BICYCLE BAYC CASTING CALL
BICYCLE BAYC CASTING CALL
TERMS AND CONDITIONS
March 15, 2023
THIS IS NOT A CONTEST AND THERE IS NO PRIZE
Eligibility. This Casting Call is open only to natural persons (each, an “Owner”) who: (i) are 18 years or older or the age of majority in their jurisdiction as of the date that they submit their application; (ii) are owners of one (1) or more Bored Ape Yacht Club NFTs (“Apes”) at the time of their Submission to the Casting Call.
Employees, officers, and directors of the United States Playing Card Company (“USPC”) and Yuga Labs, Inc., their parent company, subsidiaries, affiliates, partners, advertising and promotion agencies and their immediate families (parents, children, siblings, spouse) or members of the same household (whether related or not) of such employees/officers/directors are not eligible to submit to the Casting Call. To preserve integrity of the submission and/or selection process, USPC may modify the submission and/or selection process, as well as the Casting Period, in its absolute and sole discretion, and has the right to cancel the Casting Call and materially modify these Terms, in its absolute and sole discretion.
SUBMITTING AND APE TO THE CASTING CALL ONLY PROVIDES AN OPPURTUNITY FOR OWNERS’ APES TO BE CONSIIDERED TO BE CAST. THIS CASTING DOES NOT GUARANTEE THAT ANY APE WILL BE CAST. YOU UNDERSTAND AND AGREE THAT THE COMPANY HAS THE RIGHT TO SELECT ANY APE IT CHOOSES (IF ANY) AS PART OF THE CASTING CALL.
How to Participate. To participate:
A Go towww.Bicyclecards.com/CallingAllApes and complete and submit form that contains the following information:
- The link to the Ape’s image.
- The Ape’s background information and your contact information.
- A blockchain transaction record that provides proof of ownership (USPC reserves the right to request additional information for proof of ownership).
- Confirmation that you agree to these Terms and Conditions.
B Verify ownership of each submitted Ape by:
- By placing the following comment in Owner’s Bored Ape profile: “Bicycle BAYC Casting Call”.
- Owner shall leave comment in profile until all selected Apes are announced on the @BicycleCards twitter feed on April 21, 2023.
Owners will be able to submit additional Apes that they own. You may submit up to one (1) Ape per Submission; there is no limit on the number of Submissions per Owner. All information, ideas, concepts, and suggestions submitted to the Casting Call shall be collectively referred to herein as the “Submissions” or each as a “Submission”.
Each Owner warrants and represents the following with respect to their Submissions: (a) the content and any statements included in their Submissions are true, complete, and accurate; (b) they are the sole true and rightful owner of the Ape that was included as part of their Submissions, and have not (and will not have) encumbered, pledged, or taken any other action which might limit the ability of USPC to make use of the Ape as contemplated herein; and (c) this Casting Call does not conflict with any existing commitments on Owner’s part nor does it violate any third party rights and/or agreements.
All Owners must have a valid email address. USPC is not responsible for lost, late, incomplete, invalid, unintelligible, misdirected or technically corrupted Submissions, which will be disqualified, or for problems of any kind whether mechanical, human or electronic. Only fully completed Submissions are eligible for the Casting Call. Receipt of applications will not be acknowledged or returned, and proof of submission will not be deemed to be proof of receipt by USPC.
Start/End Dates. Casting begins on 10 AM Pacific Time (“PT”) on March 15, 2023 and ends at approximately 10:00 AM PT on April 19, 2023 (Casting Period). Submissions must be received during the Casting Period.
Selection of Cast Members. Apes will be selected based on USPC’s sole, absolute, and unreviewable subjective discretion. Apes that are included in Submissions hereunder may, in USPC’s sole discretion, be included in the Bicycle Community “1227” Deck and other Bicycle BAYC products (“Products”) and any related advertising (collectively, the “Advertising”). All decisions with respects to casting are in the sole and absolute discretion of USPC, and nothing shall obligate USPC or its advertising and promotion agencies, or any of their respective parent companies, subsidiaries, affiliates, partners, representatives, agents, successors, assigns, employees, officers, and directors (collectively, “the USPC Parties” ) to include any Ape in Products or make use of any of the rights set forth herein. If an Owner’s Ape is selected for use in Products, the Owner understands and agrees that they will be considered independent contractors and that they shall not represent themselves to be an agent, employee, or partner of USPC.
IF YOUR APE IS SELECTED TO BE INCLUDED AS PART OF THE PROGRAM, YOU WILL BE REQUIRED TO SIGN USPC’S LICENSE AGREEMENT AND ALL OTHER DOCUMENTS IN COMPANY’S DISCRETION (COLLECTIVELY, “LICENSE AGREEMENT”). The License Agreement will be minted into one or more NFTs that are irrevocably associated with your Ape and will transfer to any future purchases of your Ape, thereby putting such purchasers on notice that your Ape has been licensed to USPC for use in Products. You agree to waive any claims that you have against the Released Parties (defined below) as a result of such association, including without limitation, claims that such association has negatively impacted the commercial or market value of your Ape.
Owners must continue to own the applicable Ape at all times before and during the Casting Call and may be asked to verify their ownership of the applicable Ape through means the same as or similar to those outlined in Section 2. If an Owner sells or otherwise disposes of their Ape after the Ape’s Submission and prior to the completion of the Casting Call (and if selected for use in Products, prior to execution of License Agreement), that Ape will be disqualified, and will not be used in Products or Advertising.
Notification. Owners will be notified of their Apes’ selection by email and will be required to sign and return the License Agreement within seven (7) days of receipt of the email. USPC may rescind and such selection or notification at any time, with or without cause.
Additional Terms. USPC reserves the right, at its sole discretion, to disqualify Owners who do not comply with these Terms or attempt to interfere with this Casting Call in any way. USPC reserves the right to change the terms of the application process at any time by posting updated Terms and Conditions on the Casting Call site. USPC will attempt to notify Owners of material changes to the Program via the email address provided with their Submissions or by posting a prominent notice on the Casting Call Site. In any case, Owners should periodically check these Terms for all other changes to the Casting Call, and Owners are encouraged to review the Terms whenever they are updated. If the Owner makes a Submission or maintains its Submission to the Casting Call after USPC posts updated Terms, it means Owner accepts and agrees to the changes. USPC also reserves the right not to select Apes and to not produce Products, Advertising or other materials.
Ownership and Use of Submission. This section of these Terms is particularly important to Owners. A summary of this section can be found below.
- Owner’s Submissions will only be used for the Casting Calls. In other words, by submitting an Ape, USPC is not granted any rights to Owner’s Ape(s) other than to evaluate and determine which Ape(s) may be selected.
- If an Owner’s Ape is selected, Owners will be required to sign a License Agreement. Two key items of the License Agreement is (i) the license is non-exclusive, and (ii) USPC is only permitted to use the Ape(s) for use with Products and to advertise Products.
- The terms of the License Agreement, with respect to use of Ape(s) selected, are materially similar to the bolded terms below.
Submissions will only be used to evaluate and determine which Ape(s) may be selected for use in Products and Owner acknowledges and agrees that all Submissions or other materials and personal information submitted by Owners may be shared by and between all affiliates of USPC. No rights to the Ape(s) are granted to USPC as a result of a Submission. Notwithstanding the forgoing, Owner of Apes submitted for evaluation, that are selected for use in Products, will be required to sign a License Agreement which will grant to USPC an irrevocable, nonexclusive, royalty free (with the exception of any payment made pursuant to Section 8) license, to copy, reproduce, perform, display, distribute, modify, publish, make derivative works from, and otherwise use in any manner or medium his or her Ape(s) and Submission(s), in whole or in part, on a worldwide basis, in perpetuity, with or without any identification of the Owner, in whatever form or whatever circumstances USPC sees fit, and to incorporate the same into other works, in any form, media, or technology now known or hereafter developed, solely for use with Products and Advertising.The License Agreement will be binding upon and will inure to the benefit of any assignee, purchaser of Owner’s Ape(s), or other legal successor to the interests of Owner. Owners will not have the right to inspect or approve any materials created for Products, and USPC shall not be liable to Owners in any form due to its use of the Ape(s) and Submission(s) pursuant to the License Agreement. Owners acknowledge and agree that Products and Advertising shall be deemed the sole and exclusive property of USPC, notwithstanding the inclusion of Submissions and/or Apes pursuant to the License Agreement (but subject at all times to Owners rights in and to the Apes).
License Fee. The Owner of any Ape that is selected as part of the Casting Call will receive one unique Custom Bicycle NFT Joker (for each selected Ape) from USPC featuring the Owner’s very own Bored Ape, that contains an image of the Ape, and a promotional code for use on bicylecards.com that will allow Owners to purchase one Bicycle Community “1227” deck free of charge (shipping and tax included). The Custom Bicycle NFT Joker and promotional code will be delivered at a date and time determined by USPC in its sole discretion after the License Agreement is executed. The promotional code will be emailed to the email address provided by Owner on the submission form.
Release. By participating in the Casting Call, each Owner agrees to release and hold harmless USPC, Yuga Labs, Inc. and their respective subsidiaries, affiliates, suppliers, distributors, 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 and against any claim or cause of action, including, but not limited to, personal injury, death, or damage to or loss of property, arising out of participation in the Casting Call, or selection or non-selection of Owner’s Ape(s) for use in Products or Advertising, provided, with respect to USPC and the Related Parties related to USPC, the foregoing shall not apply to or be deemed to be a release or waiver of any claim for any breach or violation of Section 7.
Contact: Any questions, comments or complaints regarding the Casting Call should be directed to email@example.com.