Giveaway – Ταξίδι στη Νέα Υόρκη

Emirates will provide the Sponsor with the correct Emirates logo (the “Authorised Emirates Logo”) to be placed on all communication material relating to the Promotion as set out in Exhibit C. Emirates hereby consent to the Sponsor using the Emirates name, logo, trademarks and other intellectual property for the purpose of conducting the Promotion, subject to clause 5.

This Agreement shall commence as of the last date of execution, as indicated on the Cover Page, and subject to this clause 3, remain in effect until 31December 2022 Except where otherwise provided for under this Agreement, in the event that Sponsor should decide to cancel the Promotion prior to its launch, each party shall be relieved of all of its obligations hereunder and Sponsor shall return to Emirates any and all Prize(s) in its possession or control unless such Prize(s) were purchased by Sponsor.

Without prejudice to any other rights or remedies of the parties, either party shall be immediately entitled to terminate this Agreement by written notice if:

a) the other party commits a material breach of any of its obligations under this Agreement which is incapable of remedy;
b) the other party is in breach of any material obligation under the Agreement and fails to remedy the same within ten (10) business days of written notice to that party; or
c) the Promotion is unable to commence or is cancelled for any reason including, but not limited to, the failure to obtain any necessary licensing or authorisation required under applicable law.

Emirates may provide Sponsor with certain Emirates intellectual property, including but not limited to trademarks, service marks, logos, names, tradenames, taglines or other proprietary materials to be designated by Emirates (collectively, the “Emirates IP”) for use in connection with the Promotion. Emirates herby grants to Sponsor the limited, non-exclusive, non-transferable, royalty-free right to use, distribute, publish and publicly display the Emirates IP, subject to Emirates’ guidelines as provided to Sponsor and the approval process set forth in Section 5 below. The Emirates IP, and all rights and goodwill therein, shall remain the sole and exclusive property of Emirates, and all of the benefit and goodwill associated with use of the Emirates IP shall at all times inure entirely to Emirates. Unless otherwise agreed by Emirates, upon and following termination of this Agreement, the Sponsor shall cease using all Emirates IP in connection with the Promotion. Sponsor acknowledges that its failure to cease using, distributing, publishing and/or publicly displaying the Emirates IP at the conclusion of the Term of this Agreement will result in immediate and irreparable harm to Emirates. Sponsor agrees that in the event of such failure, Emirates shall be entitled to equitable relief by way of temporary and permanent injunctions and any other further relief as a court of competent jurisdiction may deem just and proper. In connection with its use of the Emirates IP as provided for herein, Sponsor shall place any trademark or copyright notice (e.g., © or ®) as instructed by Emirates. Sponsor agrees that it will not contest, challenge or otherwise imperil the validity of any Emirates IP, and Sponsor shall not create any trademark, logo or other intellectual property that is derived from or confusingly similar to the Emirates IP or that in any way implicates or implies a connection, affiliation, endorsement, sponsorship or other relationship between Sponsor and Emirates, without the prior written approval of Emirates.

a. Emirates shall have the right to approve all Advertising Materials in which its name, logo or the Prize are used in text or graphics (such approval not to be unreasonably withheld or delayed). Without limiting the generality of the foregoing, Sponsor agrees that it will not to use (or authorize third parties to use) the name, trademark, service mark or other identification of Emirates, or any other materials supplied by Emirates in connection with the Promotion, without the prior written approval of Emirates.

b. Emirates shall have the right, but not the obligation, to approve the Official Rules and the Winner Documents (such approval not to be unreasonably withheld or delayed). Sponsor agrees that the Winner Documents shall contain, among other things, a liability release and a publicity release for Emirates’ benefit.

c. For the sake of clarity, Emirates’ review or approval of any Advertising Materials, Official Rules, Winner Documents or other materials shall in no way affect Sponsor’s indemnification obligations as set forth below, including, without limitation, Sponsor’s obligation to indemnify Emirates for actions arising from the Promotion, the Winner Documents or the Advertising Materials.

Except as prohibited by Sponsor’s Privacy Policy, Sponsor shall ensure that Emirates shall have the right to obtain, and Sponsor shall provide to Emirates, the names and contact information obtained from consumers in connection with the Promotion (the “Consumer Information”). In the event that Sponsor’s Privacy Policy does not permit Sponsor to share the Consumer Information with Emirates, Sponsor shall so advise Emirates in writing prior the initiation of the Promotion and Emirates shall have the right to require Sponsor to provide an opt-in for Emirates on the entry form.

Both parties agree that all non-public information gathered or learned about the other party in connection with the Promotion shall remain confidential at all times. No public announcements or press release in respect of the Promotion may be made by any party without the prior written consent of the other party and the form, content and forum of any such announcement or release will be mutually agreed in advance in writing by the parties.

Save where mutually agreed between the parties in writing, neither party will make, and each will direct its Representatives not to make, directly or indirectly, any public comment, statement or communication with respect to, or otherwise to disclose or permit the disclosure of the existence of discussions regarding a possible transaction between the parties or any of the terms, conditions, or other aspects (“Confidential and Proprietary Information”) of this Agreement. For purposes of this Agreement, the following shall not constitute Confidential and Proprietary Information:

a) Information which is or subsequently becomes generally available to the public through no act, fault or negligence of either party; and

b) Information which is lawfully obtained by either party in writing from a third party (excluding any affiliates of that party) who did not acquire such Confidential and Proprietary Information or trade secret, directly or indirectly from the other party.

The obligations under this clause 7 will survive any termination or expiration of this Agreement.

The parties to this Agreement hereby agree and acknowledge that, in respect of the matters relating to this Agreement, each will act as a separate and independent Controller in relation to the Personal Data which they Process. Each party independently determines its own purposes and means of the Processing of Personal Data and it is acknowledged by both parties that neither party is either a Processor acting on behalf of the other party or are Sponsor and the Company Joint Controllers. The parties shall each comply with their respective obligations under the Applicable Data Protection Laws in respect of their own Processing of Personal Data and each party shall be individually and separately responsible for its own compliance.

In the event any amendment to the Applicable Data Protection Laws require, the parties hereby undertake to cooperate in taking the necessary steps to comply with such amended laws, which steps may include entering into a separate agreement regulating the Personal Data Processing between the parties or implementing other safeguards.
For the purposes of this Agreement
a) “Applicable Data Protection Laws” means, to the extent applicable, the EU General Data Protection Regulation 2016/679 (“GDPR”) as amended, replaced or superseded from time to time, and any other data protection, privacy or related laws applicable to a party’s use or other Processing of Personal Data;
b) “Controller” means a person, a company or other body that determines the purposes for which and the means by which Personal data is Processed;
c) “Joint Controllers” means two or more Controllers, who jointly determine the purposes and means of Processing;
d) “Personal Data” means any information relating to an identified or identifiable natural person; an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier, including but not limited to a name, an identification number, location data, an online identifier;
e) “Processor” means a person, a company or other body that Processes the Personal Data on behalf of the Controller and act on the instructions of the relevant Controller;
f) “Process / Processing / Processed” means any operation or set of operations which is performed on Personal Data or on sets of Personal Data, whether or not by automated means, such as collection, recording, organisation, structuring, storage, use, disclosure by transmission, dissemination or otherwise making available, erasure or destruction.

Where Applicable Data Protection Laws apply and ascribe a different meaning to a defined term in clause 8, that different meaning will apply. Where the Applicable Data Protection Laws do not contain the same defined term but contain a word or phrase with an equivalent or similar meaning then that word or phrase, and its definition, will be applied to the interpretation of clause 8.

Sponsor will defend, indemnify, and hold harmless Emirates and its affiliates and subsidiaries and each of their respective officers, directors, shareholders, agents and employees (“Representatives”) from and against any and all actions, costs, claims, suits, liabilities, judgments, losses, expenses and/or damages (including, without limitation, attorneys’ fees and settlement costs) arising out of, related to or resulting from (i) the Promotion, including, without limitation, the Official Rules, the Winner Documents, the Advertising Materials, and the administration of the Promotion (ii) Emirates’ receipt of the Consumer Information, and (ii) any breach of any of Sponsor’s representations, warranties or agreements hereunder.

The indemnities provided for in this clause 9 shall remain in effect and survive any termination or expiration of this Agreement.

Sponsor will obtain and maintain in effect insurance from a reputable insurance company, which insurance will provide adequate coverage for Sponsor’s obligations hereunder (including, without limitation, its obligations with respect to the Promotion and the Advertising Materials). Such insurance coverage shall have policy limits satisfactory to Emirates. Upon Emirates’ request, Sponsor will provide Emirates with an original certificate of insurance, evidencing such insurance coverage.

a) If there is a conflict of opinion or direction between the parties then the issue will be escalated to the managers for resolution. Both parties shall make all reasonable endeavours to resolve the dispute within thirty (30) days from the date the conflict arose. If the dispute has not been resolved under clause ‎this clause 11 (a), such dispute shall be resolved in accordance with clause 11 (d).

b) Neither party may assign or transfer any of their rights or obligations under this Agreement without the prior written consent of the other party. The failure of either party to require the performance of any term or condition in this Agreement or the waiver by either party of any breach of this Agreement shall not prevent subsequent enforcement of such term or condition nor be deemed to be a waiver of a subsequent breach.

c) This Agreement is not to be construed to create or infer a partnership or joint venture between the parties hereto. Neither party shall act as the other party’s agent. This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof. No waiver, modification or amendment to this Agreement shall be effective unless in a writing signed by the parties hereto.

d) This Agreement shall be construed in accordance with the laws of Dubai, and the applicable federal laws of the United Arab Emirates without any regard to conflict of law principles. Subject to clause 11(a), exclusive jurisdiction and venue for any disputes arising under this Agreement shall be the Courts of Dubai and both parties irrevocably consent to the personal jurisdiction and venue of such courts and agree to waive any defense of inconvenient venue or forum.

Emirates Flight Tickets Prize Terms and Conditions

Emirates Flight Tickets are valid on Emirates only and are non-extendable, non-transferable, non-re-routable, non-endorsable and non en-cashable. Flight Tickets shall at all times be subject to availability, capacity controls and Emirates Conditions of Carriage and applicable ticket conditions as set out on the Emirates website and seats may not be available on all flights. Flight Tickets are not valid for bookings on partner airlines or code share or interline flights or for use in connection any other products or services. The winner and where applicable their guest must travel together on the same dates / sectors on both outward and return journeys. If a winner or where applicable the guest is unable to utilize the Flights Tickets no cash alternative will be provided. All travel documentation and visas must be up to date and are the responsibility of the winner and where applicable the guest. The Winner and where applicable their guest are solely responsible for ensuring compliance with all travel requirements, including but not limited to, any government imposed travel requirements. Emirates shall not be liable where the Winner or their guest is unable to utilize the Flight Tickets where travel documents, visa or travel requirements are not satisfied. Flight Tickets do not include access to the Emirates Lounges. Skywards Miles are not accruable on the flights.

Nothing in these Official Rules requires Emirates to provide transportation to any person except in accordance with:
• Emirates General Conditions of Carriage for Passengers and Baggage and travel documents, including airline tickets and airway bills, issued by Emirates;
• Emirates Schedule of Operations in place from time to time; and
• The relevant immigration rules applicable to any ticket holder.

Except in accordance with and subject to the limitations set out in the Warsaw Convention 1929 (as amended by the Hague Protocol 1955), the Montreal Convention 1999, and its travel documents (including but not limited to airline tickets and airway bills), Emirates accepts no liability to any person for any liabilities, losses, claims, demands, costs or expenses arising directly or indirectly from the utilisation of Flight Tickets provided pursuant to the Promotion.

Government taxes and fees which apply to travel booked on an Emirates Flight Ticket, are the responsibility of the passenger, and will vary based on route. Government taxes/fees are subject to change as required by law. Passenger is solely responsible for fees for oversized, overweight or extra baggage and fees for products/services sold separately. Passenger must pay all applicable taxes and fees at the time of booking.

The winner and where applicable their guest will be responsible for all other costs and expenses associated with redeeming the Flight Tickets including but not limited to travel insurance, airfares, food, accommodation transfers (other than as provided hereunder) and any other ancillary costs associated with redemption of the Flight Tickets.
The Flight Tickets must be utilized (with the entire roundtrip completed) during the period 2.01.2022 and 15.06.2022.