Consent and Release Form - Endorsers, Reviewers, Affiliates

 

NCWIT Award for Aspirations in Computing

CONSENT AND RELEASE

for Endorsers, Reviewers and Affiliate Coordinators & Committee Members

IMPORTANT - PLEASE READ THE TERMS OF THIS PARTICIPATION AGREEMENT ("AGREEMENT") CAREFULLY. BY CLICKING ON ANY "I AGREE" BUTTON, (1) YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT, AND (2) YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO ENTER INTO THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL TERMS AND CONDITIONS OF THIS AGREEMENT YOU SHOULD CLICK ON THE "CANCEL" BUTTON. IF THE PERSON EXECUTING THIS AGREEMENT IS DOING SO ON BEHALF OF AN ENTITY, THE TERM “YOU” AND ”YOUR” SHALL INCLUDE ALL EMPLOYEES, INDEPENDENT CONTRACTORS AND OTHER PERSONNEL INVOLVED IN THE ASPIRATIONS IN COMPUTING PROGRAM.

This Agreement is entered into between the National Center for Women & Information Technology ("NCWIT") and you, to (a) protect the confidentiality of Confidential Information (defined below) to be disclosed to you under this Agreement, solely for your use (the "Permitted Use") in participating in the NCWIT Award for Aspirations in Computing program (the "Award" and "Award Program", respectively) and (b) obtain your consent and release in connection with the Award Program. The Award may be implemented by NCWIT or one of NCWIT's Partner Awards Program partners (as applicable, the "Award Provider").

1. Confidentiality

(a) Confidential Information: You may from time to time during the term of this Agreement receive certain (a) confidential or proprietary information of NCWIT and/or (b) confidential and proprietary information of a third party, with respect to which NCWIT is bound by a duty of confidentiality (collectively, "Confidential Information"). Without limiting the foregoing, Confidential Information includes the NCWIT's Implementation Toolkit ("Toolkit"), the NCWIT’s Coordinator Toolkit (“Coordinator Toolkit”), the NCWIT's Aspiration Award Portal ("Portal"), information regarding the Award applicants and their applications, and information regarding NCWIT's trade secrets, technology, finances, and business.

(b) Obligations: You will not use the Confidential Information for any purpose other than the Permitted Use, and will disclose the Confidential Information only to other persons involved with the Award Program who have a need to know such Confidential Information for purposes of this Agreement and who are bound by confidentiality agreements with NCWIT. You will protect Confidential Information from unauthorized use, access, or disclosure in the same manner as you protect your own confidential or proprietary information of a similar nature and with no less than reasonable care. You will immediately notify NCWIT upon discovery of any loss or unauthorized disclosure of any Confidential Information. You will not reproduce the Confidential Information in any form except as required for the Permitted Use. Any copy of any of Confidential Information remains the property of NCWIT and will contain all confidential or proprietary notices or legends that appear on the original. You will return to NCWIT or destroy all Confidential Information in your possession or control promptly upon the written request of NCWIT or the expiration or termination of this Agreement, whichever comes first. Notwithstanding the foregoing, it is understood that you are free to use information which is generally known in the trade or industry, information which is not gained as a result of a breach of this Agreement, and your own skill, knowledge, know-how, and experience. In addition, you will be allowed to disclose Confidential Information to the extent that such disclosure is (i) approved in writing by NCWIT, or (ii) required by law or by the order or a court of similar judicial or administrative body, provided that you notify NCWIT of such required disclosure promptly and in writing and cooperate with NCWIT, at NCWIT's request and expense, in any lawful action to contest or limit the scope of such required disclosure. You acknowledge that any breach of this Section by you would cause irreparable injury to NCWIT for which monetary damages would not be an adequate remedy and, therefore, will entitle NCWIT to injunctive relief.

2. Consent and Release

In consideration for your being allowed to participate in the Award Program, you, on behalf of yourself and your representatives, heirs, successors, and assigns, hereby agree as follows:

(a) You hereby grant to NCWIT (and its representatives, successors, and assigns) the absolute, perpetual, and irrevocable right, permission, and license (but not the obligation), with the right to sublicense, to use your name, voice, persona, image, likeness, and any evaluations, feedback, and other content you provide to NCWIT (collectively, "Your Content"), in connection with providing and/or promoting the Award Program, including in any Award materials, photographs, brochures, booklets, publications, reports, promotional/publicity/advertising materials, press releases, magazines, newspapers, electronic newsletters, sound recordings, videos, films, broadcasts, and web sites in connection with the Award Program. You agree that you will not receive any compensation in connection with NCWIT's use of Your Content and have no rights to notice, review or approval regarding the use of Your Content.

(b) You hereby release, indemnify, and agree to hold harmless NCWIT and its agents, representatives, licensees, successors, and assigns, from all claims, causes of action, liability, damages, costs, losses, or expenses of any kind based upon, relating to, or arising out of your participation in the Award Program, any use of Your Content, any use of the Toolkit, the Coordinator Toolkit, or this Agreement. You understand and agree that your participation in the Award Program is not, and will not be deemed, employment or an engagement to perform any services.

(c) You hereby consent to NCWIT collecting any personal information you provide NCWIT (e.g., your name, phone number, email address, and physical address) and using that information to contact you regarding your involvement with the Aspirations in Computing program, with promotional information (e.g., about computer science education resources, opportunities, news), and for research purposes (e.g., to complete a survey or provide feedback).

3. General Provisions(a) This Agreement and any action related thereto will be governed, and interpreted by and under the laws of the State of Colorado, without giving effect to any conflicts of laws principles that require the application of the law of a different state. Each party hereby expressly consents to the personal jurisdiction and venue in the state and federal courts of Boulder County, Colorado. (b) Each party must deliver all notices or other communications required or permitted under this Agreement in writing to the other party, by courier, by certified or registered mail (postage prepaid and return receipt requested), or by a nationally-recognized express mail service. Your address for notice is the email address you provided NCWIT in registering. NCWIT's address for notice is: NCWIT, Campus Box 417, University of Colorado, Boulder, CO 80309. Each party may change its address for receipt of notice by giving notice of such change to the other party. (c) This Agreement, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without NCWIT's prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. The terms of this Agreement shall be binding upon assignees. (d) The rights and remedies provided to each party in this Agreement are cumulative and in addition to any other rights and remedies available to such party at law or in equity. (e) Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion. (f) If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of this Agreement will remain enforceable and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. (g) The term "including" means "including without limitation". (h) This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter. No modification of or amendment to this Agreement, or any waiver of any rights under this Agreement, will be effective unless in writing and signed by each party.

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Thank you for your time and energy. You are helping NCWIT reach, educate and support thousands of young women interested in computing and technology. If you have any questions, please email AiCHelp@ncwit.org. To learn more about the work of the National Center for Women & IT visit www.ncwit.org or follow us on Twitter: @NCWIT