Nominee Participation Agreement
Updated January, 2025
PARTIES
This writing outlines the intended legal relationship between between 1355050 Alberta Ltd. also known as NALA (the “COMPANY”) and you (the “NOMINEE”). The writing (the “AGREEMENT”) is intended to govern and control your participation in The NALA Awards Gala (the “PROGRAM”) with the COMPANY.
The COMPANY and the NOMINEE are the intended parties (the “PARTIES”) to this AGREEMENT.
ACCEPTING THESE TERMS
As the NOMINEE, you are entering into a legally binding agreement with the COMPANY, an Alberta registered company, according to the following terms and conditions, when you do ANY of the following:
• Click “I Agree”
• Email your statement of agreement
• Sign this agreement on this page, or reverse
• Enrol electronically in the PROGRAM
• Enrol verbally, or otherwise, in the PROGRAM
With this acceptance, the PARTIES agree that any individual, associate, and or assignee are bound by the terms of this AGREEMENT. A facsimile, electronic, or emailed executed copy of acceptance of this AGREEMENT is legally binding with either a written or electronic signature and has the same result as an originally signed copy.
COMPANY'S SERVICES
This AGREEMENT is executed and valid, when NOMINEE accepts these terms (electronically, verbally, written, and or otherwise).
The terms of this AGREEMENT are binding on any additional goods and or services supplied by COMPANY to NOMINEE.
PARTIES AGREE THAT THE PROGRAM IS IN THE NATURE OF REVIEWING THE NOMINEE'S BUSINESS TO DETERMINE AWARD QUALIFICATION. THIS REVIEW WILL INCLUDE, BUT IS NOT LIMITED TO, THE NOMINEE SUBMITTING INFORMATION TO THE NALA AWARDS COMMITTEE THROUGH THE NALA WEBSITE OR EMAIL REGARDING:
- Information about the NOMINEE'S professional background if applicable
- Access to published customer reviews if applicable
- Information about business practices if applicable
- Photos and videos of professional work area if applicable
- Photos and videos of studio if applicable
NOMINEE agrees to answer questions about theIr business practices and other relevant information. NOMINEE agrees to any reasonable request made by a member of The NALA AWARDS COMMITTEE to assist in determining the most qualified winner of each award.
NOMINEE agrees to be published on the NALA Gala website and other promotional material for NALA and the NALA Awards Gala.
NOMINEE agrees to submit a video recording of themselves accepting their award which will only be published if they are selected as the winner. This video will be aired and published as part of the NALA Awards show on the NALA YouTube Channel. This YouTube video will be available for public viewers indefinitely.
Should the NOMINEE win one, or more than one, award the NOMINEE agrees to cover any shipping expenses to have the trophy, or trophies, sent to them from the NALA Head Office in Edmonton, Alberta, Canada.
The scope of services provided by COMPANY according to this AGREEMENT are limited to those listed on COMPANY’s website, or as part of the PROGRAM. COMPANY reserves the right to substitute services equal to or comparable to the PROGRAM for the NOMINEE if the need arises, without prior notice.
CONFIDENTIALITY
The term “Confidential Information” means INFORMATION WHICH IS NOT GENERALLY KNOWN TO THE PUBLIC RELATING TO THE NOMINEE'S BUSINESS OR PERSONAL AFFAIRS.
COMPANY agrees not to disclose, reveal, or make use of any Confidential Information learned of through its transactions with NOMINEE during discussions and interactions with NOMINEE, or otherwise, without the written consent of NOMINEE.
COMPANY shall keep the Confidential Information of the NOMINEE in strictest confidence and shall use its best efforts to safeguard the NOMINEE’s Confidential Information and to protect it against disclosure, misuse, espionage, loss, and theft.
The COMPANY’S privacy policy, terms of use, and disclaimers, also apply to how COMPANY collects, uses, stores, and who has access to any personally identifiable information supplied by the NOMINEE due to its participation in the PROGRAM.
NO TRANSFER OF INTELLECTUAL PROPERTY
COMPANY’s copyrighted and original materials are provided to the NOMINEE for his or her individual use only and under a limited single-user license.
NOMINEE is not authorized to use any of COMPANY’s intellectual property, trademarks and or copyrights, for any purpose. NOMINEE is not authorized to share, copy, distribute, or otherwise disseminate any materials received from COMPANY electronically, or otherwise without the prior written consent of the COMPANY.
COMPANY agrees and allows NOMINEE to make one (1) printed physical copy of the provided materials for NOMINEE’s personal use.
ALL INTELLECTUAL PROPERTY, INCLUDING COMPANY'S COPYRIGHTED PROGRAM MATERIALS SHALL REMAIN THE SOLE PROPERTY OF THE COMPANY. NO LICENSE TO SELL OR DISTRIBUTE COMPANY'S MATERIALS IS GRANTED OR IMPLIED.
PROGRAM RULES
To the extent that NOMINEE interacts with COMPANY staff and or other NOMINEEs, NOMINEE agrees to behave professionally, courteously, and respectfully with staff and NOMINEEs at all times. NOMINEE agrees that failing to follow program rules is cause for termination of this AGREEMENT. In the event of such a termination, NOMINEE is not entitled to recoup any amounts paid and remains responsible for all outstanding amounts of the Fee.
DISPARAGEMENT
In the event that a dispute arises between the PARTIES or a grievance by NOMINEE, the PARTIES agree and accept that the only venue for resolving such a dispute is the venue identified below. PARTIES further agree that they will not engage in any conduct or communications public or private, designed to disparage the other. Such an act constitutes a breach of this AGREEMENT.
USE OF PROGRAM MATERIALS
• By accepting this AGREEMENT, NOMINEE consents to their name and business information being used by COMPANY for future lecture, teaching, and marketing materials, and further other goods/services provided by COMPANY, without compensation to the NOMINEE.
NO RESALE OF SERVICES PERMITTED
NOMINEE agrees not to reproduce, duplicate, copy, sell, trade, resell, or exploit for any commercial purpose, any portion of the PROGRAM including materials, use of the PROGRAM, or access to the PROGRAM. This AGREEMENT is not transferable or assignable without the COMPANY’s prior written consent.
TERMINATION
If NOMINEE is in default of this AGREEMENT, then NOMINEE is immediately barred from using any of the PROGRAM’s services. COMPANY is allowed to immediately stop providing further services to NOMINEE.
CONTROLLING AGREEMENT
In the event of any conflict between the provisions contained in this AGREEMENT, any marketing materials used by COMPANY, COMPANY’s representatives, or employees, the provisions in this AGREEMENT control.
ENTIRE AGREEMENT
This AGREEMENT is the entire AGREEMENT between the PARTIES relating to the subject matter and supersedes all prior and contemporaneous agreements, negotiations and understandings, oral or written. Modification to this AGREEMENT is by a writing signed by both PARTIES.
LIMITATION OF LIABILITY
By using COMPANY’s services and agreeing to the PROGRAM, NOMINEE releases COMPANY, its officers, employees, directors, and related entities from any and all damages that may result from his or her participation in the PROGRAM. The PROGRAM provides a review of the NOMINEE’s business for the purpose of potentially winning a NALA Industry Award.. NOMINEE accepts any and all risks, foreseeable or non-foreseeable arising from the PROGRAM.
Regardless of the previous paragraph, if COMPANY is found to be liable, COMPANY’s liability to NOMINEE or to any third party is limited to the lessor of:
(a) The total amount of money NOMINEE paid to COMPANY in the one month prior to the action giving rise to the liability, or
(b) $5 CAD
All claims against the COMPANY must be filed with the entity having jurisdiction within 90 days of the date of the first claim
or otherwise be forfeited forever. NOMINEE agrees that COMPANY will not be held liable for any damages of any kind resulting or arising from, including but not limited to; direct, indirect, incidental, special, negligent, consequential, or exemplary damages happening from the use or misuse of COMPANY’s services or participation in the PROGRAM.
NOMINEE agrees that use of COMPANY’s services is at NOMINEE’s own risk.
INDEMNIFICATION
NOMINEE recognizes and agrees that all of the COMPANY’s shareholders, trustees, affiliates, and successors shall not be held personally responsible or liable for any actions, or representations of the COMPANY.
NOMINEE shall defend, indemnify (insure and protect), and hold harmless the COMPANY, COMPANY’s shareholders, trustees, affiliates, and successors from and against all liabilities and expenses that they may incur or be obligated to pay because of their relationship with the PROGRAM.
These include (without limitation): claims, damages, judgments, awards, settlements, investigations, legal actions, regulatory actions, costs, attorneys fees, disbursements, or the like that occur from or are related to this AGREEMENT.
Any expenses or liabilities that result from a breach of this AGREEMENT, sole negligence, or willful misconduct by the COMPANY, COMPANY’s shareholders, Trustees, Affiliates, or Successors are excluded from indemnification.
CHOICE OF LAW/VENUE
This AGREEMENT is governed and interpreted in accordance with the laws of the Province of Alberta without giving effect to any principles of conflicts of law.
The PARTIES agree to submit any dispute or controversy arising out of, or relating to this AGREEMENT to arbitration in the Province of Alberta according to the rules of the Canadian Arbitration Association. The arbitration is binding upon the PARTIES and their successors in interest. The prevailing party may collect all reasonable legal fees from the non-prevailing party in order to enforce the provisions of this AGREEMENT.
SURVIVABILITY
The ownership, non-circumvention, non-disparagement, proprietary rights, and confidentiality provisions, and any provisions relating to payment of Fees owed set forth in this AGREEMENT, and any other provisions that by their sense and context the PARTIES intend to have survive, shall survive the termination of this AGREEMENT for any reason.
SEVERABILITY
If any of the parts or provisions contained in this AGREEMENT are interpreted as invalid or unenforceable only that part or provision is affected. The invalidity or unenforceability does not affect the other parts or provisions of the AGREEMENT.
