Licensing Terms & Conditions
Before submitting a license application to organize a DEN event, you’re required by Diner en Noir Corporate & parent company HNC Enterprises, Incorporated o agree and accept the following terms & conditions. Make sure you have read and understand all of the DEN Organizer Rules before you proceed with completing an application.
1) Limited License:
After accepting the terms and conditions below and completing an application, Dîner en Noir Corporate (DEN-C) may grant you a limited, non-exclusive, revocable license (the "License") to use the Dîner en Noir (DEN) name, logo, trademarks, service marks, materials made available for reproduction on the DEN website, the specific event name (the "Event Name") and DEN sub-domain web page (the "Web Page") assigned to your DEN event (collectively, the "Intellectual Property") only in connection with one (1) DEN event. Your use of the Intellectual Property must comply with the terms set forth herein, and you must abide by the Event Basics / Branding + Naming / Licensing / Sponsors + funding / Website / Social media + event page / PR + press + media / Photo / Video / Distribution / Webcast DEN Organizer Rules as modified from time to time by DEN-C in its sole discretion, which are incorporated in this License. If you wish to hold any additional DEN events, you must submit another event application for each such event.
The term of this License will begin upon your mutual execution of the #DEN Event Licensing Agreement and will end upon the earlier of (i) DEN-C termination of your License and/or termination of access to your DEN sub-domain web page at any time if you should breach any of the terms of this License, the DEN Event License Agreement or termination by DEN-C for any other reason, in DEN-C's sole discretion; (ii) the conclusion of your one (1) DEN event; or (iii) six (6) months from the date of commencement of the term of this License (the "Term"). The Intellectual Property may be used solely to promote your DEN event, and in no event shall you or any person or entity that organizes, participates in, or performs services regarding your DEN event, use the Intellectual Property, or the DEN name, logo, trademarks or service marks, for any other purpose, including, but not limited to, the sale of services, products, publications, audio recordings, videos or other media, without the prior written consent of DEN-C. Without limiting in any way the generality of the foregoing, the Intellectual Property shall not be used (a) to sponsor, endorse or suggest an affiliation with any third party, or (b) in connection with any work or service purporting to offer guidance on how to give an effective DEN event, or how to get chosen to organize a DEN event. For clarity, this provision shall not prohibit you from accurately characterizing yourself as a DEN organizer or from authoring works or providing services that offer guidance on DEN organizing, provided that such works and/or services shall not in any way refer to DEN. This prohibition shall survive the termination of the License. Licensed DEN events are events organized independently from DEN-C events, so all promotion of your DEN event must clearly identify the event as a DEN event and may not directly or indirectly suggest that your event is a DEN-C event. You may not transfer, sublicense or assign the License and/or your rights to use the Intellectual Property. DEC-C may require you to stop using the Intellectual Property in connection with your DEN event and may terminate all access to your DEN sub-domain web page at any time. If you do not use the DEN trademarks or service marks according to the quality control guidelines set forth in the Event Basics / Branding + Naming / Licensing / Sponsors + funding / Website / Social media + event page / PR + press + media / Photo / Video / Distribution / Webcast DEN Organizer Rules, your License may be terminated. DEC-C may modify, amend, supplement and/or replace the terms and conditions of this License in writing at any time.
2) Event Names:
Event Names must comply with the DEN Organizer Rules and the Naming rules. All Event Names will be owned exclusively by DEN-C and are licensed to you according to these terms and conditions. You will have the right to use your Event Name solely during the Term. After the Term, your right to use the Event Name expires; provided, however, if you apply for another DEN event prior to the end of the Term you may request to use the same Event Name for the term of your new license. In the event, you have not actually used the Event Name for a DEN event during the Term of your License or upon your application for another DEN event, DEN-C reserves the right to terminate your use of that Event Name. Notwithstanding the foregoing, DEC-C reserves the right to terminate your use of a particular Event Name at any time, in which case all your rights to use the Event Name will cease and DEN-C may use such Event Name in its sole discretion.
3) Waiver of Liability:
a) You will be responsible for all resources, equipment, staff, lodging, food, or other materials necessary or required for your DEN event. DEN-C will not be responsible or liable for providing you with any resources, personnel or materials other than any online resources made available by DEN on the website and the organizational & technical support provided to all organizers.
b) You must maintain sufficient insurance to cover liability for bodily injury, property damage, death, product liability and advertising injury arising out of your activities related to your DEN event. The policy must contain a combined single limit of liability of not less than One Million Dollars ($1,000,000.00) in the aggregate. You must name DEN-C parent company, HNC Enterprises, Incorporated as an additional insured on all applicable insurance policies.
c) YOU AGREE TO ASSUME FULL RESPONSIBILITY FOR ANY AND ALL INJURIES OR DAMAGES YOU MAY SUSTAIN OR CAUSE OTHERS TO SUSTAIN IN CONNECTION WITH ANY DEN EVENT, AND TO INDEMNIFY, DEFEND AND HOLD HARMLESS TED AND ITS OFFICERS, DIRECTORS, SPONSORS, PARTNERS, EMPLOYEES, VOLUNTEERS, AFFILIATES, LICENSORS AND SUPPLIERS FROM AND AGAINST ANY LIABILITY ARISING FROM SUCH INJURIES AND/OR DAMAGES.
4) Privacy Obligations:
As a DEN Organizer, you and your team will be collecting and storing personally identifiable information from your DEN performers, team members and attendees (“DEN-related Personal Information”). You agree never to sell DEN-related Personal Information to any third parties and agree not to provide DEN-related Personal Information to any third party without proper consent or permission. You agree to follow the applicable privacy laws in your jurisdiction. You agree to process the DEN-related Personal Information lawfully, fairly and in a transparent manner. This includes implementing the following measures as applicable in your jurisdiction:
a) You will implement administrative, physical and technical safeguards to prevent disclosure, accidental access by unauthorized parties, and to maintain confidentiality.
b) You agree to communicate to the individuals that provided you with DEN-related Personal Information the following: (i) what information you collect, (ii) how you collect it, (iii) if you, as DEN Organizer, disclose their personal information to any third party; and (iv) a method to delete, modify or update their personal information. In the event local laws require consent, please take steps to track and record consent before or during registration.
5) Forum and Choice of Law:
The terms of this License Agreement and the rights, obligations, and performance of the Parties hereunder shall be governed by the laws of the District of Columbia, without regard to conflict of laws principles. Any controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be settled by binding arbitration conducted in the District of Columbia, which shall be governed by the Commercial Arbitration Rules of the American Arbitration Association. Judgment upon the award rendered by the arbitrator(s) may be entered in any court of competent jurisdiction. You agree that the terms of the License Event Agreement are the entire agreement between you and DEN-C supersede all communications of any kind between you and DEC-C with respect to the License and any guidelines, rules or policies incorporated in this License.
By selecting the boxes beside the text, "I agree to the Terms & Conditions of the Dîner en Noir License Terms & Conditions" and "I have read and understood the Dîner en Noir Organizer Rules and Website Terms, Conditions of Use & Policies" on the license application form, you are indicating your acceptance of the terms and conditions of this License and your review and approval of the following DEN policies: Event Basics / Branding + Naming / Licensing / Sponsors + funding / Website / Social media + event page / PR + press + media / Photo / Video / Distribution / Webcast DEN Organizer Rules.