Terms and Conditions for the Agentdraw Young Designer Competition
1.
Interpretation
1.1
The definitions and rules of interpretation in this condition apply in these terms and conditions.
Agentdraw: Agentdraw Limited (company number 02585098) whose registered office is at Mayfield & Co, 27 The Crescent, King Street, Second Floor, Leicester, LE1 6RX.
Competition: the Agentdraw Young Designer Competition 2010.
Entrants: All persons who enter the Competition do so in accordance with these terms and conditions.
Intellectual Property: means any patents, trade marks, service marks, registered designs, utility models, design rights, copyright (including copyright in computer software), database rights, semi-conductor topography rights, inventions, trade secrets and other confidential information, know-how, business or trade names (including internet domain names and e-mail address names) and all other intellectual and industrial property and rights of a similar or corresponding nature in any part of the world, whether registered or not or capable of registration or not and including the right to apply for and all applications for any of the foregoing rights and the right to sue for infringements of any of the foregoing rights.
Product: A product designed by an Entrant for entry in the Competition.
1.2
Headings in these conditions shall not affect their interpretation.
1.3
Any obligation in these terms and conditions on Entrants not to do something includes, without limitation, an obligation not to agree, allow, permit or acquiesce in that thing being done.
1.4
These terms and conditions shall prevail over any inconsistent terms and conditions.
1.5
By entering the Competition, Entrants acknowledge acceptance and understanding of these Terms and Conditions in full.
2.
Eligibility
2.1
Entrants must be aged 25 or under order to enter the Competition and have the following skills to complete the product design process:-
(a)
Concept design;
(b)
Market research;
(c)
Design development;
(d)
CAD design;
(e)
Technical design; and
(f)
Production ready manufacturing data.
2.2
Prior to entering the Competition, Entrants may be required by Agentdraw to produce evidence to show satisfaction of any of the requirements in 2.1.
2.3
Agentdraw reserves the right to refuse Entrants entry into the Competition on the ground(s) that they do not meet some or all of the requirements in 2.1.
2.4
Entry is prohibited to employees of Agentdraw and agencies working on behalf of Agentdraw.
2.5
Entrants must work on their own throughout the Competition and not employ any professional or non-professional help.
3.
The Product
3.1
The Product brief is that the Product must be:
(a)
Useful;
(b)
Original;
(c)
Non-electronic;
(d)
No bigger than 400 mm x 400 mm x 400 mm;
(e)
Commercial;
(f)
Have a mass market in either the retail or industrial sectors; and
(g)
Should ideally (although no necessarily exclusively) use plastic parts.
4.
Competition Stages
4.1
The Competition will consist of the following stages:
(a)
The concept design stage (stage 1). This will require Entrants to show a basic idea presentation to Agentdraw on no more than 1 A4 sheet of paper. The design concept of the Product should be presented in sketch form and hand renderings only. No computer assistance will be allowed at this stage; and
The market research stage. This will require Entrants to provide market research information to support the market size and requirement for the Product. This information is to be provided on no more than 1 A4 page and may contain text, statistical information and pictures.
Deadline – end of March.
(b)
The design development stage (stage 2). This will require Entrants to develop the development of the Product into digital format, consideration to the engineering and manufacturing requirements must be applied at this stage and attention must be given to possible routes to prototyping and testing.
Deadline – end of April.
(c)
The interview and pitch stage (stage 3). The successful Entrants will be required to make a formal pitch in person of no more than 10 minutes. This will take place at the Plastic Design & Moulding Show (PDM) on 18-20 May 2010. Anyone unable to attend PDM can pitch via Skype. This pitch will be made to the judging panel. This pitch will be filmed and placed on the web site and YouTube. Target of 30 Entrants at this stage.
(d)
The engineering for prototyping stage (stage 4). The successful Entrants will be tasked with preparing data for prototyping which will be assessed for quality and accuracy.
Deadline – mid July. Target of 12 Entrants at this stage.
(e)
The prototyping stage (stage 5). At this stage the successful Entrants will have their Products prototyped and evaluated.
Deadline – beginning of August. Target of 6 Entrants at this stage.
(f)
The engineering for manufacture stage (stage 6). The successful Entrants will be required to develop their designs for manufacture, this will require the data to be accurate, tolerances applied, final material selections made, surface finishes specified, everything required to produce the Product must be supplied.
Deadline – beginning of September. Target of 3 Entrants at this stage.
5.
Judging Process
5.1
Throughout stage 1 to 2 of the Competition stages as referred to at clause 4.1 (a) – (b), Entrants will be judged by a panel of judges which will include some high profile designers in the UK and the management of Agentdraw.
5.2
Throughout stages 3 – 6 of the Competition stages as referred to at clause 4.1 (c) – (f), Entrants will be judged by the public who will be able to vote for their favourite Product via the Competition page on Agentdraw’s web site.
5.3
Agentdraw’s judges’ decision will be final at every stage in Clause 4.1 (a)-(f). No correspondence will be entered into.
6.
Prize
6.1
The three remaining Entrants at the end of stage 6 will all attend the Plastic Industry Award(PIA) and the winning Entrant will be announced on the night.
6.2
Agentdraw agrees to cover the expenses of the three remaining Entrants at the end of stage 6 including the cost of the overnight event at the Park Lane Hilton Hotel, London, on Friday 1 October 2010.
6.3
Agentdraw reserves the right to change the date of the overnight event at 6.2.
6.4
The winning Entrant will have their Product marketed and, if the market demand is proven, produced by Agentdraw. This process will be recorded in graphical text and video format and be placed on the web site.
6.5
No alternative prize is available in whole or in part.
6.6
The decision of the Agentdraw judges is final. No correspondence will be entered into.
7.
Publicity
7.1
The winning Entrant and the other remaining Entrants at the end of stage 6 may be required to participate in publicity and promotional activity arising from the Competition that may result in photographs being taken and their name provided to the press and media. Agentdraw reserves the right to provide the press and media with details of the Competition and the results including, but not limited to, the winning Entrant’s story, project details, images, footage, as well as the name of the winning Entrant.
7.2
Publicity includes, without limitation, radio broadcasts, newspapers and other publications, in television or film releases, slides, videotape, distribution over the internet and picture data storage which Agentdraw may deem appropriate.
7.3
Clause 7.1 above also applies to and any future competitions as, if the Competition is successful, it may become an annual Competition, with a review of the previous year’s winning Entrant and a presentation by the previous year’s winning Entrant at the following year’s award ceremony.
8.
Intellectual Property
8.1
Entrants agree that all Intellectual Property rights which attached to the Product that they enter into the Competition will pass to Agentdraw upon Entrants’ entry into the Competition. Agentdraw will then have an unconditional and irrevocable licence to manufacture and produce the Product. The payment of any future royalty payments will be reasonably agreed between the parties.
8.2
Entrants warrant that the Product that they enter into the Competition is original and that they are the sole and exclusive owner and rights holder of the Product and that they have the right to submit the Product into the Competition and grant all required licences for the purposes of clause 8.3.
8.3
Entrants agree not to submit a Product into the Competition which:
(a)
Infringes any third party proprietary rights, Intellectual Property rights, industrial property rights, personal or moral rights or any other rights, including without limitation, copyright, trademark, patent, trade secret or confidentiality obligations; or
(b)
Otherwise violates applicable UK law. To the maximum extent permitted by law, Entrants indemnify and agree to keep indemnified Agentdraw at all times from and against any liability, claims, demands, losses, damages, costs and expenses resulting from any act, default or omission of Entrants and/or a breach of any warranty set forth in clause 8.3 hereof.
8.4
To the maximum extent permitted by law, Entrants agree to defend, indemnify and hold harmless Agentdraw, its affiliates and their respective directors, officers, employees and agents from and against any and all claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable legal costs) arising out of or accruing from:
(a)
Any material uploaded or otherwise provided by Entrants that infringe any copyright, trademark, trade secret, trade dress, patent or other Intellectual Property right of any person or defames any person or violates their rights of publicity or privacy;
(b)
Any misrepresentation made by Entrants in connection with the Competition;
(c)
Any non-compliance by Entrants with these terms and conditions; and
(d)
Claims brought by persons or entities other than Entrants arising from or related to the Entrant’s involvement with the Competition.
8.5
Agentdraw is not responsible for obtaining or verifying any Intellectual Property rights relating to the Project that has been entered by Entrants into the Competition. It is the responsibility of all Entrants to secure protection for a project which is being entered before submission. Proof of any patents, design applications or registrations, trademark applications or registrations, other rights, permissions or applications should be referred to in the entry of the Product.
8.6
Entrants must confirm that they are the legal owner of all Intellectual Property (and moral rights) in relation to the Product and, if not, that they have obtained all necessary permissions and licenses from relevant third parties. The Product must be original and not in breach of a third party’s Intellectual Property rights. If any Entrants are unable to confirm that they are the legal owner of all intellectual property (and moral rights) in relation to a Product or that they have obtained all necessary permissions and licenses from relevant third parties to Agentdraw’s satisfaction, Agentdraw reserves the right to disqualify the Entrant.
9.
Liability
9.1
Agentdraw accepts no responsibility for any damage, loss, liabilities, injury or disappointment incurred or suffered by Entrants as a result of entering the Competition or accepting the prize.
9.2
Entrants agree to indemnify Agentdraw against any third party claims that could arise from submission of the Product to the Competition.
9.3
As a condition of entering the Competition, Entrants agrees that:
(a)
Under no circumstances will they be permitted to obtain awards for any losses or damages, and they hereby waive all rights to claim punitive, incidental and consequential damages and any other damages, other than for actual out-of-pocket expenses, and waive any and all rights to have damages multiplied or otherwise increased.
(b)
Any and all disputes, claims and causes of action arising out of or connected with the Competition, or any prizes awarded, shall be resolved individually, without resort to any form of class action.
(c)
Any and all claims, judgments and awards shall be limited to actual out-of-pocket costs incurred, including costs associated with entering this contest, but in no event attorneys' fees.
9.4
Agentdraw in no way excludes its liability for death or personal injury arising from its negligence.
10.
Indemnity
10.1
Entrants shall indemnify Agentdraw against all claims, costs and expenses Agentdraw may incur and which arise, directly or indirectly, from an Entrant’s breach of any of its obligations under these terms and conditions.
11.
Personal Data
11.1
By entering the Competition, Entrants expressly authorise Agentdraw to use personal data collected during the registration process for the purposes of administering the Competition and to pass this information onto local administrators who assist Agentdraw in administering the Competition and, amongst other things, for the purpose of informing Entrants of their progression throughout the Competition and/or publicity opportunities. Agentdraw will not pass on Entrants’ details to any other third parties.
12.
Force majeure
12.1
Agentdraw shall have no liability to Entrants under these terms and conditions if it is prevented from, or delayed in performing, its obligations under these terms and conditions or from carrying out the Competition by acts, events, omissions or accidents beyond its reasonable control, including (without limitation) strikes, lock-outs or other industrial disputes (whether involving the workforce of Agentdraw or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors.
13.
Variation
13.1
Agentdraw may, from time to time and without notice, change the Competition in order to comply with any applicable safety or statutory requirements, provided that such changes do not materially affect the nature, scope of, or the charges for the Competition.
14.
Waiver
14.1
A waiver of any right under these terms and conditions is only effective if it is in writing and signed by Agentdraw and applies only to the circumstances for which it is given.
14.2
No failure or delay by Agentdraw in exercising any right or remedy under these terms and conditions or by law shall constitute a waiver of that (or any other) right or remedy, nor preclude or restrict its further exercise.
14.3
No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that (or any other) right or remedy.
14.4
Unless specifically provided otherwise, rights arising under these terms and conditions are cumulative and do not exclude rights provided by law.
15.
Severance
15.1
If any provision of these terms and conditions (or part of any provision) is found by any court or other authority of competent jurisdiction to be invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed not to form part of these terms and conditions, and the validity and enforceability of the other provisions of these terms and conditions shall not be affected.
15.2
If a provision of these terms and conditions (or part of any provision) is found illegal, invalid or unenforceable, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable or the parties shall negotiate in good faith to amend such provision such that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible, achieves the parties' original commercial intention.
16.
Entire agreement
16.1
These terms and conditions constitute the whole agreement between all Entrants and Agentdraw and supersede any previous agreements relating to the Competition.
17.
Assignment
17.1
Entrants shall not, without the prior written consent of Agentdraw, assign its rights or obligations under these terms and conditions. Entrants who have rights under these terms and conditions are acting on their own behalf and not for the benefit of another person.
18.
No partnership or agency
18.1
Nothing in these terms and conditions is intended to, or shall be deemed to, constitute a partnership or joint venture of any kind between any Entrants and Agentdraw.
19.
Rights of third parties
19.1
A person who is not a party to these terms and conditions shall not have any rights under or in connection with them.
20.
Governing law and jurisdiction
20.1
These terms and conditions, and any dispute or claim arising out of or in connection with them or its subject matter or formation, shall be governed by, and construed in accordance with, the law of England and Wales.
20.2
Entrants irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of, or in connection with, these terms and conditions or its subject matter or formation.
Solicitors
41 Friar Lane
Leicester LE1 5RB
DX : 10837 Leicester 1
Tel : 0116 2624225 Fax : 0116 2512009
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