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CROPPED- project rainbow

Project Rainbow Terms & Conditions

Photo: Walter Wlodarczyk
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Thank you for your interest in Project Rainbow! Once you have reviewed the Terms & Conditions, click the button at the bottom of this page to agree and download the tool kit.

  1. I understand that by clicking “I Agree” below, I am entering into a non-exclusive, royalty-free license to use the artwork and/or logos (“Material”) accessed from this page to celebrate World Pride in 2019.
  2. My use of the Material is subject to my full compliance with all of these terms (“Terms”).
  3. If I do not fully comply with the Terms, this license can be terminated immediately and I will immediately stop using the Materials.  My failure to do so will result in immediate and irreparable harm to the City of New York and NYC & Company (“Licensors”).
  4. I acknowledge and agree that all of the Materials are owned by me (or my Company) and that my use of the Materials will inure to the benefit of Licensors.
  5. I agree that I will not do anything inconsistent with Licensors’ ownership of the Material; will not further license the Material; will not use the Material for any commercial purpose, product produced for sale nor will I further license or sublicense the Material; I will not use the Material in any manner that is illegal or illicit and I will not use in any manner that is disparaging or offensive to the Licensors or Pride; and I will not alter, change or modify the Material or add my own designs, branding, logo, trademark or service mark to the Material without submitting to NYC & Company for approval.
  6. I will use the Material only in the format available for download and for the purposes allowed and credit the Licensors as owners of the Material in uses that I make (as space permits on the item of anything it is distributed with) with the following legend: “The NYC design and the Pride design are the property of the City and/or NYC & Company and may not be used without permission. © 2018.  For approvals send an email to membershipinfo@nycgo.com
  7. I will use the Material only for the list of acceptable items and source any items through manufacturers and distributors approved by NYC & Company and listed here within the toolkit and agree to the terms for suppliers set forth herein.
  8. This license is governed by the laws of the State of New York without regard to its choice of law rules and I agree to submit to the jurisdiction of courts located in New York City in the event of a dispute
  9. All items to which the Materials are applied will [be intended only for use by adults] meet or exceed any local, state or federal regulations that may apply.  For example, jewelry, buttons, pins, flags must comply with relevant Consumer Product Safety Commission https://cpsc.gov/Business--Manufacturing/Business-Education or ASTM Guidelines to which the CPSC may refer manufacturers or distributors for particular products.  For example,  pins or jewelry intended for adults:  https://www.astm.org/Standards/F2999.htm or pins or jewelry intended for children: https://www.astm.org/Standards/F2923.htm.
  10. All items to which the Materials are applied will be safe for their intended use.
  11. All items to which the Materials are applied will be sourced or made in manufacturing facilities that comply with standards that protect the health and safety of their workers, pay minimum wages, do not used forced or child labor, do not discriminate based on the personal characteristics of employees and do not abridge their associational or speech rights.
  12. If the Materials are applied to items intended for distribution, you will be responsible for defending and indemnifying the Licensors to the fullest extent permitted by law for any claims, judgments, demands, causes of action, damages, losses, costs and expenses, including but not limited to reasonable attorneys’ fees, which may be made or asserted in connection with the manufacture, design, distribution, advertising, promotion of the use of any items to which the Materials are applied whether or not such use complied with the Terms of this license.
  13. During the term of this license and for a period of three (3) years after the last date of distribution of any item to which the Materials are applied, you will carry commercial general liability insurance, including but not limited to product liability coverage, with insurer(s) that may lawfully issue the required policy and have an A.M. Best rating of at least A-/”VII”, a Standard & Poor’s rating of at least A, a Moody’s investors service raring of at least A3, a Fitch Rating of at least A-, or a similar rating by any other nationally recognized statistical raring organization acceptable to the City.  The commercial general liability insurance must: (a) be in an amount of at least one million dollars ($1,000,000) per occurrence for bodily injury and property damage, one million ($1,000,000) for personal an advertising injury, two million dollars ($2,000,000) policy aggregate, and two million dollars ($2,000,000) products/competed operations; (b) be at least as broad as that provided by the latest edition of either ISO form CG 20 26 or ISO form CG 20 36.  Policies of insurance provided pursuant to these Terms/Agreement shall be primary and non-contributing to any insurance or self-insurance maintained by Licensors.  Each year such insurance is required, you shall provide Licensors with a Certificate of Insurance, which certifies the issuance and effectiveness of such policies of insurance, each with the specified minimum limits, and the required additional insured endorsements, accompanied by either a duly executed “Certification by Insurance Broker or Agent” in the form required by the Licensor, or certified copies of all policies referenced in such Certificate of Insurance.  In the event that you fail at any time to carry insurance as required herein, you shall immediately notify Licensors thereof and Licensors shall have the right to terminate the license issued under these Terms/this Agreement.  Whenever notice of occurrence, claim or suit to an insurance company is required under any such policy, you shall provide timely notice thereof on behalf of Licensors, including their officials and employees, and shall promptly send a copy of such notice(s) to Licensors.  The copy of such notice to NYC & Company shall be sent to its General Counsel, NYC & Company, Inc., 810 Seventh Avenue, 3rd Floor, New York, New York 10019 and to c/o Insurance Claims Specialist, Affirmative Litigation Division, New York City Law Department, 100 Church Street, New York New York 10007.  The existence of such insurance shall in no way limit Licensors’ rights under these Terms/this Agreement, at law or in equity, including tights to be indemnified under these Terms/this Agreement.

 

You waive all rights against the Licensors, including their official and employees, for any damages or losses that are covered under any insurance required by these Terms/this Agreement (whether or not such insurance is actually procured or claims are paid thereunder) or any other insurance applicable to your operations.

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