Social Tuto’s Rights to Use Teacher and/or Creator Name and Likeness. Teacher and/or Creator grants to Social Tuto a non-exclusive, worldwide, fully sublicensable license to use Teacher’s and/or Creator’s name and likeness in connection with the offering and downloading of Content Submissions, Programs and Program Content through the Site and Services, and the marketing, promotion and advertising thereof.
Social Tuto’s Ownership of Content Submissions and/or Program Content. All Content Submissions, Programs and Program Content provided by a Teacher and/or Creator to Social Tuto or any Social Tuto Entity shall be specifically commissioned as a work made for hire by Social Tuto, as that term is used in the United States copyright laws. Without limiting the foregoing, Social Tuto shall exclusively own in perpetuity on a worldwide basis all right, title and interest in and to all Content Submissions, Programs and Program Content submitted or posted to the Site or Service by Teachers and/or Creators and any Intellectual Property Rights embodied therein or pertaining thereto, for any and all uses in any media without any compensation except for any Program and/or Content Submission Fees that may be payable to Teacher and/or Creator in connection therewith in accordance with the Teacher and/or Creator Terms. Social Tuto shall have the right to adapt, change, revise, delete from, add to or rearrange the results and proceeds of the Content Submissions, Programs and Program Content, and each Teacher and/or Creator expressly waives the benefit of any law, doctrine or principle known as “droit moral,” moral rights, rights of artistic integrity or any similar law, doctrine or principle, however denominated.
In addition, each Teacher and/or Creator hereby irrevocably assigns to Social Tuto all worldwide right, title and interest, including all Intellectual Property Rights, in and to its Content Submissions, Programs and Program Content in the form submitted or posted to the Site or Service by Teachers and/or Creators. If a Teacher and/or Creator has any rights to a Content Submission, Program or Program Content that cannot be assigned to Social Tuto (“Non-Assigned Rights”), such Teacher and/or Creator unconditionally and irrevocably waives the enforcement of such Non-Assigned Rights and grants to Social Tuto during the term of such Non-Assigned Rights an exclusive, irrevocable, perpetual, transferable, worldwide, fully paid and royalty-free license under such Non-Assigned Rights, with rights to sublicense through multiple levels of sublicensees, to use, reproduce, make, have made, prepare derivative works of, distribute, publicly perform and publicly display by all means now known or later developed, the Content Submission, Program and Program Content; provided, however, that such Teacher and/or Creator shall use commercially reasonable efforts to avoid creating or submitting Content Submissions, Programs or Program Content in a manner that results in Non-Assigned Rights and shall promptly notify Social Tuto of any Non-Assigned Rights of which Teacher and/or Creator becomes aware.
Teacher and/or Creator agrees to cooperate with Social Tuto or its designee(s), at Teacher’s and/or Creator’s expense, in perpetuity, in the procurement and maintenance of Social Tuto’s rights in the Content Submissions, Programs and Program Content and to execute and deliver, when requested by Social Tuto, any other documents deemed necessary by Social Tuto to carry out the purpose of this Section 9, including without limitation any and all assignments consistent with Section 9.
For purposes of the foregoing, “Intellectual Property Rights” means patent rights (including patent applications and invention disclosures), design rights, copyrights, rights in database, moral rights, trademarks, service marks, trade secrets, know-how, rights in or relating to confidential information and any other intellectual property right (whether registered or unregistered) recognized in any country or jurisdiction in the world, now or hereafter existing, and whether or not perfected, filed or recorded, including all extensions and renewals thereof, all rights of reversion, rights to any applications and pending registrations and the right to sue for and recover damages for past infringements.
Your Rights to Program Content. For purposes of clarity, you do not retain any ownership rights that you may otherwise have had in the Program or any of the Program Content that you make available. This means that you cannot use any Content Submissions, Program or Program Content you create for any purpose after providing the Content Submission, Program and Program Content to us or making it available on the Site or Services, including using or making such Content Submission, Program or Program Content available on any other platform or service. However, nothing in these Terms shall prevent you from creating new content that covers similar subject matter to your own Content Creation, Programs and/or Program Content that you previously submitted to Social Tuto and you may display or distribute any such new content anywhere you wish. Nothing in the preceding sentence is intended to permit you to copy or reproduce the Content Submissions, Programs or Program Content of other Teachers and/or Creators.
You Are Legally Responsible for Your Content Submissions and/or Program Content. You hereby represent and warrant that (a) you have all necessary rights to use and submit all content included in your Content Submissions and/or Program Content (including any content created by a third party) and that you have the right and power to transfer ownership of the Program and all Program Content to Social Tuto as specified in this paragraph; and that (b) your Program Content does not and will not: (i) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right or (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; and (c) your Content Submission and/or Program Content does not contain any viruses, adware, spyware, worms, or other malicious code. Upon Social Tuto’s request, you agree to provide Social Tuto with satisfactory evidence of your permission to use all third-party material included in your Content Submission and/or Program Content.
Without limiting the foregoing, the Content Submissions, Programs and Program Content must be exclusive to Social Tuto, and you therefore also hereby represent, warrant and covenant that none of your Content Submissions, Programs or Program Content has been used or made available on any other platform or service or is or will be available on any other platform or service.
Should Teacher and/or Creator receive a written notice from a third party, or otherwise have actual knowledge of a third party, alleging infringement of its intellectual property rights arising from the provision of Program Content or other Submitted Content through the Site and Service, Teacher and/or Creator will promptly provide Social Tuto with notice of the alleged infringement claim.
Release. Teacher and/or Creator hereby releases, discharges and promises not to sue Social Tuto or any Social Tuto Entities from and against any and all claims, demands, costs and/or causes of action of any nature arising out of or in connection with the exercise by Social Tuto of any rights herein granted to Social Tuto to Programs, Program Content or Teacher’s and/or Creator’s name and likeness, including, without limitation, any claim for infringement, right of publicity, libel, slander, defamation, moral rights, invasion of privacy or violation of any other rights relating to any Content Submissions, Program or Program Content Teacher uploads, shares or otherwise provides or Teacher’s and/or Creator’s name and likeness in connection with use of the Site or Services. In this regard, Teacher expressly waives any and all rights and benefits conferred upon Teacher and/or Creator by the provisions of Section 1542 of the California Civil Code (and similar provisions of other jurisdictions), which Section reads as follows:
“A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”