2015 WOMEN’S HEALTH NEXT FITNESS STAR CASTING CALL
TERMS AND CONDITIONS
VOID WHERE PROHIBITED. ONLY ELIGIBLE PARTICIPATES MAY SUBMIT A SUBMISSION.
These “2015 Women’s Health Next Fitness Star Casting Call Terms and Conditions” (“Terms and
Conditions”) govern the “2015 Women’s Health Next Fitness Star Casting Call” (the “Casting Call”). By
submitting a Submission (defined below in Section 4) and participating in the Casting Call, you agree to
the Terms and Conditions, which Terms and Conditions shall be final and binding on you in all respects
concerning the Casting Call. If you do not agree to the Terms and Conditions, do not submit a
Submission or participate in the Casting Call.
1.
CASTING CALL OVERVIEW. Sponsor is conducting the Casting Call to invite Eligible
Participants (defined in Section 3) to communicate why they are the “Next Fitness Star” (defined below in
this Section 1) by submitting a Submission (defined in Section 4.1) so that Sponsor can identify one (1)
Next Fitness Star Candidate (defined in Section 5.1) who will be selected by Women’s Health as the
“Next Fitness Star” to participate in a potential Women’s Health Fitness DVD and other DVDs, webisodes,
webcasts, programs, events and/or projects as identified by Women’s Health. The “Next Fitness Star” is
a top Next Fitness Star Candidate who has a revolutionary/unique/fresh workout concept, fitness
ability/aptitude, market appeal, user/follower-base, and personality, and is appealing to the Women’s
Health’s audience. The Casting Call is only open to Eligible Participants, as determined by Sponsor in its
sole discretion. Eligible Participants can participate in the Casting Call by submitting a Submission during
the Casting Call Period (defined in Section 2).
2.
CASTING CALL PERIOD. The Casting Call begins at 12:01 AM Eastern Time ("ET") on
December 19, 2014 and ends at 11:59 PM ET on February 2, 2015. Eastern Time shall control the
Casting Call (the “Casting Call Period”).
3.
CASTING CALL ELIGIBILITY. To be eligible to participate in the Casting Call (the “Eligible
Participant” or “Eligible Participants”), you must: (i) be female, (ii) be a legal resident of the 50 United
States or District of Columbia, excluding residents of Guam, Puerto Rico and all other U.S. territories
and possessions, Canada and all other countries (the “Geographical Area”), (iii) be eighteen (18)
years of age or older and the age of majority in your jurisdiction of residence at the time of submitting your
Submission, (iv) fulfill all Submission requirements under Section , (v) not have been charged or
convicted with any state or federal crime nor engaged in any conduct of moral turpitude, (vi) not be a
member of ACTRA, SAG-AFTRA, or any other performer’s guild or union, and (vii) agree to and fully
comply with the Terms and Conditions (the “Eligibility Requirements”). Employees of Sponsor, Rodale
Inc., as well as the immediate family (spouse, parents, siblings and children) and household members of
each employee are not eligible to participate in the Casting Call. Failure to comply with these Terms and
Conditions may result in disqualification from the Casting Call. DO NOT SUBMIT A SUBMISSION IF
YOU ARE MALE, RESIDE OUTSIDE THE GEOGRAPHICAL AREA, ARE UNDER 18 OR UNDER THE
AGE OF MAJORITY IN YOUR JURISDICTION OF RESIDENCE, ARE A MEMBER OF ACTRA, SAGAFTRA OR ANY OTHER PERFORMER’S GUILD OR UNION, DO NOT OR CANNOT FULFILL ALL
SUBMISSION REQUIREMENTS, OR DO NOT AGREE TO OR CANNOT FULLY COMPLY WITH THE
TERMS AND CONDITIONS.
4.
CASTING CALL SUBMISSION REQUIREMENTS.
4.1
Submission Process. During the Casting Call Period, Eligible Participants may go to
http://thenextfitnessstar.com (“Website”), follow the instructions, and perform all of the following: (i)
completely fill out all the required fields on the submission form, including first and last name, complete
home address, daytime telephone number (including area code), date of birth, gender, and e-mail
address (the “Submission Form”), (ii) completely answer all questions within the Women’s Health Next
Fitness Star Survey” (the “Survey”), and (iii) submit a headshot, short biography (250 words or less),
short personal video showing a sample of your unique workout (the “Submission Video”), and written
description of the Submission Video that describes, in (250 words or less), why it is unique and what it is
suppose to achieve and a written explanation in 100 words or less of why you think you are the Next
Fitness Star (the “Essay”). Submission Video must demonstrate and perform a sample of your workout,
which should be no more than 3-5 minutes in length. Submission Video must be uploaded at a
YouTube.com video link available on the Website. The Submission Form, Survey, Submission Video and
Essay are collectively referred to as the “Submission” or “Submissions”. ALL SUBMISSIONS MUST BE
RECEIVED BY 11:59 P.M. ET ON FEBRUARY 2, 2015.
4.2
General Submission Requirements. No mechanically reproduced or automated
Submissions are permitted. Use of any automated system to participate is prohibited and will result in
disqualification and all such Submissions will be deemed void. Submissions will not be acknowledged or
returned. Submissions submitted by the same person in excess of the limits stated herein will be
disqualified. Submissions submitted to the Website will be deemed to have been submitted by the
authorized account holder of the e-mail address submitted at the time of the submission. “Authorized
account holder” is defined as the natural person who is assigned to an e-mail address by an Internet
access provider, online service provider or organization (e.g., business, educational institution, etc.) that
is responsible for assigning e-mail addresses for the domain associated with the submitted e-mail
address.
All Submissions must be consistent with Sponsor’s image and reputation. Submissions
cannot be offensive, as determined by Sponsor in its sole discretion and cannot: (i) include any
trademarks, service marks, logos, or copyrights or other materials not owned by you, the Eligible
Participant, or used without the owner's express written permission, in a form acceptable to Sponsor; (ii)
use another person’s name, image, likeness, or other identifiable feature without such person’s express
written permission, in a form acceptable to Sponsor; (iii) include any celebrities or public figures; (iv)
contain profanity, sexual content; content promoting alcohol, illegal drugs, tobacco, firearms, or weapons;
hateful content of any kind (including racism, sexism, etc.), or that promotes violence or harm to another
or any other offensive, obscene, or inappropriate content; (v) defame, misrepresent, or contain
disparaging remarks about other people or companies, including, but not limited to Sponsor; (vi) make
threats of any kind, harass, bully or intimidate another; (vii) contain materials personifying the names,
likenesses, photographs, personal information, or other identifying elements of any person, living, or dead
without express written permission, in a form satisfactory to Sponsor; or (viii) violate any applicable
federal, state or local laws.
By submitting a Submission, you represent and warrant that: (i) your Submission
complies with the Terms and Conditions; (ii) you are the creator of the Submission; (iii) to the best of your
knowledge, the Submission was not previously published or the winner of an award of any kind; (iv) the
Submission does not infringe or violate the rights of any third party, including but not limited to,
copyrights, trademarks, patents, trade secrets, logos, contract and licensing rights, rights of publicity or
privacy, moral rights, or any other intellectual property rights; (v) the use, exhibition, or exploitation of the
Submission by Sponsor will not require Sponsor to pay or incur any sums to any persons; (vi) you are not
a member of ACTRA, SAG-AFTRA or any other performer’s guild or union; and (vii) you obtained all
permissions necessary in connection with the Submission and, upon request, will provide those
permissions to Sponsor in a form acceptable to Sponsor. In the event any Submission does not comply
with the foregoing, Sponsor reserves the right to disqualify any such Submission.
4.3
License Grant. As between Sponsor and Eligible Participant, Eligible Participants shall
retain all ownership rights in her Submission. However, by submitting a Submission, Eligible Participants
acknowledge that, for good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the Eligible Participant grants to Sponsor and its parent corporations, subsidiaries,
affiliates, suppliers, distributors, advertising/promotion agencies, vendors, production companies, and
programming and content distributors, and the parents, affiliates, subsidiaries, licensees, successors and
assigns of all of the foregoing and each such company’s officers, directors, employees and agents
(collectively, the "Sponsor Parties") all rights in a non-exclusive, perpetual, worldwide, royalty-free, fully
paid up license to make use of and distribute the Submission, as well as the Eligible Participant’s name,
voice, likeness and appearance therein and the personally identifying information the Eligible Participant
provides on or in connection therewith, without any right of notice, approval, or additional consideration.
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5.
CASTING CALL PROCESS, REQUIREMENTS, AND CONSIDERATION.
5.1
Casting Call Process. The Casting Call involves the following four phase process
(“Phase One,” “Phase Two,” “Phase Three,” and “Phase Four” and, collectively, the “Phases”):
a.
Phase One: On or about March 2, 2015, Sponsor, from among all Submissions
submitted by an Eligible Participant who satisfies the Eligibility Requirements (“Phase One Participants”),
will review the Submissions and identify five (5) Phase One Participants to participate in Phase Two of
the Casting Call to be the Next Fitness Star (“Next Fitness Star Candidate” or “Next Fitness Star
Candidates”). Sponsor may request that the Phase One Participants participate in a telephone interview
for Sponsor to identify the Phase One Participants who will be a Next Fitness Star Candidate and all
Eligible Participants agree to participate in any requested telephone interview. On or about March 9,
2015, Sponsor will notify those Phase One Participants who were selected as a potential Next Fitness
Star Candidate by e-mail or telephone, using the information provided on the Submission (“Phase Two
Notification”).
b.
Phase Two: After potential Next Fitness Star Candidates receive the Phase Two
Notification, they will then have twenty-four (24) hours to respond to Sponsor’s notification to confirm
each Next Fitness Star Candidate will participate in Phase Two and Phase Three of the Casting Call
(“Next Fitness Star Candidate Confirmation”). Sponsor will send to each Next Fitness Star Candidate by
email or by postal mailing and/or Federal Express, at the email address and/or home address provided on
the Submission, an Affidavit of Eligibility, Release of Liability, Confidentiality Agreement, and Appearance
Release (“Affidavit and Release”), unless prohibited by law, and any other documentation that Sponsor
requires (the “Affidavit Materials”). In order to receive the Next Fitness Star Candidate Consideration
(defined in Section 5.3 below) and move to Phase Three, the Next Fitness Star Candidate must sign and
return to Sponsor a notarized Affidavit and Release along with any Affidavit Materials within (5) days from
the date Sponsor provides the Affidavit and Release. In the event: (i) a potential Next Fitness Star
Candidate does not want to participate in Phase Three and Phase Four of the Casting Call, (ii) a potential
Next Fitness Star Candidate does not want to perform the Next Fitness Star Candidate Requirements
(defined in Section 5.2), (iii) a potential Next Fitness Star Candidate cannot be reached for whatever
reason after a reasonable effort has been exerted based on the information stated in the Submission, (iv)
a potential Next Fitness Star Candidate fails to comply with the above or within any of the aforesaid time
periods, (v) a potential Next Fitness Star Candidate is found to be ineligible to participate in the Casting
Call, (vi) a Next Fitness Star Candidate cannot or does not comply with the Terms and Conditions, (vii) a
Next Fitness Star Candidate’s Phase Two Notification is returned as undeliverable for whatever reason,
or (viii) a potential Next Fitness Star Candidate fails to fulfill the Affidavit and Release or Affidavit Material
related obligations, said potential Next Fitness Star Candidate shall be disqualified from the Casting Call.
After Sponsor receives Next Fitness Star Candidate Confirmation and confirms compliance with the
Phase Two requirements, including return of the Affidavit and Release and any Affidavit Materials, the
Next Fitness Star Candidate will then be required to provide any additional information and undergo
additional screening, as requested by Women’s Health in its sole discretion, including, but not limited to, a
criminal background check, background check and/or personal records check (“Screenings”). After
complying with all of the foregoing and successful Screenings, you will be an official Next Fitness Star
Candidate.
c.
Phase Three: After the Next Fitness Star Candidate’s participation in the
photo/video shoots described in Section 5.2), each Next Fitness Star Candidate shall participate in public
voting from on or about June 22, 2015 to on or about August 3, 2015 at http://thenextfitnessstar.com
whereby members of the public will have the opportunity to review the Next Fitness Star Candidates’
Submissions, workout and photo/video shoots, the Videos (defined in Section 5.2.a), and vote for the
Next Fitness Star Candidate he/she believes best represents the Next Fitness Star. Any use of robotic,
macro, automatic, programmed, purchased or similar voting methods in connection with the public voting
will void all such votes. SUBMISSION POSTED TO THE WEB SITE WILL NOT BE EDITED BY
SPONSOR AND ARE THE VIEWS/OPINIONS OF THE INDIVIDUAL ELIGIBLE PARTICIPANT AND DO
NOT REFLECT THE VIEWS OF SPONSOR IN ANY MANNER.
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d.
Phase Four: On or about August 10, 2015, Sponsor, as well as potential
celebrity judge(s), shall select, from among the Next Fitness Star Candidates, one (1) Next Fitness Star
Candidate to be the Next Fitness Star based on a combination of: (i) the Next Fitness Star Candidate
Submission that the editors of Women Health and the celebrity judging panel believe best exhibits the
Next Fitness Star: a revolutionary/unique/fresh workout concept, fitness ability/aptitude, market appeal,
user/follower-base, and personality, and is appealing to Women’s Health’s audience, and (ii) the results
of Phase Three. On or about August 10, 2015, Sponsor will notify the selected Next Fitness Star
Candidate by e-mail or telephone, using the information provided on the Submission, that he/she was
selected as the Next Fitness Star, subject to any further Screenings Women’s Health may require.
Sponsor reserves the right to announce the selected Next Fitness Star Candidates on live TV, the details
of which will be posted on the Website. In order to participate as the Next Fitness Star, the selected Next
Fitness Star shall be required to sign and return to Sponsor an exclusive Publicity Release, Participation,
Talent and Video Agreement, in the form satisfactory to Rodale within its sole discretion, including a noncompetition provision and exclusive right of first negotiation and/or right of first refusal concerning or
relating to the Casting Call or Next Fitness Star (the “Agreement”) and any other documents or
information and participate in any Screenings required by Sponsor. Any selected Next Fitness Star who
does not sign the Agreement, provide other documents or information and/or participate in any
Screenings will be disqualified and Sponsor reserves the right to select an alternate Next Fitness Star
from among the remaining Next Fitness Star Candidates.
During all Phases of the Casting Call you may be contacted by Sponsor, or an agent or employee of
Sponsor, and be required to execute additional documents, provide additional information and undergo
Screenings, including without limitation a background and/or personal records check, in order to advance
further in the casting process. Sponsor reserves the right to ask for additional documentation, waivers,
releases, permissions and signatures to confirm eligibility and for any other purpose relating to the
Casting Call and use of the Submission.
5.2
Requirements. The requirements for the Next Fitness Star Candidate and the Next
Fitness Star are as follows:
a.
Next Fitness Star Candidate Requirements.
Each Next Fitness Star
Candidate shall be required to perform the following: (i) participate in a photo and/or video shoot
tentatively scheduled between April 1, 2015 and April 12, 2015 (or such other date identified by Sponsor
within its sole discretion) in New York, New York at a time and location to be identified by Sponsor in its
sole discretion, during which time each Next Fitness Star shall perform, demonstrate and instruct the
workout/fitness content depicted in her Submission Video and such performance, demonstration and
instruction of the content from the Submission Video by each Next Fitness Star Candidate while recorded,
videotaped, filmed, and/or photographed by Rodale or its contractors or subcontractors to create one (1)
short video per each Next Fitness Star Candidate and photographs for use in connection with Women’s
Health, (ii) develop, create and provide to Rodale five (5) units of new, original fitness custom content
consisting of workouts, poses, fitness or exercise plans, techniques, programming, and other materials, of
five to ten minute in duration (“Candidate Content”), which Candidate Content will be recorded,
photographed, videotaped or otherwise recorded by Sponsor in Next Fitness Star Candidate’s place of
residence during the week of on or about April 27, 2015 to create videos (“Workout Videos”) that shall be
organized and/or edited by Rodale and displayed on video gallery or galleries on the Website, (iii)
participate in all Phases of the Casting Call, (iv) participate in Women’s Health events, programs, photo
or video shoots, publicity appearances, perform/conduct/instruct fitness classes and such other activities
as may be requested by Women’s Health, (v) attend and teach a workout group at a news event titled
“Next Fitness Star Live in June, 2015”, (vi) participate in press related appearances (national and/or
local), as identified by Sponsor in its sole discretion, and (vii) fully sign the Affidavit and Release
described in Section 5.1(b) and any other documents as may be required by Rodale, all in the form that is
satisfactory to Rodale, submit to any Screenings, and provide any and all other documentation required
by Rodale (“Next Fitness Star Candidate Requirements”). The Workout Videos and videos described in
Section 5.2a(i) are collectively referred to as the “Videos”. The services, results and/or any works
provided or created by Next Fitness Star Candidate in connection with the Next Fitness Star Candidate
Requirements, including, but not limited to, the Candidate Content, are collectively referred to as the
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“Next Fitness Star Candidate Work”. By submitting a Submission, you agree to comply with the Next
Fitness Star Requirements.
b.
Next Fitness Star Requirements. The Next Fitness Star shall be required to
perform the following: (i) all Next Fitness Star Candidate Requirements, (ii) participate in photo and/or
video shoots depicting Next Fitness Star fitness activities and workouts and/or other activities as directed
by Women’s Health, on dates, times and at locations identified by Women’s Health, in its sole discretion,
for the creation, production, distribution and/or sale of DVDs, including Women’s Health fitness DVDs,
webcasts, photos, videos and any other forms of media, (iii) design and lead a potential custom Women’s
Health and/or Next Fitness Star branded workout DVDs and participate in potential (such opportunities
determined within Women’s Health’s sole discretion) photo and/or video shoots depicting Women’s
Health Next Fitness Star fitness activities and workouts and other activities as directed by Women’s
Health, on dates, times and at locations identified by Women’s Health, in its sole discretion, including for
the potential creation, production, distribution and/or sale of DVDs, including, but not limited to, Women’s
Health fitness DVDs, webcasts, webisodes, photos, videos and any other forms of media, (iv) opportunity
to potentially participate (which opportunity is subject to Sponsor’s sole discretion) in a potential editorial
feature in the Women’s Health January/February 2016, (v) potential opportunity for the Next Fitness
Star’s winning Video Submission to be utilized/incorporated at a health club, (vi) participate in the
promotion of the DVD in any form of medium (print, online, digital, social media), (vii) participate in press
related appearances (national and/or local), as identified by Sponsor in its sole discretion, and (viii) fully
sign the Agreement described in Section 5.1(d) and any other documents as may be required by Rodale,
all in the form that is satisfactory to Rodale, submit to any Screenings, and provide any and all other
documentation required by Rodale (“Next Fitness Star Requirements”). The services, results and/or any
works provided or created by Next Fitness Star in connection with the Next Fitness Star Requirements,
including, but not limited to, the Candidate Content, are collectively referred to as the “Next Fitness Star
Work”. By submitting a Submission, you agree to comply with the Next Fitness Star Requirements.
c.
Endorsements. If any participant in the Casting Call, including Next Fitness Star
Candidate and/or Next Fitness Star make any statements that promote Women’s Health and its publisher,
Rodale, or any Rodale advertiser and/or each of their respective products or services, Next Fitness Star
Candidate and/or Next Fitness Star, as applicable, must: (i) only make statements that reflect her honest
beliefs, opinions, or experiences, (ii) not make any deceptive or misleading claims about Women’s
Health’s products or services, (iii) not make any claims about Women’s Health’s products or services that
are not substantiated (i.e., adequate proof exists to back-up the claim), (iv) not engage in any
communication that is defamatory or infringes upon the intellectual property or privacy and publicity rights
of others; (v) not make offensive comments that have the purpose or effect of creating an intimidating or
hostile environment, including telling lies or spreading rumors about Women’s Health or its publisher,
Rodale or its officers, directors, shareholders or competitors, (vi) not use ethnic slurs, personal insults,
obscenity or other offensive language; and (vii) not make any comments or post any content that in any
way promotes unsafe activities that could lead to an unsafe situation involving Women’s Health or Rodale
or their customers or other individuals. Participants must comply with all applicable Federal Trade
Commission rules and regulations, including without limitation the FTC Endorsement and Testimonial
Guidelines.
Next Fitness Star Candidate and/or Next Fitness Star, as applicable, must disclose the
material connections between Next Fitness Star Candidate and/or Next Fitness Star, as applicable, and
Women’s Health and its publisher, Rodale in all statements concerning Women’s Health and its products
or services; specifically, Next Fitness Star Candidate and/or Next Fitness Star must use the following
disclosure:
“I am participating in the Next Fitness Star Casting Call,” “I am a Next Fitness Star
Candidate” “I receive products/services from Women’s Health” or “Ad”.
d.
Restrictions. During the Casting Call, Next Fitness Star Candidate and Next
Fitness Star, as applicable, shall not make or participate in any appearances, publicity or public relations
events, events, endorsements, advertisements, promotions or other activities or otherwise support or
endorse any person or business engaged or otherwise involved in any of the following industries,
businesses or activities: (i) tobacco including cigarettes, cigars, chewing tobacco, pipe tobacco,
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smokeless tobacco, electronic cigarettes, and any items related to the use of tobacco; (ii) any alcohol or
liquor, including beer and wine; (iii) obscenity, including any pornographic products, movies and other
associated items, including X-rated telephone chat lines and direct-mail dating services; (iv) weapons and
firearms, including guns, knives and other militaristic item; and (v) questionable health and fitness
products, including, but not limited to hair-loss cures, miracle weight-loss pills, cellulite creams and ads for
unproven products.
e.
Grant of Rights and Ownership. Next Fitness Star Candidate and/or Next
Fitness Star, as applicable, hereby irrevocably assigns and grants to Rodale, its agents, and others
working for it or on its behalf, and any of Rodale’s affiliates, successors, assigns, transferees, licensees,
and sublicensees, the absolute, exclusive and perpetual right and permission throughout the universe, to
use, record, photograph, perform, translate, license, publish, exhibit, digitize, display, syndicate, produce,
reproduce, video tape, telecast, distribute, sell and otherwise exploit respectively, Next Fitness Star
Candidate’s and/or Next Fitness Star Talent’s biographical information, photographs, name, images and
likeness, contributions in connection with any photo/video shoots, event, program or anything in
connection with the Next Fitness Star Candidate Requirements and/or Next Fitness Star Requirements,
as applicable, or any material based thereon or derived there from including distortions thereof in
character or form, “sound-alikes” and/or “look-alikes,” for any and all purposes, including editorial,
advertising and promotional purposes, in any medium or media existing or hereafter invented, including,
but not limited to, print, TV, radio, mobile, cable, electronic, digital, online, Internet, social media, or World
Wide Web, including, but not limited to, Rodale-brand websites and any third party websites as selected
by Rodale.
Next Fitness Star Candidate and/or Next Fitness Star, as applicable, acknowledges and agrees
that Rodale has commissioned Next Fitness Star Candidate and/or Next Fitness Star to provide and
perform the Next Fitness Star Candidate Requirements and/or the Next Fitness Star Requirements, as
applicable, and that the Next Fitness Star Candidate Work and/or the Next Fitness Star Work, as
applicable, and any other works in connection therewith (collectively referred to as the “Work”) and that
ownership of any Work, including the Next Fitness Star Candidate Work and/or the Next Fitness Star
Work, and all rights therein, shall be solely and exclusively vested in and owned solely and exclusively by
Rodale. Next Fitness Star Candidate and/or Next Fitness Star, as applicable, acknowledges and agrees
that Next Fitness Star Candidate and/or Next Fitness Star shall not have or claim to have any right, title or
interest in or to any material or content embodied in the Work, including the Next Fitness Star Candidate
Work and/or the Next Fitness Star Work, or other material produced hereunder, including, without
limitation, the title, format, plots, ideas, research, scripts, graphics, action, character, name of any
character, characterizations, locales, routines, content, costumes, models, music or other effects thereof,
regardless of any contributions thereto made by, as applicable the Next Fitness Star Candidate and/or
Next Fitness Star. Next Fitness Star Candidate and/or Next Fitness Star, as applicable, acknowledges
and agrees that all rights, title and interest in and to the Work, including the Next Fitness Star Candidate
Work and/or the Next Fitness Star Work, and all text, graphics, animation, audio and/or digital video
components and all other components thereof, were specially ordered and shall be under a commission
from Rodale as part of an audiovisual work and, as such, ownership in the Work shall be solely and
exclusively vested in Rodale. Next Fitness Star Candidate and/or Next Fitness Star, as applicable, each
agrees that the Work, including the including the Next Fitness Star Candidate Work and/or the Next
Fitness Star Work, shall be a work made for hire within the meaning of the Copyright Law, and Rodale or
its successors, assigns, and/or transferees, shall be considered the sole owner thereof for any and all
purposes, including copyright. To the extent such copyrightable intellectual property is deemed not to
constitute a work made for hire, Next Fitness Star Candidate and/or Next Fitness Star, as applicable,
hereby grants, transfers, and/or assigns her copyright and all rights in the Work, including the Next
Fitness Star Candidate Work and/or the Next Fitness Star Work, to Rodale to the fullest extent permitted
by law for the duration of the copyright and any extensions thereof. Next Fitness Star Candidate and/or
Next Fitness Star, as applicable, hereby appoints Rodale as her attorney-in-fact to sign any documents
necessary to grant, transfer and/or assign Next Fitness Candidate’s and/or Next Fitness Star’s, as
applicable, copyright and other rights to Rodale, to exercise Rodale’s rights hereunder, and further agrees
to sign any other documents reasonably necessary to grant, transfer and/or assign said copyright or any
other rights to Rodale or to exercise Rodale’s rights hereunder. Next Fitness Star Candidate and/or Next
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Fitness Star, as applicable, agree that Rodale is the owner of the copyright in the Work, including the
Next Fitness Star Candidate Work and/or the Next Fitness Star Work, in any and all media, in any and all
forms, throughout the world. All rights granted by these Terms and Conditions are applicable to all
translations, localizations and to the creation and use of promotional or other materials to promote or
complement the Work.
5.3
Consideration.
a.
Next Fitness Star Candidate Consideration.
In consideration for the
performance of the Next Fitness Star Candidate Requirements, Next Fitness Star Candidates will receive
trip(s) to the destination(s) identified herein or as identified by Sponsor in connection with the Videos and
photo and videos shoots and to participate in the Next Fitness Star Live in June, 2014 or on such other
dates identified by Sponsor. All consideration described herein is collectively referred to as the “Next
Fitness Star Candidate Consideration”. Next Fitness Star Candidate Consideration, which will be paid for
by Sponsor as the Next Fitness Star Candidate expenses, consists of the following: (i) economy class
round trip coach airfare to/from a major airport closest to the Next Fitness Star Candidate’s home to/from
the destination identified by Sponsor, and (ii) up to six (6) nights standard hotel accommodations for Next
Fitness Star Candidate (approximate retail value (“ARV”) of up to $3,500.00 for each Next Fitness Star
Candidate).
b.
Next Fitness Star Consideration. In consideration for the performance of the
Next Fitness Star Requirements, Next Fitness Star shall receive: (i) a trip or trips to a destination or
destinations identified by Sponsor within the United States to participate in the photo and/or video shoots
on the dates and times identified by Rodale within its sole discretion, with payment of Next Fitness Star
expenses, as set forth herein, (ii) potential inclusion in Women’s Health Next Fitness Star DVDs and
other DVDs, webisodes, photos and/or videos, all such potential opportunities determined within
Women’s Health’s sole and absolute discretion; (iii) TEN THOUSAND DOLLARS AND ZERO CENTS
($10,000.00), and (iv) a potential feature in Women’s Health Magazine or WomensHealthmag.com (“Next
Fitness Star Consideration”). Sponsor shall pay the following reasonable and pre-approved expenses for
the Next Fitness Star in connection with the trip: (i) economy class round trip coach airfare to/from a
major airport closest to the Next Fitness Star’s home to/from the destination identified by Sponsor, (ii)
standard hotel accommodations for Next Fitness Star, and (iii) meals.
With respect to trip expenses for the Next Fitness Star Candidate and the Next Fitness Star, in the event
Next Fitness Star lives within 250 miles of any photo or video shoot location or press related appearance
location, Sponsor, in its sole discretion, may provide travel arrangement in lieu of airfare. Only electronic
airline tickets will be issued, if available. Next Fitness Star Candidate or Next Fitness Star shall not
receive the difference between the actual value of the trip and the ARV in the form of a credit, or
monetary equivalent. Prior to travel, Next Fitness Star Candidate or Next Fitness Star are responsible for
obtaining the proper travel documentation (e.g., passports). Consideration is subject to any and all
applicable terms and conditions. Any depictions are for illustrative purposes only. No transfer, refund,
substitution, or replacement permitted.
6.
PUBLICITY RELEASE; USE OF PERSONAL INFORMATION. Except where prohibited or
restricted by law, by submitting a Submission, all Eligible Participants, including Next Fitness Star
Candidates and Next Fitness Star agree and consent to grant all rights to Sponsor and its successors,
assigns, transferees, licensees, and sublicensees to use, replicate, alter, edit, adapt, modify, publish,
broadcast, translate, produce derivative works from, distribute, present, play, and exercise all copyright
and other intellectual property rights with respect to each Eligible Participant’s full name, city and state of
residence, Submission, Video, Essay, Photo or other likenesses, pictures, portraits, voice, testimonials,
and biographical information (in whole or in part), worldwide, royalty-free and in perpetuity for any and all
purposes, including, but not limited to, advertising, trade, syndication, and/or promotion and with respect
to the Phases, on behalf of Sponsor and its successors, assigns, transferees, licensees, and
sublicensees, in any and all forms of media, now known or hereafter devised, including, but not limited to,
print, TV, radio, cable, electronic, digital, mobile, third party websites and platforms or World Wide Web,
without further limitation, restriction, compensation, notice, review, or approval to the extent permitted by
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law, which rights entrants acknowledges and agrees Sponsors can transfer, assign, license, and/or
sublicense. In addition, Eligible Participants agree to transfer any and all rights, title, interests, and
copyrights, and to waive any and all moral rights, in the Submission, and will execute any such
documents to effectuate such a transfer or rights and waiver of moral rights, without further
compensation. Also by submitting the Submission Eligible Participants will be sharing their personal
information with Sponsor. Personal information collected by Rodale will be used for administration of the
Casting Call. Furthermore, by submitting a Submission you agree to Rodale’s use of your personal
information as described in its privacy policy at http://www.rodaleinc.com/your-privacy-rights, as may be
amended from time to time.
7.
WARRANTY. You represent and warrant that your Submission is your original work and that
you have secured any and all rights, releases and permissions necessary for the Sponsor Parties' use
and distribution of your Submission hereunder. You represent and warrant that, to the best of your
knowledge, no further permissions or fees are due for the Sponsor Parties' use and distribution of your
Submission. You further represent and warrant that any statements made by you or others in the
Submission are true to the best of your knowledge and that the Submission will violate any law or
regulation or violate or infringe upon the rights of any third party.
8.
WAIVER OF RIGHT OF A PPROVAL. You hereby waive any right of inspection or approval
of your Submission as used and distributed by the Sponsor Parties, including without limitation any
approval of your appearance and/or use of your name therewith or the uses to which either may be put.
9.
RELEASE AND W AIVER; INDEMNIFICATION. By participating in the Casting Call and
submitting the Submission, you agree to release and hold harmless Sponsor and its respective
subsidiaries, affiliates, suppliers, distributors, and advertising/promotion agencies, and each of their
respective parent companies and each such company’s officers, directors, employees and agents
(collectively, the “Released Parties”) from any and all claim, cause of action, or liability, for loss, harm,
damage, injury, cost or expense whatsoever including without limitation, property damage, personal
injury, emotional distress, invasion of privacy, misappropriation of name and likeness, infringement,
defamation, death, or damage to or loss of property which may occur in connection with the Casting Call,
the Submission, and the use, distribution, airing, posting or any other use of the Submission. In addition,
you acknowledge that the Sponsor Parties will rely on the foregoing terms and conditions potentially at
substantial cost to them, and you hereby waive the right to assert any claim of any nature whatsoever
against any party relating to the exercise of the rights and permissions granted hereunder. You agree to
indemnify, defend and hold harmless the Sponsor Parties from any and all claims arising from their use
and distribution of your Submission.
10.
NO RIGHT TO COMPENSATION. Each person who submits a Submission understands and
acknowledges that the Sponsor Parties have wide access to ideas, stories, content and material, and that
new ideas are constantly being submitted to the Sponsor Parties or being developed by their own
employees. Many of these ideas may be competitive with, similar or identical to the Submission in theme,
idea, format or other respects. In this regard, you understand that no credit, compensation or other
recourse will be provided to you as a result of your participation in this Casting Call. Further, by submitting
your Submission for this Casting Call, you understand and agree that you will not be entitled to any
compensation for use of your Submission, or your name, likeness, photograph, voice, biographical
information, or any other information submitted by you.
11.
FORUM SELECTION CLAUSE. Except where prohibited, all issues and questions concerning
the construction, validity, interpretation and enforceability of these Terms and Conditions, or the rights
and obligations of you or Sponsor Parties in connection with the Casting Call shall be governed by, and
construed in accordance with, the laws of the Commonwealth of Pennsylvania without giving effect to any
choice of law or conflict of law rules (whether of the Commonwealth of Pennsylvania, or any other
jurisdiction), which would cause the application of the laws of any jurisdiction other than the
Commonwealth of Pennsylvania. In addition, any dispute relating to the Casting Call shall be brought in
the appropriate state or federal court having jurisdiction over the subject matter located in the County of
Lehigh, Pennsylvania. Participants in the Casting Call hereby irrevocably consent to the personal
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jurisdiction of said courts and waive any claim of forum non conveniens or lack of personal jurisdiction
they may have.
12.
RIGHT TO CANCEL, MODIFY OR DISQUALIFY. Sponsor reserves the right to cancel,
suspend and/or modify the Casting Call, or any part of it, in Sponsor’s sole discretion.
13.
LIMITATIONS OF LIABILITY. The Released Parties are not responsible, including to permit
participation in the Casting Call or provide any consideration with regard to, for: (i) any Submissions that
contain inaccurate information or do not comply with or violate the Terms and Conditions; (ii)
Submissions that are lost, late, incomplete, illegible, unintelligible, damaged or otherwise not received by
the intended recipient, in whole or in part, due to any cause, including without limitation human,
transmission, or technical problems, failures, or malfunctions of any kind, whether originating with sender,
with the Release Parties, Sponsor or otherwise, that may limit an Eligible Participants’ ability to participate
in this Casting Call; (iii) unauthorized human intervention in any part of the entry process or Casting Call;
(iv) persons who have committed fraud or deception in submitting a Submission; (v) telephone,
electronic, hardware, software, network, Internet or computer malfunctions, failures or difficulties; (vi)
technical or human error which may occur in the administration of the Casting Call or the processing of
Submissions; (vii) any injury or damage to persons or property which may be caused, directly or
indirectly, in whole or in part, from participation in the Casting Call or use of any information or material
submitted for the Casting Call in the manner described in these Terms and Conditions; or (viii) an Eligible
Participants’ claim that he or she has somehow been defamed or portrayed in a false light. UNDER NO
CIRCUMSTANCES WILL ANY ELIGIBLE PARTICIPANT, NEXT FITNESS STAR CANDIDATE OR NEXT
FITNESS STAR BE PERMITTED TO OBTAIN ANY AWARD FOR, AND ELIGIBLE PARTICIPANT, NEXT
FITNESS STAR CANDIDATE AND NEXT FITNESS STAR HEREBY KNOWINGLY AND EXPRESSLY
WAIVE ALL RIGHTS TO SEEK, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES AND/OR
ANY OTHER DAMAGES, OTHER THAN ACTUAL OUT-OF-POCKET EXPENSES, AND/OR ANY AND
ALL RIGHTS TO HAVE DAMAGES MULTIPLIED OR OTHERWISE INCREASED.
14.
SPONSOR. Rodale Inc., 400 South Tenth Street, Emmaus, Pennsylvania 18098-0099,
publisher of “Women’s Health” magazine (“Sponsor”).
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