Effective 30th of March 2017
1.3 “Seal of Approval” refers to various medallion images representing Blue Lifestyle’s evaluations/ratings of the level of quality of products or services.
1.5 “We/us/our” refers to Blue Lifestyle International LLC, the Site, its employees, and affiliates.
II ELIGIBILITY CRITERIA
2.1 To qualify for the Seal of Approval, the product or service must receive at least 90 points from our judges. Products and services receiving 88 or 89 points and designated as a “Good Value” are also qualified for the Seal of Approval.
2.3 A license number for the particular product or service is assigned and placed on the associated Seal of Approval. The image file for the Seal of Approval is delivered to the Subscriber upon payment of the stated fee. Prices are available on the web page.
III THE LICENSE
3.2 The license shall be non-exclusive except that only a single specific product or service is associated with the license number on the Seal of Approval, and the license can only be used for marketing that item.
3.3 The license shall remain in effect from the date of issuance to the date of expiration, or until (i) the next review of the product or service for which the license is obtained (ii) in the case of vintage wine, until all of the specific product has been sold.
IV USE OF THE SEAL OF APPROVAL
4.1 The license permits use of the Seal of Approval in any advertising via print or broadcast media, point-of-sale promotion, public relations communications, or other customary marketing channels. Online or in print, when citing that it was awarded to the product for which the license was granted. Using the Seal of Approval on TV, in-theater, and in online commercials, such as YouTube, Facebook, Snapchat and Instagram advertisement a premium fee will apply.
4.2 The license is issued for the following categories of products and services:
Wine are distinguished by the producer, growing region, vintage year and varietal. Subscriber may use the Seal of Approval for as long as that specific wine is in the market.
(b) Spirits/Food Products/Beauty Products/Travel and Travel Related Amenities or Services/Cruise Lines/Food Products/Beauty Products and all other Lifestyle products or services that we may deem eligible in the future. Licenses are issued for one or two-year subscription periods.
4.3 The Seal of Approval may be used for marketing of the products and services worldwide.
4.4 You may not modify, change or adapt the Seal of Approval in any way other than resizing to suit your particular purpose.
V SUSPENSION AND TERMINATION OF THE LICENSE
5.1 We may, at our discretion, withdraw this license with immediate effect in the event that:
(i) the product or service changes in such a way that it no longer fulfills the eligibility criteria;
(ii) your business is closed or there is a change of form, such as merger or acquisition, that changes the producer, product or service description associated with the license number,
VI CONFIDENTIAL INFORMATION
6.1 The term “Confidential Information” means any information or material which is proprietary to Blue Lifestyle, whether or not owned or developed by Blue Lifestyle, which is not generally known other than by Blue Lifestyle, and which Subscriber may obtain through any direct or indirect contact with Blue Lifestyle. Regardless of whether specifically identified as confidential or proprietary, Confidential Information shall include any information provided by Blue Lifestyle concerning the business, technology and information of Blue Lifestyle and any third party with which Blue Lifestyle deals, including, without limitation, business records and plans, trade secrets, technical data, product ideas, contracts, financial information, pricing structure, discounts, computer programs and listings, source code and/or object code, copyrights and intellectual property, inventions, sales leads, strategic alliances, partners, and customer and client lists. The nature of the information and the manner of disclosure are such that a reasonable person would understand it to be confidential.
6.2 “Confidential Information” does not include:
- matters of public knowledge that result from disclosure by Blue Lifestyle;
- information rightfully received by Subscriber from a third party without a duty of confidentiality;
- information independently developed by Subscriber;
- information disclosed by operation of law;
- information disclosed by Subscriber with the prior written consent of Blue Lifestyle; and
- any other information that both parties agree in writing is not confidential.
6.3 PROTECTION OF CONFIDENTIAL INFORMATION. You understand and acknowledge that the Confidential Information has been developed or obtained by Blue Lifestyle by the investment of significant time, effort and expense, and that the Confidential Information is a valuable, special and unique asset of Blue Lifestyle which provides Blue Lifestyle with a significant competitive advantage, and needs to be protected from improper disclosure. In consideration for your receipt of any Confidential Information, you agree as follows:
[i] No Disclosure. You will hold the Confidential Information in confidence and will not disclose the Confidential Information to any person or entity without the prior written consent of Blue Lifestyle.
[ii] No Copying/Modifying. You will not copy or modify any Confidential Information without the prior written consent of Blue Lifestyle.
[iii] Unauthorized Use. You shall promptly advise Blue Lifestyle if you become aware of any possible unauthorized disclosure or use of the Confidential Information.
[iv] Application to Employees. You shall not disclose any Confidential Information to any of Your employees except those employees who are required to have the Confidential Information in order to perform their job duties in connection with the limited purposes of this Agreement. Each permitted employee to whom Confidential Information is disclosed shall sign a non-disclosure agreement substantially the same as this Agreement at the request of Blue Lifestyle.
7.1 We make no warranties, express or implied, with respect Your use of the Seal of Approval by the other party, nor do we undertake responsibility toward any third party in respect to Your use of the Seal of Approval. In no event, will Blue Lifestyle be liable for direct, indirect, special, incidental, or consequential damages, that are in any way related to the Seal of Approval or its use by You.
7.2 You agree to indemnify and hold us harmless from all losses, liability, claims, damages or expenses arising from material prepared or supplied by You or resulting from Your failure to use due care in all matters undertaken by the You or at Your direction pursuant to this Agreement and the within Terms and Uses, and any activities contemplated hereby, including but not limited to the Your failure to detect, or delay in detecting, omissions, interruptions, faulty display or placements, or any other basis for the assertion of any claims involving us. You therefore also agree that we have no liability for the contents of Your communications through marketing channels, or for any legal consequences arising from them or from Your use of the Seal of Approval through them.
7.3 The indemnification provided above shall include payment of all attorney’s fees and costs as and when incurred by us in defending any claims to which indemnity applies at the rates and in the amounts charged to us by our selected attorneys and vendors.
VIII GOVERNING LAWS
8.1 This Agreement shall be governed by and construed under the laws of the state of California, United States of America, and venue shall lie in the Los Angeles County Superior Court for the State of California.
IX FINAL PROVISIONS