Publicity and Testimonial Waiver and Release

TruNeura, LLC, a California limited liability company ("Company”), seeks to use your name, likeness, personal characteristics, testimonials (the “Testimonials”), logos, trademarks, trade names, and similar materials for advertising, promotion, and other business purposes if you are a Provider and use our Platform or any of our Services (as such capitalized terms are defined in the Terms of Use).
 
In exchange for the intangible benefits of participating in Company’s publicity programs, which you acknowledge as sufficient, you agree to grant Company permission for such use under the terms of this Publicity and Testimonial Waiver and Release (“Agreement”).
 
1. Consent to Use Name, Likeness, Testimonials, and Materials
You irrevocably authorize the Company, its affiliates, successors, assigns, employees, and their agents (“Authorized Persons”) to use your name, image, likeness, appearance, voice, Testimonials, biographical information, logos, trademarks, trade names, and all materials created by Company or on Company’s behalf that incorporate any of the foregoing (“Materials”), in any medium now known or later developed, worldwide and in perpetuity, and to display, reproduce, modify, adapt, distribute, license, and otherwise use the Materials, in each case for advertising, publicity, marketing, and promotion of the Company, its affiliates, and their products and services, without your further consent or compensation to you. Use of your logos, trademarks, trade names, and similar materials will be subject to any trademark usage guidelines that you provide.
 
You understand and agree that Authorized Persons (A) have no obligation to use the Testimonials; (B) may use Testimonials with or without your name; and (C) may edit the Testimonials without materially altering their meaning.
 
2. Ownership of Materials
Company exclusively owns all rights, including copyrights, in the Materials. You irrevocably assign to Company all rights, title, and interest you may have in the Materials, including all intellectual property rights, worldwide and in perpetuity, along with all registration, renewal, reversion, and enforcement rights. You also waive any right to review or approve Company’s use of the Materials and release Company from liability for any edits, alterations, distortions, or portrayals. Any credit or acknowledgment is at Company’s sole discretion. Company is not obligated to use the Materials or exercise any rights under this Agreement.
 
3. Waiver and Release
To the fullest extent permitted by law, you irrevocably waive all legal and equitable rights to any claims, demands, actions, damages, or expenses, including those for copyright or trademark infringement, moral rights, defamation, privacy violations, publicity rights, or emotional distress, arising from the Authorized Persons’ use of the Materials or their rights under this Agreement, even if due in part to Company’s negligence. You agree not to bring any such claims and release the Authorized Persons from all related liability. You understand Company is relying on this Agreement and will incur costs based on it, and you agree it cannot be terminated, rescinded, or modified. You release and hold harmless the Authorized Persons from any claims related to the Testimonial, including privacy, defamation, and publicity rights. You will not assert any claims against the Authorized Persons for use of the Testimonial.
 
4. Representation and Warranties
You represent and warrant that you are at least 18 years old and have full authority to enter into this Agreement and grant the rights stated. You further warrant that all statements and information you provide are true, and that use of the Materials as permitted here will not violate any third-party rights (including copyright, trademark, trade secret, privacy, or publicity rights) or breach any contract or obligation. You also represent that no third-party consent or payment is required. You agree to defend, indemnify, and hold harmless Authorized Persons from any third-party claims arising from your breach or alleged breach of this Agreement or these warranties. You certify the Testimonials are true and reflect your experience and beliefs and you gave the Testimonials voluntarily.
 
5. Miscellaneous
This Agreement is the entire agreement between the parties regarding its subject matter and supersedes all prior or contemporaneous agreements, representations, and warranties, whether written or oral. You acknowledge that have not relied on any statements or promises from Company or others on its behalf except those expressly stated in this Agreement. If any provision is found invalid, illegal, or unenforceable, the remainder will remain in effect. Company may assign this Agreement and its rights. This Agreement binds and benefits both parties and their heirs, legal representatives, successors, and permitted assigns. The Agreement is governed by the laws of California, without regard to conflict of law rules. Any claims arising under this Agreement must be brought exclusively in the federal or state courts of El Dorado County, California, and you consent to their jurisdiction.
 
This Agreement gives Company full rights to use and commercialize your name, likeness, and personal attributes. By agreeing to the Terms of Use, you confirm you understand and accept the terms in this Agreement and waive substantial legal rights, including the right to sue.