This Contest Agreement (the "Agreement") is entered into by and between you ("Submitter") and SES AI Corporation ("SES AI") (collectively referred to as the "Parties").
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1. The Submitter affirms that they have the legal right to submit their idea to this contest.
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2. The Submitter hereby represents and warrants that any idea submitter does not violate any laws, regulations, or infringe upon the intellectual property rights of any third parties.
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3. By submitting their idea, the Submitter grants SES AI Corporation a perpetual, worldwide, exclusive, irrevocable, transferable, royalty-free license, with the right to sublicense, to use, copy, display, publish, perform, create derivative works, and sell products or services derived or stemming from the idea submission.
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4. To the maximum extent permitted by law, the Submitter agrees to indemnify, defend and hold harmless SES AI Corporation and its subsidiaries, affiliates, officers, directors, shareholders, employees, representatives, agents, volunteers, attorneys, managers, licensors, business partners and each of their respective successors and assigns (the “Indemnified Parties”) from and against all damages, losses, liabilities, claims, expenses, fees or costs (including, without limitation, reasonable attorneys’ fees and costs) incurred in connection with any claim, demand or action brought or asserted against any of the Indemnified Parties arising out of or relating to (i) a breach of these Terms, (ii) a violation of any third party right, including without limitation any intellectual property right, publicity, confidentiality, property or privacy right; or (iii) any claim that use of the submission caused damage to any third party.
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5. SES AI, in its sole and absolute discretion, may award one or more monetary payments to the submitter(s) or may choose not to award any payments at all.
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6. SES AI makes no guarantee that any particular submission will be reviewed.
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7. This contest is void where prohibited.
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   This Agreement shall be governed by and construed in accordance with the laws of the State of New York.
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   The Submitter acknowledges and agrees that SES AI may use the submitted idea in any manner it deems fit, including but not limited to research, development, and commercialization.
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   This Agreement constitutes the entire understanding between the Parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether oral or written.