Stay Well NYC Pledge: Terms and Conditions

Terms and Conditions

The Terms & Conditions of the Stay Well NYC Pledge (“The Program“) are as follows:

1. You (the “Company”) understand that by clicking “Agree and Download” below, Company is agreeing to these Terms.  By agreeing to the Terms, Company is granted a non-exclusive, royalty-free license to use the artwork and/or logos (“Material”) accessed from this page to show that the Company has taken the pledge which is further described in the toolkit (the “Pledge”)
2. Company’s use of the Material is subject to it’s full compliance with all of the Terms.
3. If Company does not fully comply with the Terms, this license can be terminated immediately and Company will immediately stop using the Material.  Company’s failure to do so will result in immediate and irreparable harm to NYC & Company (“Licensor”) and the City of New York.
4. Company acknowledges and agrees that all of the Material is owned and/or controlled by the Licensor and is part of the Program.   Company’s use of the Material will inure to the benefit of the Licensor.
5. Company agrees that it will not do anything inconsistent with the Licensor’s ownership of the Material; will not further license or sublicense the Material; will not use the Material for any product or commercial purpose; Company will not use the Material in any manner that is illegal or illicit and it will not use in any manner that is disparaging or offensive to the Licensor or the City of New York; and Company will not alter, change or modify the Material or add other designs, branding, logo, trademark or service mark to the Material. Company will use the Material only in the format available for download and for the purposes allowed by Licensor.
6. Company will use the Material only for the list of acceptable items and source any items through manufacturers and distributors listed here within the toolkit (or as otherwise approved) and agrees to the terms on behalf of its suppliers as set forth herein.
7. This license is governed by the laws of the State of New York without regard to its choice of law rules and Company agrees to submit to the jurisdiction of courts located in New York City in the event of a dispute.
8. Company understands that it is fully responsible for upholding the Pledge if it uses the Material.  Company will only use the Material if it fully complies with and is committed to taking and acting on the Pledge.  By taking the Pledge, Company is helping to ensure wellness and safety by following public health protocols and helping the five boroughs reopen responsibly. Company understands that by taking this Pledge, it is representing that it will comply with the health and safety guidelines set by New York State and the City of New York as part of New York’s reopening plan.
9. All items to which the Materials are applied will be safe for their intended use and meet or exceed any local, state or federal regulations that may apply.
10. Company will be responsible for defending and indemnifying the Licensor and the City of New York 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 your organization or Company’s negligence, willful misconduct or breach of these Terms.