Assignment Terms
1. Introduction
These Assignment Terms (the Terms) set out the terms under which you assign the intellectual property rights within the Ambassador Content to the Institution.
Please read these Terms carefully and ensure that you understand them. If you do not agree to comply with and be bound by these Terms you must stop using our Service immediately.
2. Definitions and Interpretation
In these Terms, save as otherwise specifically provided, the following words have the following meanings:
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'Ambassador Content' |
means any content uploaded to the Service by you including, but not limited to, any and all images, videos, and FAQ data.
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'Institution'
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means your institution or organisation, typically an education provider, that has purchased the services of The Ambassador Platform Ltd made available through our Service.
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'IPR' |
means any:
and all other intellectual property rights, in each case whether registered or unregistered and including applications and rights to apply for and be granted any such rights and any renewals or extensions of them, and the right to claim priority from such rights and all similar or equivalent rights or forms of protection, which subsist now or which may subsist in the future in any part of the world.
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'Relevant Rights' |
means the IPR subsisting in and to the Ambassador Content, whether now known or created in the future.
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'Service' |
means any and all content and functionality made available in our app, theambassadorplatform.com and any and all related subdomains or Institutions’ websites.
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'We/us/our' |
means The Ambassador Platform Ltd, a company registered in England under 10367482, whose registered address and business address is First Floor Bedford House, 69-79 Fulham High Street, London, England, SW6 3JW.
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3. Assignment and Transfer
3.1 To the fullest extent permitted by law, all Relevant Rights shall belong to the Institution exclusively and absolutely and you hereby assign the Relevant Rights to the Institution, with full title guarantee, together with all rights of action accrued in relation thereto, including in each case:
3.1.1 all statutory and common law rights attaching to the Relevant Rights together with any goodwill relating to the goods or services in respect of which the Relevant Rights are used;
3.1.2 the right to bring, make, oppose, defend or appeal proceedings, claims or actions (and to retain any damages recovered) and to obtain any legal or equitable relief (including but not limited to damages, an account of profits or injunctive relief) in respect of any infringement, or other cause of action (including but not limited to passing off) arising from ownership of the Relevant Rights whether occurring before, on or after the date of your acceptance of these Terms;
3.1.3 all rights to apply for registered rights or protection of the Relevant Rights in any country in the world;
3.1.4 all rights to claim priority in the Relevant Rights; and
3.1.5 all rights to any extensions, renewals or amendments of or to the Relevant Rights.
3.2 To the extent that any Relevant Rights are not capable of being assigned by operation of clause 3.1, or fail to vest in the Institution for any other reason, you undertake to hold them upon trust for the benefit of the Institution until they are vested in the Institution.
3.4 The assignment under clause 3.1 shall apply with respect to any Relevant Rights regardless of whether or not the same were created or came into existence before, on, or after the date of your acceptance of these Terms and, where applicable, the assignment under clause 3.1 shall operate as a present and future assignment of any and all rights in and to the Relevant Rights.
3.5 You undertake that you shall not at any time hereafter in any way utilise (or permit third parties to utilise) or disseminate any Relevant Rights and you acknowledge that the Relevant Rights are confidential to the Institution.
4. User Terms
4.1 These Terms should be read in conjunction with the User Terms, as made available to you by us when signing up to the Service. Should you have any questions on these Terms, please contact support@theambassadorplatform.com.