are responsible for any information, profiles, messages, text, files, claims, suggestions, images, photos, video, music, sounds, or other content or materials that you submit, upload, post or otherwise provide or make available to Sage or its vendors, on or through the Sites and Apps or otherwise (“Submission”), including User-Generated Content. You agree to allow the use of that on third party companies’ Sites and Apps, for example Instagram, Twitter, Facebook, LinkedIn, Pinterest, Google+ and others, that are associated with hashtags related to Sage Appliances. Such Submission may be used on the Sites and Apps and/or on other Sage marketing media, including, without limitation,  emails, social media, paid digital advertising, television, print, paid out-of-home advertising, www.sageappliances.com, and its subdomains and in-store signage. You may only make a Submission if you are 18 years of age or over and if your Submission is selected by Sage to be used, it may be displayed for others to see, together with your name and associated Instagram, Twitter, Facebook or other (if applicable) profile information (such as your handle and profile picture). Sage is under no obligation to display, feature or use any Submission, but may do so at its sole discretion. WHEN YOU MAKE ANY SUBMISSION TO A SITE OR AN APP OR RESPOND WITH THE HASHTAG #Sage YOU AGREE TO BE BOUND BY THE TERMS OF THIS USER AGREEMENT.

b) Non-Confidentiality of Your User-Generated Content. Except as otherwise described in the Sites and Apps’s posted Privacy Policy or any additional terms that from time to time may apply, you agree that (a) your User-Generated Content will be treated as non-confidential and non-proprietary and will not be returned, (b) your User-Generated Content will only be submitted for personal, and NOT for commercial, purposes and (b) Sage does not assume any obligation of any kind to you or any third party with respect to your User-Generated Content. Upon Sage’s request, you will furnish us with any documentation necessary to substantiate these rights and verify your compliance with this User Agreement. You acknowledge that the Internet may be subject to breaches of security and that you are aware that submissions of User- Generated Content may not be secure, and you will consider this before providing a Submission of any User-Generated Content. You also acknowledge that Sage or its partners may use your Submission, and any ideas, concepts or know how contained therein, for any Sage purpose including, without limitation, developing, manufacturing, distributing and marketing products and/or services.

c) License to Sage of Your User-Generated Content. Except as otherwise described in any additional or subsequent terms (such as a contest’s official rules), which will govern the submission of your User-Generated Content, you hereby grant, and warrant and represent you have the right to grant, to Sage, and you agree to grant to Sage and its affiliated entities, partners and agents, the non-exclusive, unrestricted, unconditional, unlimited, worldwide, irrevocable, perpetual, sublicensable, royalty-free and cost free right and license to use, copy, record, distribute, translate, modify, reproduce, disclose, sublicense (through multiple levels), display, publicly perform, transmit, publish, broadcast, translate, make derivative works of, and otherwise exploit in any manner whatsoever, all or any portion of your User-Generated Content (and derivative works thereof) and Submission, for any purpose whatsoever in all formats, on or through any media, software, formula, or medium now known or hereafter developed, and with any technology or devices now known or hereafter developed, and to advertise, market, and promote the same. Without limitation, the granted rights include the right to: (a) configure, host, index, cache, archive, store, digitize, compress, optimize, modify, reformat, edit, adapt, publish in searchable format, and remove such User-Generated Content and combine same with other materials, and (b) use any ideas, concepts, know-how, or techniques contained in any User-Generated Content for any purposes whatsoever, including developing, manufacturing, and marketing products and/or services. In order to further effect the rights and license that you grant to Sage to your User-Generated Content, you also hereby grant to Sage, and agree to grant to Sage, the unconditional, perpetual, irrevocable right to use and exploit your name, persona, and likeness in connection with any User-Generated Content, without any obligation or remuneration to you. Except as prohibited by law, you hereby waive, and you agree to waive, any moral rights (including attribution and integrity) that you may have in any User-Generated Content, even if it is altered or changed in a manner not agreeable to you. To the extent not waivable, you irrevocably agree not to exercise such rights (if any) in a manner that interferes with any exercise of the granted rights. You understand that you will not receive any fees, sums, consideration, or remuneration for any of the rights granted in this section c). Subject to the rights and license you grant in this User Agreement, you retain whatever legally cognizable right, title, and interest that you have in your User-Generated Content.

d) Sage 's Exclusive Right to Manage All User-Generated Content. Sage may, but will not have any obligation to, review, monitor, display, post, store, maintain, accept, or otherwise make use of, any of your User-Generated Content, and Sage may, in its sole discretion, delete, move, re-format, remove or refuse to post or otherwise make use of User-Generated Content without notice or any liability to you or any third party. Sage reserves the right to treat User-Generated Content on the Sites and Apps as content stored at the direction of users for which Sage will not exercise control, except to block or remove content that comes to Sage’s attention and is offensive, obscene, lewd, lascivious, filthy, violent, harassing, threatening, abusive, illegal or otherwise objectionable to Sage, or to enforce the rights of third parties when notice of a violation comes to Sage’s attention. Such User-Generated Content Submission by you or others need not, however, be maintained on the Sites and Apps by us for any period of time and you will not have the right, once a Submission is submitted, to access, archive, maintain, or otherwise use such User-Generated Content on the Sites and Apps.

e) Representations and Warranties Related to Your User-Generated Content. Each time you submit any User-Generated Content, you represent and warrant that you are at least eighteen (18) years of age and are the parent or legal guardian, or have all proper consents from the parent(s) or legal guardian(s), of any minor who is depicted in or contributed to any User-Generated Content you submit, and that, as to that User-Generated Content, (a) you are the sole author and owner of the intellectual property and other rights to the User Generated Content, or you have a lawful right to submit the User-Generated Content and grant Sage the rights to it that you are granting by this User Agreement and any additional terms, all without any Sage obligation to obtain consent of any third party and without creating any obligation or liability of Sage; (b) the User-Generated Content is accurate; (c) the User-Generated Content does not and, as to Sage’s permitted uses and exploitation set forth in this User Agreement, will not infringe any intellectual property or other right of any third party; and (d) the User-Generated Content will not violate this User Agreement and will not cause injury or harm to any person.

f) Enforcement. Sage has no obligation to monitor or enforce your intellectual property rights to your User-Generated Content, but you grant Sage the right to protect and enforce its rights to your User-Generated Content, including by bringing and controlling actions in your name and on your behalf (at Sage’s cost and expense, to which you hereby consent and irrevocably appoint Sage as your attorney-in-fact, with the power of substitution and delegation, which appointment is coupled with an interest). g) It is Sage's policy not to accept or consider content, information, ideas, suggestions or other materials other than those we have specifically requested and to which certain specific terms, conditions and requirements may apply. This is to avoid any misunderstandings if your ideas are similar to those we have developed or are developing independently. Accordingly, Sage does not accept unsolicited materials or ideas, and takes no responsibility for any materials or ideas so transmitted. If, despite our policy, you choose to send us content, information, ideas, suggestions, or other materials, you further agree that Sage is free to use any such content, information, ideas, suggestions or other materials, for any purpose whatsoever, including, without limitation, developing and marketing products and services, without any liability or payment of any kind to you.

h) You further represent and warrant that your Submission does not constitute or contain software viruses, commercial solicitation, chain letters, mass mailings, or any form of “spam”. You may not use a false email address, impersonate any person or entity, or otherwise mislead Sage as to the origin of any Submission. YOU AGREE TO INDEMNIFY SAGE, ITS VENDORS, AND THIRD PARTIES SUCH AS YOTPO, INC, INSTAGRAM, LLC, TWITTER INC., FACEBOOK, INC., PINTEREST, INC., GOOGLE INC. AND OTHERS AND ANY OF OUR OR THEIR RESPECTIVE PARENTS, AFFILIATES, LICENSEES, LICENSORS, AND EACH OF OUR OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, SUCCESSORS, AGENTS AND ASSIGNS, FOR ALL CLAIMS ARISING FROM OR IN CONNECTION WITH (A) THE USE OF ANY SUBMISSION, INCLUDING, WITHOUT LIMITATION, ALL CLAIMS ARISING OUT OF OR BASED UPON COPYRIGHT OR TRADEMARK INFRINGEMENT, MISAPPROPRIATION, INVASION OF PRIVACY, DEFAMATION, RIGHT OF PUBLICITY AND/OR ANY BLURRING, ALTERATION, EDITING, MORPHING, DISTORTION, ILLUSIONARY EFFECT, FAULTY REPRODUCTION, FICTIONALIZATION OR USE IN ANY COMPOSITE FORM OF YOUR OR ANY OTHER PERSON'S OR ENTITY'S NAME, INSTAGRAM, TWITTER, OR FACEBOOK ID, PROFILE PICTURE, IMAGE, LIKENESS, COMMENTS, POSTS, STATEMENTS OR OTHER INFORMATION AND/OR THE SUBMISSION; OR (B) ANY BREACH OR ALLEGED BREACH BY YOU OF ANY OF THESE TERMS OF USE OR APPLICABLE LAWS. THE FOREGOING INDEMNIFICATION PROVISION SHALL NOT APPLY TO SAGE’S OWN NEGLIGENCE OR INTENTIONAL CONDUCT.

Each time you submit a Submission, you hereby agree to each of the forgoing terms and conditions of this User Agreement, as well as the standard Terms and Conditions posted on this Website, as the same may be modified and changed by Sage from time to time.