Card Submission Terms

Last Updated April 24, 2024

ROTFL PUBLISHING, LLC (“ROTFL,” “we”, “us”, “our”) is always pleased to hear from our players and fans, and we welcome comments and feedback regarding reNOUNed the Card Game (the “Game”). Sometimes, however, there can be confusion over how those comments or feedback will be treated.

To clarify, here is a policy which will apply to any ideas, suggestions, proposals, comments, feedback or other such submissions, including, without limitation, any still photographs, images, graphics, written material, jokes or other card ideas, stories, personal or identifying information, video or audio recordings, motion pictures and/or other audiovisual material (collectively, the “Material”). When you submit the Material, you are signifying your agreement with and acceptance of all of these Submission Terms, which will be considered our “Agreement.” ROTFL reserves the right to cancel or modify these Submission Terms at any time, in its sole discretion, without prior notice to you. The date of the most recent version is stated above and will be revised should we update these Submission Terms.

1. Rights. By submitting the Material, you grant ROTFL, and any sublicensees (“Sublicensees”), a royalty-free, irrevocable, perpetual, non-exclusive, worldwide, fully sublicensable right and license to publish, reproduce, distribute, publicly display, publicly perform, edit, adapt, modify, exploit, share with and disclose to third parties, distribute and otherwise use the Material (or any portion thereof) in and in connection with the Game, and in the promotion, advertising, publicizing, marketing, sale and exploitation thereof, including, but not limited to, ancillary products, and in connection with ROTFL or otherwise, as we may determine in our sole discretion, in any manner, and in any form, media, or technology now known or later developed or invented. You acknowledge and agree that as between you and ROTFL, and subject only to the licenses set forth in this Section, ROTFL is and shall remain the sole and exclusive owner of all rights of every kind and nature, including all copyrights therein and extensions thereof, in and to the Game.

2. No Compensation, No Credit. You understand that you will not be paid, nor receive any fees, sums, consideration, or remuneration of any kind for the Material or any rights granted to ROTFL and/or any Sublicensees herein. You further understand that you will not be entitled to receive any credit or attribution of any kind in connection with ROTFL’s and/or any Sublicensees’ use, if any, of the Material or any other rights granted by you to ROTFL and any Sublicensees. Any credit or attribution is at the sole discretion of ROTFL.

3. No Obligation to Use. ROTFL shall have the sole and exclusive right to determine, in its sole discretion, which submissions and Material, if any, will be featured in and in connection with the Game. You acknowledge and agree that neither ROTFL nor any Sublicensees have any obligation to exercise the rights granted to them herein nor to make any use of the Material in connection with the Game or otherwise or to develop, produce, distribute, exploit the Material including, but not limited to, any ancillary products.

4. Similar Material. You acknowledge that other persons may have submitted Material to ROTFL, may have made public or developed, or may originate, submit, make public or develop Material similar or identical to all or a portion of your Material or concepts contained therein, and you understand and agree you will not be entitled to any compensation or credit because of the use or exploitation thereof and the submission of your Material, or any posting or display thereof, is not any admission of novelty, priority or originality. Even if you subsequently see or learn of a card, game, presentation, motion picture, still photograph, film, video or any other content which appears to incorporate any idea or concept or include anything similar or identical to that contained in the Material you submit or the Material anyone else submits, that is purely coincidental and unavoidable.

5. No Return of Material; Material Not Subject to Confidential Treatment. You acknowledge and agree that once you submit the Material to ROTFL, such Material will become the property of ROTFL and ROTFL will be under no obligation to return such Material to you. You further acknowledge and agree that following your submission of the Material to ROTFL, ROTFL is under no obligation to keep or preserve such Material or keep such Material confidential and may freely disseminate such Material in accordance with these Submission Terms.

6. Representations and Warranties. You hereby represent and warrant that: (i) the Material and all elements thereof are wholly original to you and the exercise of the rights granted herein to ROTFL and any Sublicensees will not infringe upon the rights of any third party, including, without limitation, copyright, trademark, unfair competition, privacy or publicity rights, or give rise to any actionable claim by any third party, including, without limitation, any claim for libel, slander or defamation; (ii) the rights granted herein to ROTFL and any Sublicensees will not violate any local, state, federal or national law, statute, ordinance, regulation, rule or code; (iii) the Material submitted by you is accurate and truthful; (iv) ROTFL’s and/or any Sublicensees’ use of the Material as contemplated in this Agreement does not and will not require the consent or approval of any third party, nor will ROTFL’s and/or any Sublicensees’ use of the Material require any payment(s) to be made to any third party; (v) you are at least eighteen (18) years of age and/or have the legal right and capability to enter into this Agreement and perform and comply with all of the Submission Terms; (vi) neither your submission nor anything contained in the Material is subject to or under the jurisdiction of any guild or union collective bargaining agreement or any other agreement or pact or the subject of any actual or threatened litigation or claim; and (vii) you are submitting the Material voluntarily and without any promise or inducement. Upon the request of ROTFL, you will furnish us with any documentation, substantiation and releases necessary and reasonably required to verify and substantiate your compliance with any or all of the Submission Terms set forth in this Agreement, including, without limitation, the foregoing representations and warranties.

7. Privacy. Sharing personal information is still covered by our Privacy Policy when we ask you to share it. However, sharing of personal information when not done at our request (e.g., posting your name, address, etc.) is not governed by our Privacy Policy, so we strongly discourage such sharing.

8. Indemnification. If it turns out that ROTFL and/or its Sublicensees are the target of a lawsuit or other claim that arises from your submission of Material to ROTFL, you agree to cooperate in the defense of any such claim or lawsuit, including agreeing to come clean if you stole your submission from someone else. The defense will be conducted solely at our discretion and by counsel and other advisors as we see fit - and at our cost.

9. Release from Claims; Remedies. You hereby release, discharge and agree to hold harmless ROTFL, our affiliated parties along with our shareholders, sublicensees, employees, contractors, agents, representatives, professional advisers, members, officers and/or directors and any Sublicensees from any liability whatsoever and hereby waive any rights, claims and causes of action whatsoever, including, without limitation, libel, defamation, infringement and invasion of any right of privacy or publicity, arising out of your submission, or ROTFL’s use of the Material or any portion thereof. You agree that you will not be entitled to injunctive or other equitable relief against ROTFL and/or any Sublicensees, to rescind or revoke this Agreement or any of the rights granted by you hereunder, or to enjoin, prevent or otherwise interfere with the distribution, exhibition or other exploitation of the Material or any portion thereof and/or the Game. Further, to the maximum extent permitted by law, you waive any and all rights you may have under Section 1542 of the Civil Code of California, and every like provision in any foreign jurisdiction. Section 1542 provides as follows:

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH 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.

10. Limitation of liability. IN NO EVENT SHALL ROTFL NOR ANY SUBLICENSEES BE LIABLE TO YOU FOR SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION, LOST PROFITS, WHETHER OR NOT ANY SUCH DAMAGES ARE WITHIN ROTFL’S CONTROL OR DUE TO NEGLIGENCE OR OTHER FAULT ON THE PART OF ROTFL, ANY SUBLICENSEES, OR ANY OF THEIR OFFICERS, DIRECTORS, MEMBERS, SHAREHOLDERS AND/OR THE AGENTS, AFFILIATES, EMPLOYEES OR OTHER REPRESENTATIVES OF ANY OF THE FOREGOING.

11. Severability; Interpretation; Assignment. If any provision of this Agreement is for any reason deemed invalid, unlawful, void, or unenforceable, then that provision will be deemed severable from this Agreement, and the invalidity of that provision will not affect the validity or enforceability of the remainder of this Agreement. You hereby waive any applicable statutory and common law that may permit a contract to be construed against its drafter. ROTFL may assign any and all of its rights and obligations as set forth in this Agreement in whole or in part, to any party at any time without any notice. This Agreement may not be assigned by you in whole or in part.

12. Agreement to Arbitration. You and we agree, any dispute, claim or controversy arising out of or relating in any way to the our Store, including, but not limited to, our Store, products, our Terms of Use, our Privacy Policy and/or our privacy practices generally, these Terms, and this Arbitration Agreement, shall be determined by binding arbitration. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. YOU AGREE THAT, BY AGREEING TO THESE TERMS, THE U.S. FEDERAL ARBITRATION ACT GOVERNS THE INTERPRETATION AND ENFORCEMENT OF THIS AGREEMENT, AND THAT YOU AND WE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS OR PRIVATE ATTORNEY GENERAL ACTION. This arbitration provision shall survive termination of these Terms.

13. Pre-Filing Mediation. In the event of a dispute, prior to initiating arbitration, the party asserting the claim must first send to the other, by overnight courier, a written Notice of Claim (“Notice”). If you are the claimant, the Notice to us must be addressed to: Legal Department, ROTFL Publishing 315 E 5TH ST. STE 202, WATERLOO IOWA 50703, or by e-mailing hello@rotflpublishing.com. If we are the claimant, the Notice must be sent to the address we have on file for you in your order. The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought. Following receipt of the Notice, each party agrees to negotiate with the other in good faith about the claim. If the claim is not resolved to the satisfaction of the claimant within sixty (60) days after Notice is provided, the claimant may pursue the claim in arbitration or file a claim in small claims court, as appropriate.

14. Applicable Rules; Administrator. The arbitration will be governed by the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by this Agreement, and will be administered by the AAA. The AAA Rules and Forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by writing to the American Arbitration Association, 150 N. Michigan Avenue, Suite 3050, Chicago, IL 60601. The arbitrator is bound by the terms of this Agreement. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of this Arbitration Agreement.

15. Class/Private Attorney General Waivers. YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both You and We agree otherwise, the arbitrator may not consolidate the claims of more than one party, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable as applied to any claim asserted by any individual, then the entirety of the arbitration provision set forth herein shall be null and void.

16. Small Claims Procedure Alternative. Notwithstanding the foregoing binding arbitration procedure, either party may bring an individual action in small claims court (provided the claim otherwise qualifies for such a program) as an alternative to proceeding with arbitration.

17. Attorney’s Fees. The losing party in an arbitration or small claims procedure will be responsible for the cost of all parties’ legal fees.

18. Governing Law. This Agreement is governed by the law of the State of Iowa applicable to contracts performed entirely therein without regard to its choice of law principles. You agree that the federal courts located in Des Moines, Iowa shall have jurisdiction over any suit or other proceeding arising out of or based upon this Agreement, and you irrevocably agree that you are subject personally to the jurisdiction of such courts and waive any claim that you are not subject personally to the jurisdiction of any such courts or that any such suit or other proceeding is brought in an inconvenient forum or improper venue.

19. Complete Agreement; No Waiver. These Submission Terms reflect our complete agreement regarding the subject matter hereof and supersede any prior agreements, representations, warranties, assurances or discussion related to the Material and/or the Game. No waiver or modification by you of any term of these Submission Terms or this Agreement will be effective unless in writing and signed by a ROTFL representative.

In case there is a conflict between the terms established in these Submission Terms and the terms established in our Privacy Policy or Terms of Use, the Terms of Use shall prevail.

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