This Intellectual Property Assignment Agreement (this "Agreement") represents a legal agreement between you, either an individual or a single legal entity ("You" or "you") and FishingBooker, Inc. having its Registered Office address at 101 West Main Street, Suite 101, Norfolk, 23510 Virginia and its affiliates and subsidiaries (collectively, "we", "us" or "Assignee"), which operates the FishingBooker ("FishingBooker") online services, available at the Website (You and FishingBooker each a "Party" and collectively the "Parties"). This Agreement governs the intellectual property rights regarding User-generated content in relation to the use of any FishingBooker online services ("Service"), the Website, and any software provided by FishingBooker, including any updates and any accompanying written documentation (collectively, the "Software"). The Software, the Platform, and the Services may be referred to as the "Products".
All other terms not defined here are defined in other parts of the Terms of Use.
By creating, uploading, or submitting Content to the Website, you acknowledge and agree that you are the sole creator and owner of the Content. You represent and warrant that the Content is original and does not infringe upon the rights of any third party. Furthermore, you hereby irrevocably assign, transfer, and convey to us (the "Assignee") all intellectual property rights, title, and interest in the Content, including but not limited to copyrights, trademarks, patents, trade secrets, and any other applicable intellectual property rights. This assignment encompasses all forms and formats of the Content, whether currently known or hereafter devised, and extends to all territories worldwide.
The Assignee shall become the sole and exclusive owner of all Intellectual Property rights in the Content, including the right to register and enforce such rights. As the Assignee, we shall have the unrestricted right to use, exploit, reproduce, distribute, publicly display, modify, adapt, create derivative works from, and otherwise exercise all Intellectual Property rights in the Content, in any media now known or hereafter devised, for any purpose, without the need for further consent, notice, or compensation to you, except as expressly provided in these Terms of Use.
You acknowledge that you shall have no further rights, title, or interest in the Content, except as expressly provided in these Terms of Use. This assignment includes the right for the Assignee to sublicense, transfer, or assign the Intellectual Property rights in the Content, in whole or in part, to any third party, without any obligation to seek additional consent from you.
Notwithstanding the above, you retain the right to use the Content for your personal, non-commercial purposes, provided such use does not infringe upon the rights of the Assignee or any third party.
By entering into this Intellectual Property Assignment Agreement, you acknowledge and agree that the Assignee has the right to register the assigned Intellectual Property rights in its own name if deemed necessary or beneficial for protection or enforcement purposes.
By entering into this Intellectual Property Assignment Agreement, you acknowledge and agree that the Assignee has the right to use your name, contact details, and any other personal data needed to register the assigned Intellectual Property rights in its own name if deemed necessary or beneficial for protection or enforcement purposes. You also acknowledge and agree to provide such information to the Assignee if deemed necessary.
The Assignee shall have the sole discretion to determine whether to pursue any registrations of the assigned Intellectual Property rights. This includes, but is not limited to, registrations with relevant governmental or regulatory authorities, such as copyright offices, trademark offices, or patent offices.
You agree to cooperate with the Assignee, as reasonably requested, in providing any necessary information, documents, or assistance required to register or maintain the assigned Intellectual Property rights. This may include providing additional details, executing documents, or taking other necessary actions to support the registration process. The Assignee shall bear all costs and expenses associated with registering the assigned Intellectual Property rights.
By accepting this Intellectual Property Assignment Agreement, you acknowledge and consent to the Assignee's right to register the assigned Intellectual Property rights in its own name, subject to the terms and conditions outlined herein.
By uploading or submitting Content to the Website, you represent and warrant that:
You shall indemnify and hold the Assignee harmless from and against any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising out of any breach of the above representations and warranties or any third-party claims related to the Content. You agree to defend the Assignee against any such claims and provide reasonable assistance in the defense of such claims. This indemnification obligation shall survive the termination or expiration of these Terms of Use.
In the event that the Assignee becomes aware of any claim, allegation, or dispute arising from the Content or its use, the Assignee shall promptly notify you and provide you with the opportunity to participate in the defense or resolution of such claim. However, the Assignee reserves the right to control the defense, settlement, or resolution of any such claim at its sole discretion.
You acknowledge that the Assignee does not guarantee the accuracy, integrity, or quality of the Content uploaded or submitted by users. The Assignee shall not be responsible for any damages or losses resulting from the use of or reliance on such Content. You understand that you are solely responsible for any Content you upload or submit to the Website and that you bear the risks associated with its disclosure and dissemination.
The Assignee reserves the right, but not the obligation, to monitor, review, or moderate the Content uploaded or submitted to the Website, and to remove or disable access to any Content that violates these representations and warranties or is otherwise objectionable. However, the Assignee does not assume any responsibility or liability for the Content, or any actions taken with respect to the Content.
The Assignee may, in its sole discretion, take appropriate legal action, including but not limited to reporting to law enforcement authorities, in response to any unauthorized use or infringement of intellectual property rights in the Content or any violation of these representations and warranties.
The Assignee acknowledges that you may be required to disclose personal information in connection with the Content or your use of the Website. The Assignee agrees to handle such personal information in accordance with its Privacy Policy and applicable data protection laws and regulations.
You understand and acknowledge that the Assignee may, in its sole discretion, refuse, delete, or remove any Content from the Website without prior notice or liability, for any reason or no reason at all.
You acknowledge and agree that the Assignee does not provide any guarantees or warranties regarding the availability, functionality, or performance of the Website or the Content. The Website and the Content are provided on an "as is" and "as available" basis, without any warranties or representations of any kind, whether express or implied.
In the event of any conflict or inconsistency between the Intellectual Property Assignment Agreement and the Terms of Use, the provisions of the Intellectual Property Assignment Agreement shall prevail to the extent they specifically relate to the assignment of intellectual property rights and ownership of the Content. This means that any terms and conditions explicitly addressing the ownership, transfer, or licensing of intellectual property rights in the Content set forth in the Intellectual Property Assignment Agreement shall take precedence over conflicting provisions in the Terms of Use.
For all other matters not explicitly covered by the Intellectual Property Assignment Agreement, including but not limited to user conduct, prohibited activities, account registration, termination, disclaimers of warranties, limitations of liability, and dispute resolution, the Terms of Use shall govern. These provisions outline the general terms and conditions that apply to your use of the Website, the rights and responsibilities of users, and the rules and guidelines that must be followed while using the Website.
By separating the Intellectual Property Assignment Agreement from the Terms of Use, this section clarifies that the provisions of the Intellectual Property Assignment Agreement have precedence when it comes to matters related to the assignment of intellectual property rights and ownership of the Content. This ensures that the specific terms and conditions regarding intellectual property are given priority and are not superseded by the more general terms and conditions outlined in the Terms of Use, which cover a broader range of topics related to the use of the Website.
By posting your Content, you acknowledge that you have read, understood, and agreed to be bound by the Terms of Use, including the provisions set forth in the Intellectual Property Assignment Agreement.
These Terms are effective as of August 1, 2023.