The Bellagio Center Convening Program/

Bellagio Center Convening Rules

  1. PUBLICITY AND LICENSE GRANT

Except where prohibited by law, by submitting application materials, each Applicant expressly consents to and hereby grants to the Foundation (and its respective licensees) the right and license to use, in their sole discretion, the name, logo, trademarks, service marks, organizational identifying characteristics, organizational information, testimonials and other statements, country location, and/or background of the Applicant for promotional, educational or charitable purposes in connection with the preparation, execution and implementation of outcomes from the convening activities (the “Convening Program”) and/or the charitable mission of the Foundation, in any form of media, now known or hereafter created, worldwide, without further permission, payment, or consideration. No application materials will be returned to Applicants. Except as expressly provided in the Convening Rules, Applicant retains all rights to Applicant’s application materials. Applicant hereby grants to the Foundation (and its respective licensees) a non-exclusive, worldwide, royalty-free, transferable, sublicensable, perpetual and irrevocable license to copy, display, perform, distribute, create derivative works and otherwise use or exploit Applicant’s application materials for educational or charitable purposes in connection with the Convening Program and/or the charitable mission or work, including promotion of the Foundation.

  1. INTELLECTUAL PROPERTY OF ENTITIES

Nothing in the Convening Rules, the Convening Program website, in any Convening Program materials, or in any other statements made in connection with the Convening Program grants to you or any Applicant the right to use or license any intellectual property or other proprietary rights of the Entities. You shall not use the name, trademarks, service marks, logos or any copyrighted material of the Foundation without the express written consent of the Foundation, which the Foundation may withhold in its sole discretion.

A. Applicant Representations and Warranties

By submitting this Application, you represent and warrant that your participation complies with the Convening Rules and that you specifically have the necessary rights and authority on behalf of your organization to (1) authorize the publication and dissemination of the application materials; and (2) allow the Entities to use and authorize others to use the application materials.

By providing application materials, you represent and warrant that (i) the application materials are original work, not copied in whole or in part, created exclusively by Applicant, (ii) that Applicant owns all intellectual property rights in and to the content of the application materials, (iii) no other party has any right, title or interest in any of the content of the application materials, and (iv) you are providing the application materials gratuitously without any restriction or limitation on use. If Applicant is selected as a Convening Host, the intellectual property rights with respect to any materials created during the convening will be governed by the Convening Agreement.

The Applicant further represents and warrants that the application materials do not contain or reference:

  • Threatening, slanderous, disparaging, or obscene language;
  • Discriminatory language (including hate speech) based on race, national origin, age, gender, gender expression, gender identity, sexual orientation, religion, size, appearance, or disability;
  • Sexually explicit content or personal attacks;
  • Any content that would violate any law, statute, ordinance, rule, or regulation, or any agreement with another person or entity;
  • Any content that is the subject of any actual or threatened litigation;
  • Any content that directly or indirectly promotes commercial services or products;
  • Software viruses, Trojan horses, worms, time bombs, bots, or any other computer code or files that are designed to disrupt damage, impact, or limit the functioning of any software or hardware;
  • False or misrepresented data;
  • Content violating any privacy or publicity right of any person or entity;
  • Content that constitutes political campaigning, lobbying, or electioneering;
  • Content that is the intellectual property of another person or entity, in whole or in part, unless authorized by such person or entity, or that may violate the intellectual property rights of third parties, in whole or in part, whether copyright, trademark, trade secret, or patent; or
  • Content that requires or is subject to any duty of confidentiality, attribution, or any compensation obligation.

The Foundation, in its sole discretion, reserves the right to disqualify any Applicant for a breach or violation of the Convening Rules or the aforementioned representations and warranties.

B. Entities Have No Obligation

Each Applicant acknowledges that third parties may submit information and entries to the Entities that may contain information, ideas, concepts, and approaches similar to, or the same as, those Applicant submitted to the Convening Program, and that the Entities may already be working on information, ideas, concepts, and approaches similar to, or the same as, those Applicant submitted. By entering, each Applicant acknowledges and agrees that the Entities’ actions with respect to another entry or work of its own, even if similar to, or the same as, Applicant’s entry, will not create any liability of any kind to the Entities or others involved in the Convening Program. Each Applicant also acknowledges and agrees that participation in the Convening Program and/or selection for the Program does not create any obligation on the part of the Entities to promote, use in any way, or to take any further action regarding application materials or an Applicant’s involvement in the Convening Program.

  1. GENERAL CONDITIONS

Contact Information. During the duration of the Convening Program, each Convening Host is solely responsible for maintaining the accuracy of all contact information for the organization provided to or for the Convening Program. Entities will not be responsible for communications sent to out-of-date or inaccurate contact information.

Error in Transmission. Entities are not responsible for lost, late, incomplete, or misdirected entries; lost, interrupted, or unavailable network, server or other connections; miscommunications, computer or software malfunctions; transmission problems; technical failures; garbled transmissions; damage to user’s software or transmission devices; or other errors or malfunctions of any kind, whether human, mechanical, electronic or otherwise that may occur in connection with the submission of any application materials or the Convening Program.

No Lobbying. The Convening Program may not support activities that constitute lobbying as defined in Internal Revenue Code Section 4945(d)(1) and the regulations thereunder. Such prohibited activities include any attempt to influence any legislation – U.S. or non-U.S. – through communication with any member or employee of a legislative body or any other governmental official or employee who may participate in the formulation of legislation in which reference is made to specific legislation and a view on such legislation is expressed. Legislation refers to legislation that has already been introduced in a legislative body or to a specific legislative proposal that an organization supports or opposes. The regulations also prohibit support of “grass roots lobbying communications,” which are defined as communications that: (1) refer to specific legislation, (2) reflect a view on such legislation, and (3) encourage the recipient of the communication to take action with respect to such legislation. Further, the dissemination of the results of any activity that is designed to be nonpartisan analysis, research, or study may not be limited to or be directed toward persons who are interested solely in one side of a particular issue.

No Political Activity. The Convening Program may not be used to influence the outcome of any U.S. or non-U.S. public election, or to carry on, directly or indirectly, any voter registration drive (within the meaning of Internal Revenue Code Section 4945(d)(2) and the regulations thereunder).

Right to Cancel. The Entities reserve the right, in their sole discretion, to cancel, terminate, modify or suspend the Convening Program for any reason.

Waiver. Any Entity’s failure to enforce any term of these Convening Rules will not constitute a waiver of that provision or bar the Entities from enforcing that term in the future.

Partial Invalidity. If any provision of these Convening Rules is found to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be severed from the remainder of these Convening Rules, which will otherwise remain in full force and effect.

Headings. The headings in these Convening Rules are inserted for convenience and identification only, and are not intended to describe, interpret, define, or limit the scope or intent of these Convening Rules. By submitting an entry, each Applicant waives any right it may have to claim ambiguity of these Convening Rules or any advantage or any impact on interpretation of these Convening Rules that may arise from any such ambiguity claim.

  1. LIMITATION OF LIABILITY, RELEASE & INDEMNIFICATION

A. LIMITATION OF LIABILITY

BY ENTERING THE CONVENING PROGRAM, EACH APPLICANT AGREES AND ACKNOWLEDGES THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW: 1) ANY AND ALL DISPUTES, CLAIMS, AND CAUSES OF ACTION ARISING OUT OF OR IN CONNECTION WITH THE CONVENING PROGRAM, INCLUDING AS APPLICABLE ANY TRAVEL, WILL BE RESOLVED INDIVIDUALLY, WITHOUT RESORT TO ANY FORM OF CLASS ACTION; 2) THE TOTAL LIABILITY OF THE APPLICATION FACILITATION PARTNER AND THE FOUNDATION FOR ANY AND ALL CLAIMS, JUDGMENTS, SETTLEMENTS, AND AWARDS WILL BE LIMITED TO REASONABLE, ACTUAL THIRD-PARTY, OUT-OF-POCKET COSTS INCURRED (IF ANY) NOT TO EXCEED $1,000 USD, BUT IN NO EVENT WILL ATTORNEYS’ FEES BE AWARDED OR RECOVERABLE; 3) UNDER NO CIRCUMSTANCES WILL ANY APPLICANT (ON BEHALF OF ITSELF, ITS EMPLOYEES, REPRESENTATIVES, AND ANY OTHER AGENTS) BE PERMITTED TO OBTAIN ANY AWARD FOR, AND HEREBY KNOWINGLY AND EXPRESSLY WAIVES ALL RIGHT TO SEEK, PUNITIVE, INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES, PENALTIES, LOST PROFITS, AND/OR ANY OTHER TYPE OF DAMAGES, OTHER THAN ACTUAL OUT-OF-POCKET THIRD PARTY EXPENSES ACTUALLY INCURRED, IF ANY, NOT TO EXCEED $1,000 USD), OR ANY RIGHT TO HAVE ANY DAMAGES MULTIPLIED OR OTHERWISE INCREASED; AND 4) EACH APPLICANT (ON BEHALF OF ITSELF, AND ITS EMPLOYEES, REPRESENTATIVES, AND ANY OTHER AGENTS) IRREVOCABLY WAIVES ANY RIGHT TO SEEK INJUNCTIVE OR EQUITABLE RELIEF.

B. RELEASE

EACH APPLICANT ASSUMES ANY AND ALL RISKS ASSOCIATED WITH THE USE OF APPLICATION MATERIALS AND TRAVEL ARISING FROM OR IN CONNECTION WITH THE CONVENING PROGRAM, AND EXPRESSLY WAIVES AND RELEASES ANY AND ALL CLAIMS OR CAUSES OF ACTION AGAINST THE ENTITIES, THEIR OFFICERS, EMPLOYEES, REPRESENTATIVES, AND AGENTS FOR ANY AND ALL INJURY AND DAMAGE OF ANY NATURE WHATSOEVER (WHETHER EXISTING OR THEREAFTER, WHETHER DIRECT, INDIRECT, OR CONSEQUENTIAL, AND WHETHER FORESEEABLE OR NOT), ARISING FROM THE APPLICATION MATERIALS, INCLUDING BUT NOT LIMITED TO THE SOLUTION AND IDEAS SUBMITTED TO THE CONVENING PROGRAM AND TRAVEL ARISING FROM OR IN CONNECTION WITH THE CONVENING PROGRAM.

C. INDEMNIFICATION

YOU AGREE TO INDEMNIFY AND HOLD THE ENTITIES (AND JUDGES, CONVENING PROGRAM GUIDES, AND MENTORS) AND EACH OF THEIR EMPLOYEES, REPRESENTATIVES, AGENTS, ATTORNEYS, AFFILIATES, DIRECTORS, EMPLOYEES, OFFICERS, MANAGERS, AND SHAREHOLDERS (THE “INDEMNIFIED PARTIES”) HARMLESS FROM ANY DAMAGE, LOSS, COST, OR EXPENSE (INCLUDING WITHOUT LIMITATION, ATTORNEYS’ FEES AND COSTS) INCURRED IN CONNECTION WITH ANY THIRD-PARTY CLAIM, DEMAND, OR ACTION (“CLAIM”) BROUGHT OR ASSERTED AGAINST ANY OF THE INDEMNIFIED PARTIES, ARISING FROM OR IN CONNECTION WITH (a) YOUR ALLEGED OR ACTUAL (1) BREACH OF ANY PROVISION OF THE CONVENING RULES, (2) BREACH OF ANY REPRESENTATION OR WARRANTY, (3) VIOLATION OF APPLICABLE LAW, OR (b) YOUR APPLICATION MATERIALS (INCLUDING ANY ALLEGED INFRINGEMENT OR OTHER VIOLATION OF ANY INTELLECTUAL PROPERTY OR OTHER PROPRIETARY RIGHTS OF ANY THIRD PARTY) AND PARTICIPATION IN ANY WAY IN ANY ASPECT OF THE CONVENING PROGRAM, INCLUDING TRAVEL. IF YOU ARE OBLIGATED TO PROVIDE INDEMNIFICATION PURSUANT TO THIS PROVISION, THE INDEMNIFIED ENTITY MAY, IN THE INDEMNIFIED ENTITY’S SOLE DISCRETION, CONTROL THE DISPOSITION OF ANY CLAIM AT YOUR SOLE COST AND EXPENSE. WITHOUT LIMITATION OF THE FOREGOING, YOU MAY NOT SETTLE, COMPROMISE, OR IN ANY OTHER MANNER DISPOSE OF ANY CLAIM WITHOUT THE EXPRESS WRITTEN CONSENT OF THE INDEMNIFIED ENTITY.

D. GOVERNING LAW

All issues and questions concerning the construction, validity, interpretation, and enforceability of these Convening Rules and/or the rights and obligations of each Applicant, and of any related or authorized individual or entity of the Applicant, or the rights and obligations of the Entities will be exclusively governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice of law or conflict of law rules or provisions that would cause the application of the laws of any other country or jurisdiction.

Any litigation arising out of, in connection with, or relating to these Convening Rules must be filed and pursued exclusively in the State or Federal courts in New York City, New York, and each Applicant and any related person or entity, consents to the jurisdiction of and venue in the State or Federal Courts in New York City, New York.

If you have any question about these Convening Rules, please contact us at bellagioapplicant@rockfound.org

These Convening Rules are effective as of the date first written above.

Back to Top