ATTENTION!  BY CLICKING THE “AGREE” BUTTON YOU ARE ENTERING AN ELECTRONIC SIGNATURE TO THE FOLLOWING AGREEMENT (THIS “AGREEMENT”) PURSUANT TO APPLICABLE LAW AND EACH TIME YOU UPLOAD CONTENT (AS DEFINED BELOW), YOU WILL BE REAFFIRMING SUCH AGREEMENT.

You must be, and represent and warrant that you are, of legal age (18 years of age or older or, if you have parental consent, 13 years of age or older). By clicking “Agree” and using this website and/or providing your contact information (e.g. email, phone number, name, address, etc.) and/or any “Content” (as defined below) you are representing that you are 18 years of age or older or, if you are 13 years of age or older, that you have permission from your parent, legal guardian, and/or any applicable third party to use the Content you are submitting.

Any text, footage, photographs, videos, social media posts (including without limitation any content posted by you to Instagram, Facebook, Snapchat, Tiktok, Etc.), artwork, ideas, questions, reviews, comments, quotes, stories, answers, opinions, suggestions or other content or written material (in each case, actual and/or paraphrased), as well as your likeness, image, appearance, name (including nicknames), biographical information, voice, and other indicia identifying you, that you submit or post to the 2022 Yearbook website or otherwise provide to us are referred to as “Content.”

By sharing, submitting or uploading any Content, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, you grant XQ Institute (the “Company”) and its parents, affiliates, subsidiaries, successors, assignees, designees and licensees (collectively, the “Parties”) the absolute and irrevocable right and permission to use worldwide, perpetually, on a sublicensable and transferable basis (through several tiers) and without any additional compensation, royalty or other payment, to use, reproduce, print, broadcast, synchronize, telecast, copy, distribute, display, publish, perform, sell, transmit, adapt, translate, edit, modify, clip, revise, reverse-engineer, disassemble, create derivative works from, and/or otherwise exploit, each in its sole discretion, in any manner, in whole or in part, modified and/or adapted, alone or accompanied by other material (the “Materials”), your Content in any media and by any means, in each case, existing now or created in the future, including without limitation in connection with the 2022 Yearbook initiative, and in connection with the advertising, marketing, publicity and promotion thereof and any institutional advertising on behalf of the Parties.

You hereby waive any rights to approve any Materials, use of the Materials, and/or the use of the Content.  You agree that all right, title and interest in and to the Materials, including the copyrights therein, shall vest exclusively in the Company.  If and to the extent that the foregoing provisions do not operate to vest fully and effectively in the Company, all or any of such rights, then you irrevocably grant, vest and assign the Company with all rights of every kind and nature, now known or hereafter devised in and to the Materials throughout the universe, in perpetuity.  You hereby irrevocably make, constitute and appoint the Company or any of its officers or designees your true and lawful attorney-in-fact in the name of the Company to enter into and perform such agreements as may be necessary in order to carry out the terms, covenants and conditions of this Agreement. Any assignment to the Company of the Materials includes all rights of attribution, paternity, integrity, modification, disclosure and withdrawal, and any other rights throughout the world that may be known as or referred to as “moral rights,” “artist’s rights,” “droit moral,” or the like (collectively, “Moral Rights”).  To the extent that Moral Rights cannot be assigned under applicable law, you hereby waive and agree not to enforce any and all Moral Rights, including, without limitation, any limitation on subsequent modification, to the extent permitted under applicable law.

By clicking “Agree”, you acknowledge and agree that you are solely responsible for all the Content that you make available through this website. Accordingly, you represent, warrant and covenant that: (1) you have all rights, licenses, consents, and releases necessary to grant the Parties the required rights to disseminate any Content; (2) neither your Content nor your posting, uploading, publication, submission or transmittal of this Content or the Parties’ use of your uploaded Content (or any portion thereof) on, through or by the means, will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights or rights of publicity or privacy, or result in the violation of any applicable law or regulation or violate any proprietary right, or other common-law or statutory right of any person, firm, or corporation, or require the consent of any third-party; (3) you have the full right and authority to enter into this Agreement and grant all of the rights and assume all of the obligations set forth herein; (4) you will not hold any of the Parties responsible for any claim or liability resulting from the use of the Materials and/or the Content in accordance with the terms hereof, including, but not limited to, claims in the nature of violation of the right of privacy or publicity, defamation, disparagement, slander, false light, false endorsement or the like, (5) the use of the Content and the Materials by the Company Parties will not conflict with any obligations you may have with any third party; and (6) you will not object to, interfere with, seek injunctive or other equitable relief, or otherwise inhibit use of the Materials and/or the Content by any of the Parties. More specifically, and without limitation, you shall not:

• Upload, or otherwise make available, files that contain images, photographs, software or other material protected by intellectual property laws, including, by way of example, and not as limitation, copyright or trademark laws (or by rights of privacy or publicity) unless you own or control the rights thereto or have received all necessary consents to do the same.
• Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (including the rights of privacy and publicity) of others.
• Upload, post, email, transmit, or otherwise make available any unlawful, inappropriate, defamatory, obscene, pornographic, vulgar, offensive, fraudulent, false, misleading or deceptive content or message.
• Promote or engage in discrimination, bigotry, racism, hated or harassment against any individual or group.

You hereby agree to not to sue and irrevocably and unconditionally release, waive and forever discharge the Parties and each of their past, present and future parents, subsidiaries (whether or not wholly-owned), affiliates, divisions, agents, representatives, employees, successors and assignees, jointly and individually, (hereinafter collectively referred to as “Releasees”), from any and all manner of liabilities, claims and demands of any kind or nature, whatsoever, in law or equity, whether known or unknown, which you (or your assigns, agents and/or representatives) ever had, now has, or in the future may have against the Releasees, including, but not limited to claims arising out of or related to the uses described herein or your participation thereof.

You hereby irrevocably and forever expressly waive all rights that you may have arising under California Civil Code Section 1542 (“Section 1542”) and all similar rights under the laws of any other applicable jurisdictions with respect to the release granted by you pursuant to this Agreement. You understand that Section 1542 provides that:

“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”

Please note not all Content submitted will be used, there is no guarantee your Content will be featured. The Parties will not have any obligation to hold any Content in confidence or compensate you or anyone else for its use. The Parties have the right to remove or edit any Content for any reason or no reason at all. All submissions are subject to the Company’s Terms of Use and Privacy Policy. Submissions must be in compliance with the Company’s Terms of Use and Privacy Policy to be valid; those not in compliance therewith will be considered invalid and may be removed.

You acknowledge and agree that your participation in activities related to the 2022 Yearbook initiative is completely voluntary and shall not constitute you as an employee of the Company, any Company Party, or any of their vendors or agents, for any purpose whatsoever. You have carefully and thoroughly read, understood and approved this Agreement before executing it, and you agree to be bound by all its provisions.  You understand that the Company is relying on the foregoing permission and release, and will incur substantial expense in reliance thereon.  This Agreement contains the entire understanding between the parties regarding the subject matter hereof and supersedes all prior understandings.  No waiver, modification or additions to this Agreement shall be valid unless in writing and signed by both parties hereto.  Each party hereto hereby waives the application in connection with the interpretation and construction of this Agreement of any law to the effect that ambiguous or conflicting terms or provisions contained in this Agreement shall be interpreted or construed against the party whose attorney prepared this Agreement.  In the event that any provision of this Agreement or the application thereof becomes or is declared by a court of competent jurisdiction to be illegal, void or unenforceable, the remainder of this Agreement will continue in full force and effect and the application of such provision will be interpreted so as reasonably to effect the intent of the parties hereto. The parties further agree to replace such void or unenforceable provision of this Agreement with a valid and enforceable provision that will achieve, to the greatest extent possible, the economic, business and other purposes of such void or unenforceable provision.  This Agreement shall be governed by the laws of the State of California without regard to its choice of law and/or conflict of law principles and each party submits to the exclusive jurisdiction and venue of an appropriate state or federal court sitting in San Francisco County in the State of California for any action or proceeding arising out of or relating to this Agreement.  In the event of any conflict between this Agreement and the Terms of Use of this website, the terms of this Agreement shall govern and control.

By submitting your information and photo, you agree that your information will be included in a public, searchable directory. Specifically, your name, school, state, and graduation year will be visible to others who view our directory. If you want to opt out of this directory, please email [email protected] with the subject line “XQ Yearbook Directory Opt-Out.”

IF YOU DO NOT AGREE TO THE FOREGOING, PLEASE DO NOT CLICK “AGREE” OR UPLOAD ANY CONTENT.