TERMS AND CONDITIONS OF PARTICIPATION AND RALLY AND RELEASE AGREEMENT
1. PARTIES. The parties to this Terms and Conditions of Participation and Rally and Release Agreement (the “Agreement”) are LUX Rally LLC and its successors and assigns (“Lux Rally”) and the participant of the LUX Rally 2019 (the “Rally”) who signs this form online and in person prior to the commencement of the Rally on the signature block for the “Participant” on the last page of this Agreement (all parties hereto shall be referred to collectively herein as the “Parties”).
2. GENERAL REQUIREMENTS. LUX RALLY™ 2019 TERMS AND CONDITIONS OF REGISTRATION AND PARTICIPATION PLEASE COMPLETE THE LUX RALLY 2019 APPLICATION FORM WITH PERSONAL DETAILS, VEHICLE DESCRIPTION, REASONS YOU WISH TO PARTICIPATE AND ANY OTHER INFORMATION YOU DEEM PERTINENT AS TO WHY YOU AND YOUR VEHICLE SHOULD BE ACCEPTED AS A PARTICIPANT. ANY PERSON TRAVELING IN A LUX RALLY 2019 VEHICLE MUST SIGN THIS AGREEMENT. BY COMPLETING THIS APPLICATION AND PARTICIPATING IN THE LUX RALLY 2019, YOU (A) ACKNOWLEDGE AND AGREE TO ALL TERMS AND CONDITIONED CONTAINED HEREIN; and (B) AGREE TO TENDER PAYMENT OF THE ENTIRE ENTRY FEE (ALL ENTRY FEE PAYMENTS ARE FINAL AND NON-REFUNDABLE).
3. ENTRY FEE. LUX Rally requires an entry fee (the “Entry Fee”). The full payment of the Entry Fee to LUX is a condition precedent to the Participant’s participation in the Rally. This registration is not complete until LUX receives the full payment from the Participant of the Entry Fee. The Parties agree that all payments of the entry fee shall be final and non-refundable.
4. PROHIBITION ON PARTICIPANTS FROM ADDING CO-PILOTS OR PASSENGERS. No Participant shall add any co-pilot, passenger or other person to their vehicle during the Rally who has not executed this Agreement. Should LUX determine that any participant has violated this Paragraph of this Agreement, it may, at its sole and absolute discretion, immediately expel Participant from the Rally and prohibit Participant from participating further in the Rally. Participant agrees that, should LUX expel Participant from the Rally and prohibit Participant from participating further in the Rally, Participant shall not be entitled to the refund of any of Participant’s Entry Fee or any other fees paid by or on behalf of participant to LUX arising from or relating to the Rally.
5. SAFE DRIVING REQUIREMENT. The “Rally” IS NOT A RACE. Participant shall not compete in any manner during the Rally with other participants. Participant shall not place any bets of any kind in relation to the Rally. During the Rally, Participant shall drive safely and with proper courtesy to all other participants and members of the public. Participant shall not drive during the Rally if, at any point during the Rally, Participant’s ability to do so safely and properly is in any way compromised by physical or mental illness, lack of adequate rest, medical intoxication, under the influence of illegal or legal substances or any other condition that will put Participant and any other participant of the Rally or any LUX staff, employees, owners or agents, general driving public, pedestrians, and any other persons or property at risk in any way whatsoever. Participant shall not engage in any reckless driving during the Rally. Participant, during the Rally, shall not cut off other cars, drive on shoulders of roads, or endangering other participants or the public. Participant shall, during the Rally, comply with all applicable laws and regulations of the City, County, State and Country and any other municipality and/or jurisdiction in which Participant is present at any given time during the Rally, including but not limited to all speed regulations, laws of the road, laws relating to the safety of Participants’ vehicle and operation of Participant’s vehicle, laws relating to registration of Participant’s vehicle, laws relating to Participant’s personal license to operate a vehicle, insurance laws relating to Participant’s operation of your vehicle, and laws relating to the possession, use and/or driving under the influence of alcohol, drugs or other prohibited substances. Each Participant shall be completely sober while operating any motor vehicle during the Rally. Each Participant shall NOT consume alcohol while driving nor drive under the influence of alcohol or any other intoxicating substance at any time during the Rally.
6. PENALTIES FOR VIOLATION OF PARAGRAPH 4 OF THIS AGREEMENT. Participant acknowledges and agrees that, should LUX or its staff determine that Participant has violated any of the requirements and/or terms and conditions of Paragraph 5 of this Agreement during the Rally, LUX may, at its sole and absolute discretion, impose a penalty (the “Unsafe Driving Penalty”) upon Participant, including but not limited to the immediate expulsion of Participant from the Rally and the prohibition of the Participant from participating further in the Rally and/or banning the Participant from ever registering or participating in any future LUX rally. Participant agrees that, should LUX impose an Unsafe Driving Penalty, Participant shall not be entitled to the refund of any of Participant’s Entry Fee or any other fees paid by or on behalf of participant to LUX arising from or relating to the Rally.
7. BADGES. LUX staff will provide the details for the event and any badges that may be necessary. If badges are necessary they must be worn at all times.
8. SELECTION OF CARS FOR THE RALLY AND LUX RALLY’S ABSOLUTE RIGHT TO SELECT PARTICIPATING VEHICLES. While, the Rally is open to all makes, models and years of vehicles, LUX seeks to have a diverse, unique collection of high-end vehicles participating in the Rally. Accordingly, LUX has the unilateral and absolute right at its sole and absolute discretion, to accept or deny a Participant and Participant’s specific proposed vehicle entry into/acceptance into the Rally. The majority of vehicles selected by LUX for entry into/acceptance into the Rally shall be “Lux ury, Sports, Classic & Exotic” cars, provided however, that a Participant may still be rejected by LUX for entry into/acceptance into the Rally even if Participant proposes to use such a car in the Rally. The number of vehicles accepted into the Rally shall be limited to one hundred and thirty and there is no guarantee with respect to available spots, but the more amazing, eccentric or unique the car, the better the chance of acceptance into the Rally.
9. ITEMS NOT INCLUDED IN THE ENTRY FEE FOR THE RALLY. Flights, airfare, hotels and/or accommodations, or auto transport are not included in the Rally except where specifically noted or as an optional expense approved, in writing, by Lux Rally.
10. AGE LIMIT. Any participant or passenger in a Rally vehicle (a “Participant”) must be 21 or over unless otherwise agreed to in writing by LUX at its sole and absolute discretion.
11. NON-LIABILITY OF LUX FOR PARTICIPANT’S CONDUCT DURING THE RALLY. LUX and its members, managers, employees, consultants, agents, staff, assigns, and attorneys (collectively, “LUX Staff”) accept no responsibility for and shall not be liable to any Participant for the consequences of a Participant’s actions or omissions in participating in the Rally, including but not limited to being cited, charged, prosecuted, or prohibited from participation arising from or relating to the improper conduct of a Participant at any location, stop, facility, establishment, public road, or any other place a Participant in present during the Rally.
12. INSURANCE REQUIREMENTS FOR PARTICIPANTS. Each Participant in the Rally shall obtain and maintain appropriate insurance covering his/her participation in the Rally and shall provide proof of such insurance in a form satisfactory to LUX Staff should they request such documentation. Participant shall, during the term of the Rally, maintain insurance for liability for bodily injury and property damage (“Liability Insurance”) arising from their operation of vehicles during the Rally (including but not limited to the motor vehicle they are using in the Rally) to third persons in an amount no less than $500,000 per occurrence. Moreover, the Participant’s Liability Insurance in force during the Rally shall not exclude liability arising from participation in a rally or other organized driving event. In addition, Participant ‘s insurance in force during the Rally must provide coverage for, at a minimum, liability coverage for each Participant, medical insurance, damage to property and life insurance, and insurance covering Participant vehicle’s participation in the Rally. LUX shall have the sole and absolute right to deny anyone from participating in the Rally if they do not comply with the requirements of this Paragraph 12 of this Agreement.
13. LICENSE AND REGISTRATION REQUIREMENTS FOR PARTICIPANTS. Each Participant shall have a legal and valid vehicle registration with name of Participant matching such Participant’s vehicle or Valid Rental Agreement. Each Participant shall hold a current, valid and unrestricted driver’s license issued from one of the United States or Canada and must present same to the LUX Staff upon request. LUX shall have the sole and absolute right to deny anyone from participating in the Rally if they do not comply with the requirements of this Paragraph 13 of this Agreement.
14. FORCE MAJEURE. LUX is not responsible if it cannot fulfill its obligations due to fire, earthquake, epidemic diseases, cyclone, hurricane, wind storm, flood, aridity, strike, lightning, revolution, riot, terrorist activities and similar troubles, and in other cases generally accepted as Force Majeure under the statutes and case law of the State of New York. In the event of one of these events or disasters Participant will have the option of having their reservation dollars moved by LUX to a future event or can pay the difference of rooming costs for the planned dates at the new location that is booked. Refunds of 50% are allowed up until 45 days prior to the event.
15. LOGOS ON PARTICIPANT’S VEHICLES. Participant agrees to have the “LUX Rally” logo and any other logos designated by LUX and/or the LUX Staff, including but not limited to official Rally sponsors, attached to Participant’s vehicle during the entire Rally. Participant shall not obscure or alter such logos and must keep them clean and readily visible at all times during the Rally. LUX and the LUX Staff shall not be responsible for claims of damage to vehicle finishes as a result of the application or removal of such logos. Personal sponsorship for Participant’s vehicle or Participant’s clothing used during the Rally is only permitted with the prior written consent of LUX and the LUX Staff. LUX and the LUX Staff reserve the right to refuse unauthorized sponsored vehicles from participating in the Rally.
16. ENTRY FEE FOR THE RALLY. Upon registration Participant shall immediately tender the deposit portion of the Entry Fee or risk losing Participant’s place in the Rally. Once a Participant is accepted to participate in the Rally and has tendered the Entry Fee, 50% of the complete Entry Fee is non-refundable and will not be returned under any circumstances, including but not limited to Participant’s inability to participate for any reason.
LUX shall not provide any refunds of the Entry Fee to Participant should Participant cancel his/her participation in the Rally within 45 calendar days (including all holidays) of the first day of the Rally.
After the commencement of the Rally, LUX shall not make any refund of a Participant’s Entry Fee or pay any compensation to Participate if Participant is unable to continue in the Rally for any reason whatsoever, including but not limited to death, illness, arrest, detention and/or mechanical breakdown or crash of or damage to their motor vehicle participating in the Rally.
Although all vehicles have sufficient time to arrive at each destination, the route of the Rally is demanding. If Participant does not manage to complete any part of the route and is unable to stay at the provided venues, Participant shall not be entitled to any refund of the Entry Fee whatsoever.
17. CANCELLATION OF PARTICIPATION IN THE RALLY BY PARTICIPANT. In the event that a Participant needs to cancel attending the Rally, there are 2 options available from which to choose: 1) The Participant may request a refund of 50% of the paid Entry Fee provided and only in the event that that Participant provides the Rally with written notice within 45 calendar days (including all holidays) of the first day of the Rally that Participant is cancelling their attendance of/participation in the Rally; or 2) The Participant may sell the paid registration on his/her own for any amount he/she wishes on their own. The Purchasing (new) registrant/Participant shall complete the Online Registration Form and execute this Agreement both online and in person prior to the commencement of the Rally to be eligible to take Participant’s Place on the Rally. The new registrant/Participant must make payment to you directly.
18. REFUSAL BY LUX TO ALLOW PARTICIPANT TO PARTICIPATE IN THE RALLY OR CANCELLATION OF THE RALLY BY LUX RALLY. LUX reserves the right to refuse participation in or to cancel the Rally at any time for any reason whatsoever. In case of the cancellation of the Rally or the refusal to allow Participant to participate in the Rally, LUX shall only refund the Entry Fee to Participant and shall have no further liability or obligation to Participant whatsoever. LUX has the right to cancel a Participant’s registration for the Rally at any time. In such event, the Participant will be refunded his/her Entry Fee by Lux Rally, provided however, that in cases generally accepted as Force Majeure under the statutes and case law of the State of New York, the provisions of Paragraph 14 of this Agreement shall govern and control. In the event of any refund of the Entry Fee to Participant by LUX pursuant to this Paragraph 18 of this Agreement, Participant shall be solely and completely responsible for any other costs and shall not seek reimbursement of those other costs from LUX or the LUX Staff.
19. WAIVER OF PARTICIPANT’S RIGHT OF PUBLICITY AND PRIVACY AND ASSOCIATED ISSUES. By participating in the Rally, Participant consents to be photographed and to be included in the filming of footage documenting the Rally. Participant hereby waives any and all rights of publicity or privacy and grants LUX and the LUX Staff full and complete permission to utilize and exploit Participant’s appearance in the Rally in any and all manner and media throughout the world in perpetuity. Participant further agrees that LUX and the LUX Staff have the sole and absolute discretion to use or refuse to use any photographs or footage in which Participant appears, and that if Lux Rallyn or the LUX Staff does use such photographs or footage, it may be edited at the sole and absolute discretion of LUX and the LUX Staff.
Participant consents to the use of Participant’s name, image, likeness, voice and biographical material in connection with any and all footage, publicity and related promotional material and for any and all publicity and promotional purposes. Participant expressly releases the Lux Rally and the LUX Staff from and against any and all Claims arising from or relating to the production, distribution, broadcast or exhibition of photographs, footage or any promotional materials arising from or relating to the Rally.
20. PROHIBITION ON PARTICIPANT USING THE LUX RALLY AND SPONSOR LOGOS OTHER THAN THE PHYISCAL PLACEMENT OF THESE LOGOS ON THE PARTICIPANT’S VEHICLE DURING THE RALLY. Participant shall not use the “LUX Rally” logo and any other logos designated by LUX or LUX Staff for placement on Participant’s vehicle during the Rally for any purpose whatsoever (other than placing the logo on Participant’s vehicle during the Rally) without obtaining the prior written consent of Lux Rally. In particular, for example and without limitation, Participant shall not use the “LUX Rally” logo and any other logos designated by LUX or LUX Staff for placement on Participant’s vehicle during the Rally on any website or in printed materials without obtaining the prior written consent of Lux Rally.
21. PHOTOGRAPHS/VIDEOS TAKEN BY OR ON BEHALF OF PARTICIPANT. Participant shall only take or cause to be taken photographs and video/film footage of Participant’s participation in the Rally for non-commercial purposes (that is for personal and private use only). Specifically, for example and without limitation, Participant shall not reproduce or use photographs or footage of the Rally on any website, in any printed media or matter or in any television program without first obtaining the prior written consent of Lux Rally. Participant hereby agrees to assign (by way of present assignment of future copyright) all of Participant’s right, title and interest in the worldwide copyright and all intellectual property rights in such photographs or footage in perpetuity together with exclusive worldwide rights of exploitation thereof to the LUX and, at the request of Lux Rally, shall deliver to LUX within thirty (30) calendar days (including all holidays) of the end of the Rally, at no cost to Lux Rally, a tape in any format of all the footage originated by Participant at the Rally and copies of all photographs taken at the Rally. LUX reserves the right to change the terms and conditions of Paragraphs 20-22 of this Agreement from time to time subject to notifying Participants of the changes. Participant shall be deemed to have accepted the amended terms and conditions by participating in the Rally.
22. MEDIA APPEARANCES BY PARTICIPANT. Participant shall not be entitled to arrange or conduct any media appearances relating to Participant’s participation in the Rally without obtaining the prior written consent of Lux Rally.
23. PARTICIPANT’S PERSONAL INFORMATION. Participant understands that while LUX and the LUX Staff will take commercially reasonably efforts to keep Participant’s personal information secure, neither LUX nor the LUX Staff shall have any responsibility or liability to Participant should loss or theft of this information occur. Participant consents to Participant’s personal details being supplied by LUX or the LUX Staff to other third parties that LUX or the LUX Staff deems appropriate at their sole and absolute discretion.
24. ASSUMPTION OF RISK BY PARTICIPANT AND PARTICIPANT’S RELEASE OF LUX AND THE LUX STAFF.
24.1 Risks Associated with Participation. Participant acknowledges and realizes that participation in the Rally is potentially and inherently dangerous and that there are numerous risks associated with participation. Such risks and dangers include, but are not limited to, traffic accidents, collisions with pedestrians, vehicles, other drivers, and/or fixed or moving objects, and the negligence of other drivers. Further, Participant fully understands and realizes that participation in the Rally may result in serious bodily injury and/or death to Participant, or others. Participant further realizes and understands that the route of the Rally will require driving on public roadways upon which the hazards of traveling are to be expected. Further, Participant realizes that participation in the Rally will require strenuous physical exertion as participants will be required to drive for very long periods of time, including the risk of driving through inclement weather.
24.2 Participant’s Voluntary Assumption of the Risks. With full knowledge and understanding of the risks associated with participation in the Rally, Participant enters the Rally voluntarily and fully accepts and assumes every such risk for loss, damage to person or property (including but not limited to the Participant’s vehicle participating in the Rally), or bodily injury (including but not limited to death, dismemberment, amputation or disability).
24.3 Participant’s Release Of LUX And The LUX Staff And Indemnity. In consideration for being permitted to participate in the Rally, Participant hereby waives, releases, and forever discharges, for Participant, its heirs, executors, administrators and legal representatives (collectively, the “Participant Releasors”), against any and all actions, causes of action, suits, lawsuits, debts, dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, judgments, extents, executions, claims and demands whatsoever, in law or in equity, whether known or unknown, (“Claims”) which the Participant Releasors have, may have, or may hereafter accrue to the Participant Releasors against LUX and the LUX Staff and Rally sponsors (and each of their successors, members, managers, employees, consultants, agents, staff, assigns, and attorneys) (collectively, the “LUX Releasees”) arising from or relating to this Agreement, the Rally and/or Participant’s participation in the Rally even if those Claims and/or the damages sought by those Claims arise from or were caused in whole or in part by the negligence of the LUX Releasees and seek damages arising from the Participant’s property damage or bodily injury (including but not limited to death, dismemberment, amputation or disability), provided however, that this release set forth in this Paragraph 27 of this Agreement shall not apply to any Claims solely caused by the gross negligence or intentional misconduct of LUX or the LUX Staff.
24.4 Covent Not to Sue. The Participant Releasors covenant not to sue the Lux Rally Releasees for any and all damages, bodily injuries (including but not limited to death, dismemberment, amputation or disability), and/or claims which may be sustained by Participant directly or indirectly arising out of Participant’s participation in the Rally. This release and discharge includes, but is not limited to, claims for personal injury, death, property damage, economic loss, breach of contract, lost wages, contribution, indemnity, indemnity, punitive damages, negligence, or any other legally recognizable claim arising out of Participant’s participation in the Rally (including all legal costs associated with such claims).
25. PARTICIPANT’S DEFENSE AND INDEMNITY OBLIGATIONS TO LUX AND THE LUX STAFF. Participant shall defend (with defense counsel of Lux Rally’s selection), indemnify, save and hold harmless the LUX Releasees against any and all Claims arising from or relating to the Rally and brought by any third party or any other natural person or entity as a result of Participant’s actual or alleged actions, omissions, conduct or participation in the Rally, including but not limited to Participant’s violation of any Federal, State, County, City or other municipal laws, ordinances or regulations, or Participant’s breach of any terms and conditions contained in this Agreement (hereinafter, “Indemnified Claims”). Participant’s obligations under this Paragraph 25 of this Agreement include but are not limited to all associated costs and expenses (such as, for example and without limitation, defense counsel fees and expenses, court costs, filing fees, deposition costs, expert witness costs and fees, e-discovery costs and document review and production costs) and any amounts which the LUX Releasees may pay as a result of a judgment, settlement or compromise of any such claims or liabilities. The LUX Releasees shall have complete control over the defense of any Indemnification Claim, including but not limited to the right to unilaterally select defense counsel for any Indemnified Claims and the right to settle any Indemnified Claim without the consent of participant.
26. COMPLIANCE WITH TERMS AND CONDITIONS OF THIS AGREEMENT. Participant agrees to fully and completely comply with all of the terms and conditions of this Agreement. Participant acknowledges and understands that the LUX and the LUX Staff will use commercially reasonable efforts to ensure that all other Participants to the Rally abide by the terms and conditions of this Agreement, but cannot guarantee that the Participants will abide by these terms and conditions and shall not liable to Participant if other Participants do not comply with the terms and conditions of this Agreement.
27. MANDATORY FORUM SELECTION, CHOICE OF LAW AND WAIVER OF JURY TRIAL CLAUSE.
27.1 Mandatory Forum Selection Clause. The Parties agree that the Supreme Court of the State of New York, County of New York or the United States District Court for the Southern District of New York, shall be the exclusive forums – to the exclusion of all other forums – for any and all litigation by any Party against any other Party with respect to or arising out of this Agreement, the Rally or the relationships created hereunder. The Parties agree that this is a mandatory – not a permissive – forum selection clause. The Parties agree to consent to the exercise of personal jurisdiction over them by those Courts and to accept service of process issued by those Courts with respect to any action pursuant to this Paragraph 27.1. No Party shall: (a) attempt to challenge the venue of any such action; (b) attempt to transfer the venue of any such action; or (c) seek dismissal of any such action pursuant to the doctrine of forum non conveniens.
27.2 New York Choice of Law Clause. The Parties agree that this Agreement shall be construed in accordance with the substantive laws of the State of New York without regard to principles of conflict of laws.
27.3 Waiver of Jury Trial Clause. To the extent permitted by law, the Parties hereby waive trial by jury in any action or proceeding arising from or relating to this Agreement or the relationships created hereunder.
28. ATTORNEYS’ FEES. In the event any action or proceeding is brought by any Party to enforce this Agreement, the prevailing party shall be entitled to reasonable attorneys’ fees and costs in addition to all other relief to which that Party may be entitled.
29. AUTHORSHIP. It is the intent of the Parties that, in the event of any dispute arising in connection with this Agreement, the Parties shall be considered joint authors and no language, wording or provision of this Agreement shall be construed against any of the other Parties because of the identity of the drafter.
31. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between the Parties. Except as explicitly set forth in this Agreement, there are no representations, warranties or inducements, whether oral, written, express or implied, that in any way affect or condition the validity of this Agreement or alter its terms. All prior negotiations, oral or written, are superseded by this Agreement. This Agreement shall have perpetual existence and shall not be enlarged, modified, amended or altered except by a written instrument executed by all Parties hereto.
32. ENFORCEABILITY. If one or more provisions of this Agreement are deemed to be unenforceable under applicable law, such provisions shall be excluded from this Agreement, and the remainder of this Agreement shall be interpreted as if such provisions were so excluded and shall be enforced in accordance with the remaining terms.
33.1 This Agreement may be executed in counterparts, each of which will be deemed an original, and all of which taken together shall constitute one and the same Agreement.
33.2 This Agreement shall take effect on the date that this Agreement has been executed by all Parties hereto. If the Parties execute this Agreement on different dates, then this Agreement shall take effect on the date that the last Party executed this Agreement (the “Effective Date”).
33.3 Terms in this Agreement used in the singular shall be deemed to include the plural, and terms used in the plural shall be deemed to include the singular. Terms in this Agreement used in the masculine shall be deemed to include the feminine, and terms used in the feminine shall be deemed to include the masculine.
33.4 All notices, demands, payments, accounts or other communications that Participant desires or is required to provide to LUX pursuant to this Agreement shall be given in writing. All such communications shall be sent to the individual noted below either by U.S. Mail or by email, or to such other individuals as such Party may designate in writing from time to time.
To Lux Rally:
262 G St SW
Washington DC, 20024
33.5 Each Party agrees to take such steps and execute such documents as may be reasonably necessary or proper to carry out and effectuate the covenants and purposes of this Agreement.
33.6 Titles and captions contained in this Agreement are inserted only as a matter of convenience and are for reference purposes only. Such titles and captions are intended in no way to define, limit, expand or describe the scope of this Agreement or the intent of any portion hereof.