Citi APAC Mobile Challenge Terms & Conditions
The CITI Mobile Challenge (“Challenge”) is a virtual accelerator program hosted by Citibank, N.A. (“Citi”) that is designed to accelerate mobile banking innovation by bringing together the most talented and creative developers and designers to create cutting-edge solutions for Citi’s digital platforms. The Challenge is governed by these Terms and Conditions. Registering for the Challenge does not mean that you will automatically participate in the Challenge. From those who have registered, Citi will identify and contact those people who will be invited to participate in the Challenge. If you are invited to participate, you agree to comply with all applicable laws, and to abide by these terms, any other guidelines or instructions provided to you during the Challenge, and you also agree that all decisions of Citi and the Challenge’s judges are final and binding on you. The Challenge is void in any jurisdictions where it is prohibited or restricted by law.
1. The Challenge’s Purpose
The purpose is simple; we want to find new innovative FinTech solutions.
If you are selected as a participant, you can choose one of two categories to work on:
- Consumer solutions: Consumers demand a great service from their bank. How can you make what we offer even better? Solutions in this category should help us provide them with personalized, intuitive products and services that transform how they think about banking.
- Business solutions: Develop the next big FinTech solution for Citi’s business clients. These clients range from small businesses to large corporations and include institutions, organizations and governments. We want to provide the financial technology tools and services to help these clients fuel progress in their industries.
The solutions will be evaluated based on the judging criteria set out in Section 7 below. Special consideration will also be given to originality, relevance for the market, visual appeal and usability on different devices. Full details of the judging criteria are set out in Section 7 below.
2. Venue and Dates
The Challenge will take place via an application (see further Section 3 below). Registration will open on August 19, 2015 and close at 11:59PM Hong King Time ("HKT") on September 9th, 2015. If you are selected by Citi as a participant in the Challenge, you will be notified on or about September 14th, 2015 and will be required to submit your proposed solution to Citi on or before 11:59PM - HKT on October 4, 2015. All invited participants must ensure their registration is received by Citi on or before 11:59 PM HKT on September 9th, 2015 to be eligible. Citi will then review all eligible entries received by the deadline of 11:59 PM HKT on October 4, 2015 in accordance with the judging criteria set out in Section 7 below, and identify up to  finalists throughout both categories who will be notified on or around October 16, 2015. The up to 80 finalists will be invited to present their prototypes at one (1) of the Demo Days specified below. As part of the presentation of their prototypes, finalist must submit a video of up to two minutes (2:00) using a storytelling format to help the judges understand the "what, why, and how" of their solution. This video must be in English. The video can be made through any means available to participants including a smartphone or tablet camera. Participants will be asked to rank the Demo Day locations they’d prefer to present at if invited to present. Citi will attempt to accommodate ranking preferences; however Citi’s decision as to which location a finalist is invited to present at will be final. The Demo Days will be held in Sydney, Australia; Bengaluru, India; Singapore; and Hong Kong in November 2015. All dates and times of the Demo Days will be posted at www.citimobilechallenge.com.
3. How to Register
You may register to be considered for the Challenge by filling out the registration form at www.citimobilechallenge.com. You must enter the required information accurately, and accept the Terms and Conditions (and the Privacy Statement referenced in Section 14 of these Terms and Conditions) displayed as part of the registration process. In the event you would like to participate as part of a developer team or company, the team can consist of no more than five (5) members and you will be required to identify a team leader (“Team Leader”) on the registration form. Citi will then notify you or your Team Leader (if applicable) if you or your team has been selected to participate in the Challenge. If you or your Team Leader are not notified by Citi and/or selected to participate, you and/or your team will not be eligible for the Challenge. If you are part of a team, you agree that the Team Leader, as between you and the Team Leader, shall make all final decisions with respect to the team.
All registration forms must be received by Citi on or before 11:59PM Midnight HKT on September 9th, 2015 to be considered for the Challenge.
It is solely your responsibility to ensure that you are properly registered. To the fullest extent permitted by applicable law, Citi will not be responsible for any lost, delayed, misdirected, illegible, incomplete, damaged or undeliverable submissions, or any delay or failure to transmit, process, receive or consider submissions.
After the registration period has ended, eligible participants will be notified by email and/or phone on or about September 11th , 2015 and required to submit their proposed solution to Citi on or before 11:59PM HKT on October 04th , 2015.
PARTICIPANTS ARE PROHIBITED FROM PROVIDING PUBLIC STATEMENTS OR ISSUING PRESS RELEASES TO THE PUBLIC ABOUT THE CHALLENGE WITHOUT THE EXPRESS WRITTEN CONSENT OF CITI IN EACH INSTANCE. FAILURE TO COMPLY WITH THIS REQUIREMENT MAY RESULT IN DISQUALIFICATION.
4. Eligibility – Participants
You are not required to make any purchase or pay any fee to register, participate or receive an award or other recognition in the Challenge.
However, you and your team (if applicable) are responsible for all expenses you may choose to incur in the course of participating in the Challenge, including but not limited to any air or ground transportation, passports and visas, hotel accommodations, meals, beverages and any expenses associated with traveling to a Demo Day.
You may only register for the opportunity to participate in the Challenge if you are an individual, developer team or company at the time of submission, and are at least 18 years old (or at least the age of majority in your jurisdiction of residence, whichever is older) at the time of registration. You may not participate if you are a resident in any jurisdiction where the Challenge is void or to the extent it is prohibited or restricted by law. In addition, employees of Citi and employees of any/all participating sponsors will not be eligible to register, participate in or advise anyone participating in the Challenge (other than as specifically approved in advance by Citi in connection with any mentorship program). However, the Challenge is open to individuals, companies or teams who have previously sold, licensed or otherwise provided services and/or similar solutions to Citi.
Citi may, without notice and at any time in its sole and reasonable discretion, disqualify any registrant or participant who: does not meet the Challenge’s eligibility criteria, fails to comply with these terms and conditions, attempts to register or participate in the Challenge in any manner or through any means other than as described in these terms and conditions, attempts to disrupt or undermine the Challenge or attempts to circumvent any of these Terms and Conditions.
5. Solution Guidelines
The solutions developed and submitted in connection with the Challenge must meet all of the following criteria:
- It must add new functionalities or improve the customer experience for Citi consumers and/or corporate customers.
- It must, at least, be a minimum viable product (MVP).
- It must not contain, depict, imply or refer (explicitly or through any commonly recognized abbreviations or other representations) to any crude, vulgar, obscene, sexually explicit, violent, disparaging, discriminatory, offensive, illegal or otherwise unsuitable language, activity or other content (all as determined by Citi in its sole discretion).
- It must not contain, depict or refer to any content which disparages or refers negatively to Citi, the Challenge, or any other person or entity (all as determined by Citi in its sole discretion).
- It must not contain, depict or refer to any content which unnecessarily refers to any third party (person or entity) (as determined by Citi in its sole discretion).
- It must not conflict with any of Citi’s core values, or otherwise be objectionable to Citi (as determined by Citi in its sole discretion).
- It must not contain any content that violates any law or any third party’s rights (including privacy, publicity, personality and intellectual property rights).
- It must not have been submitted to any other challenge, program or promotion where you were required to grant any licenses or other rights with respect to your solution to the operator or promoter of the challenge or program, or any third parties.
- It must meet all other guidelines and criteria listed at www.citimobilechallenge.com.
- It must not use the Citi name or any trademarks, service marks, slogans, trade dress, logos or social media or other handles of Citi in or as part of the solution, team name, or other submission or materials.
Solutions must not contain malicious code or be coded or designed in such a way that it creates an information security risk or otherwise compromises the integrity of the app (or other solution), whether as a stand-alone app (or other solution) or in conjunction with its integration with any other mobile application.
Your solution and any materials you present (including any videos or materials you present at a Demo Day if you are invited to present) must be in English except that for the Demo Day in Hong King, Citi will consider solutions in Korean and Mandarin (although the video you submit must still be in English), provided you have advised Citi during the registration process that you wish to have a translator.
Citi may disqualify any solution, without notice, if Citi determines (in its sole and reasonable discretion) that the solution does not comply with any of the above requirements or otherwise with these Terms and Conditions.
6. Your Additional Representations and Warranties
By submitting a solution/video to Citi, you represent and warrant that:
- you satisfy all eligibility requirements for participants;
- you are the original creator of the solution/video;
- you are the sole owner of the copyright and all other rights in the solution and all content in and on the solution/video;
Citi (and its licensees) will not infringe or violate any third party’s intellectual property, privacy, publicity, personality or other rights when Citi (or its licensees) copies, displays, edits, modifies, transmits or otherwise uses that solution/video in connection with the Challenge or the publication of the Challenge or any future Citi event; and the solution meets all of the eligibility requirements set pout in these Terms and Conditions.
7. Judging Process
Citi and the Challenge’s judges will select the finalists in their sole discretion.
Because we are seeking innovative ideas and solutions, there is no single criteria on which we will judge your submission. Solutions to determine finalists and overall award recipients will be judged on a combination of the following objective criteria:
- Integration to Citi platforms;
- Business potential;
- Rapidly add value to business;
- Easily implemented;
The judges reserve the right to provide a participant who applies for one category with an award from another category, at their sole discretion. Decisions of the judges with respect to all aspects of the Challenge will be final and binding.
8. Award Recipients
Finalists who have been selected to receive an award will be notified by email and/or phone. In order for a participant to be declared a finalist and be eligible for an award in the Challenge, he or she must have complied with, and remain in compliance with, these Terms and Conditions, and must sign and deliver to Citi (within 10 days after Citi’s request) a standard declaration and release form, which will include: a declaration of the participant’s compliance with these terms and conditions, an acceptance of the award as provided, a publicity release, a liability release, an IRS Form W-9 or Form W-8, as applicable, and any other documentation that Citi may require, in its reasonable discretion.
Participants acknowledge and understand by attending a Challenge event that they may be photographed, videotaped and otherwise recorded by Citi (collectively, "Footage") and may be required to sign an affidavit and release by Citi for such Footage. Footage will be owned by Citi which has the right to use, edit, adapt, post, stream, copy and exploit such Footage and all elements embodied therein, including any names and likenesses embodied therein, in whole or in part, in any and all media now known or hereafter devised throughout the world, for the fullest extent permitted by applicable law, for advertising, promotional, trade and other purposes.
Citi may request valid proof of identity, residency, age and other relevant documentation, and Citi may disqualify a participant if Citi determines (in its sole and reasonable discretion) that the provided proof is not sufficient, or if the participant (including, where applicable, all members of their Company or Team) fails to sign and return to Citi any declaration, affidavit, or release required by these Terms and Conditions.
If the award notification is returned as undeliverable or if a selected participant does not comply with all of the above requirements within the above time frames, or does not otherwise comply with these Terms and Conditions, Citi may disqualify the finalist, and the Challenge judges will select a replacement finalist.
Citi expects to announce the names of the final award recipients on or around December 15th, 2015.
Cash Awards: USD$ 50,000 in award money will be available to be awarded for each of the two (2) solution categories (for a combined total of USD$ 100,000). Up to two (2) award recipients in each category will be selected by Citi to receive a share of the cash award (for a maximum total of four (4) cash award recipients). The minimum cash award amount a cash award recipient will receive is USD$ 20,000; however, the exact amount that each cash award recipient will receive from the applicable categories’ USD$ 50,000 may vary and shall be determined by the Challenge judges in their sole discretion. Cash awards will be given in check in US currency. In the event a team is selected as a cash award recipient, the amount determined by Citi to be awarded to such team will be equally shared/divided amongst all team members.
Where required to do so by applicable law or regulation, Citi reserves the right to withhold all applicable taxes at source from all cash awards, unless it has been presented with a valid exemption (full or partial) from the applicable authorities with respect to such tax withholding.
Other Non-monetary Opportunities: Aside from the monetary awards identified above, additional opportunities that may be available to finalists could include the following:
- A potential contract with Citi
- Mentorship from Citi and Partner Executives throughout the Challenge
- Other opportunities presented by Challenge sponsors
Participants should note that these additional opportunities should not be viewed as awards or prizes. The provision of any non-monetary opportunities is to be determined by Citi in its sole discretion, and Citi is under no obligation to offer any non-monetary opportunities to any participant. The non-monetary opportunities are subject to change by Citi without notice. All awards or other opportunities must be accepted as awarded (with no substitutions), and may not be sold or transferred. Recipients of awards or other opportunities will be solely responsible for all travel and other costs associated with the Challenge and obtaining or redeeming the award(s) and/or opportunities, including but not limited to any air or ground transportation, hotel accommodations, meals, and beverages. All taxes in connection with any award or non-monetary opportunity are the sole responsibility of the recipient.
Where applicable, Citi will make reasonable efforts to deliver awards to the addresses/accounts provided by participants. However, Citi cannot guarantee that any awards returned to Citi due to non-delivery at the provided address will be re-sent to the award recipient. Citi will not be responsible for any/all awards offered by any participating sponsor and finalists acknowledge and agree they will look solely to such participating sponsor in the event an award is not provided to such finalist’s satisfaction.
Award recipients are responsible for the payment of any taxes on the awards received and should consult their tax advisors on any questions. Award recipients will be asked to provide a Form W-8 or W-9, as appropriate, to identify their tax status for U.S. information reporting and withholding purposes. Prizes and awards paid to a U.S. Person in the aggregate amount of $600 or more are reportable on IRS Form 1099-MISC. Prizes and awards paid to a non-U.S. Person are reportable on IRS Form 1042-S and are subject to withholding at the rate of 30%, unless a lower treaty rate applies.
If for any reason Citi cannot run the Challenge as planned due to any force majeure events Citi may modify, extend or suspend the Challenge in its sole and reasonable discretion, to the extent permitted by applicable law.
Citi may also disqualify any individual or team who/which does not comply with these terms and conditions as Citi it may reasonably determine in its sole discretion, without notice, including (but not limited to) any individual who tampers with or in any way corrupts the submission or voting process, or who attempts to undermine the legitimate operation of the Challenge by cheating, hacking, deception, or other unfair practices, or by attempting to annoy, abuse, threaten or harass any other participants or Citi representatives or breaches these Terms and Conditions.
11. Intellectual Property Rights
You will retain any intellectual property rights you have in the mobile application or other solution and video that you create (including in any software code). However, by participating in this Challenge, you acknowledge and agree that any ideas or concepts related to your mobile application or other solution or the Challenge that you share in connection with the Challenge are not confidential or proprietary, and Citi and others may use, incorporate or disclose any of them now or in the future in any manner, and you waive any and all claims that you may have against Citi (or its affiliates, contractors and agents) or anyone else participating or otherwise attending in this Challenge for such use or disclosure.
By making a submission, participants/teams acknowledge and agrees that Citi may obtain many submissions in connection with this Challenge and/or other marketing initiatives or challenges staged and/or offered by Citi, and that such submission may be similar or identical in theme, idea, format or other respects to other submissions submitted in connection with this Challenge and/or other challenges or marketing initiatives operated by Citi or submitted for other reasons or other materials developed by Citi or its contractors or agents. Unless prohibited by applicable law, participants/teams waive any and all claims against Citi, sponsors and/or any other participants/teams they may have had, may have, and/or may have in the future, that any submission and/or other works (including videos) accepted, reviewed and/or used by Citi or other participants may be similar to his/her submission, or that any compensation is due to participant in connection with such submission or other works used by Citi or its affiliates. For the avoidance of doubt, the foregoing waiver shall not impair or limit any legal rights under applicable national legislation governing consumer rights that cannot be excluded, limited, amended or waived.
Finalists hereby grant to Citi, as a condition of participation in the Challenge, the right of first negotiation, which shall be done in good faith, for Citi to acquire certain rights in and to their mobile application software and/or submissions/solutions. Notwithstanding the foregoing, Citi shall have no obligation to enter into a contract, or make use of the application or other solution.
In addition, you hereby grant to Citi and its designees the unrestricted, non-exclusive, royalty-free, irrevocable, worldwide, sublicensable, assignable, license (but not the obligation) for the maximum duration permitted by applicable law to store, copy, reproduce, communicate to the public, modify, edit, display, transmit, publicly perform, make available to the public, translate or make derivative works from, and otherwise use your mobile application software and/or submission/solution/video (in whole or in part) in any medium without any fee or other form of compensation, and without further notification or permission or attribution, for the following purposes:
- administering the Challenge;
- identifying you by name as the creator of the solution;
- c. displaying some or all of the submissions (including any videos provided by participants) at the Demo Days, and in any and all media now known or hereafter devised, worldwide; and advertising in any media, including to advertise the Challenge, future challenges, and Citi’s products and services.
Except where otherwise prohibited by law, participation in the Challenge constitutes a participant’s consent to Citi’s use of the participant’s name, voice, likeness, biography and home town name, mention of the nature of participant’s participation in the Challenge and photographs and video taken at the Challenge events, for marketing and promotional purposes without further notification, permission, payment or consideration.
For a list of the recipients of the awards, send an email to email@example.com after December 15th, 2015.
13. Disclaimers, Liability And Indemnification
UNLESS REQUIRED PURSUANT TO APPLICABLE LAW, CITI DOES NOT ACCEPT LIABILITY FOR ANY LOSS OR DAMAGE OF ANY APP OR OTHER SOLUTION/SUBMISSION OR FOR ANY OTHER LOSS OR DAMAGE RESULTING DIRECTLY OR INDIRECTLY FROM YOUR PARTICIPATION IN THE CHALLENGE OR YOUR RECEIPT, USE OR REDEMPTION OF ANY AWARD(S), OR YOUR INABILITY TO RECEIVE, USE OR REDEEM ANY AWARD(S).
UNLESS REQUIRED PURSUANT TO APPLICABLE LAW, CITI IS NOT RESPONSIBLE FOR: (1) INCORRECT OR INACCURATE TRANSCRIPTION OF SUBMISSION INFORMATION OR LATE, LOST, INCOMPLETE, MISDIRECTED SUBMISSIONS, OR SUBMISSIONS RECEIVED THROUGH IMPERMISSIBLE OR ILLEGITIMATE CHANNELS; (2) TECHNICAL FAILURES OF ANY KIND, INCLUDING THE MALFUNCTIONING OF ANY TELEPHONE, COMPUTER, NETWORK, HARDWARE OR SOFTWARE; (3) THE UNAVAILABILITY OR INACCESSIBILITY OF ANY SERVICE; (4) UNAUTHORIZED HUMAN INTERVENTION IN ANY PART OF THE SUBMISSION PROCESS OR THE CHALLENGE; (5) ELECTRONIC OR HUMAN ERROR WHICH MAY OCCUR IN THE ADMINISTRATION OF THE CHALLENGE OR THE PROCESSING OF SUBMISSIONS; OR (6) ANY INJURY OR DAMAGE TO PERSONS OR PROPERTY, INCLUDING YOUR COMPUTER, WHICH MAY BE CAUSED, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, FROM YOUR PARTICIPATION IN THE CHALLENGE OR FROM DOWNLOADING OR USING ANY MATERIAL PROVIDED BY CITI.
EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW, CITI WILL NOT BE LIABLE TO YOU FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES IN CONNECTION WITH THE CHALLENGE OR THESE TERMS AND CONDITIONS.
EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW YOU HEREBY RELEASE AND AGREE TO INDEMNIFY AND HOLD HARMLESS CITI AND ITS EMPLOYEES, DIRECTORS, OFFICERS, AFFILIATES, AGENTS, JUDGES AND ADVERTISING AND PROMOTIONAL AGENCIES FROM ANY AND ALL DAMAGES, INJURIES, CLAIMS, CAUSES OF ACTIONS, LIABILITY OR LOSSES OF ANY KIND (INCLUDING LEGAL FEES AND EXPENSES), KNOWN OR UNKNOWN, ABSOLUTE OR CONTINGENT, NOW OR IN THE FUTURE ARISING FROM OR RELATED TO: (A) YOUR FAILURE TO COMPLY WITH ANY OF THESE TERMS AND CONDITIONS; (B) ANY MISREPRESENTATION YOU MAKE UNDER THESE TERMS AND CONDITIONS OR OTHERWISE TO CITI; (C) YOUR PARTICIPATION IN THE CHALLENGE; OR (D) YOUR RECEIPT, USE OR REDEMPTION OF ANY AWARD, OR YOUR INABILITY TO RECEIVE, USE OR REDEEM ANY AWARD.
NOTHING IN THESE TERMS AND CONDITIONS SHALL OPERATE SO AS TO EXCLUDE OR RESTRICT CITI'S LIABILITY FOR FRAUD, FRAUDULENT MISREPRESENTATION, FRAUDULENT CONCEALMENT OR FOR DEATH OR PERSONAL INJURY RESULTING FROM THE NEGLIGENCE OF CITI OR ITS EMPLOYEES WHILE ACTING IN THE COURSE OF THEIR EMPLOYMENT, OR FOR ANY OTHER LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED AT LAW.
14. Personal Information Consent
You consent to Citi using and disclosing your personal information to third parties (whether in or outside your location of residence) for the purposes of administering the Challenge; advertising the Challenge and any future challenges or hackathons and any of Citi’s products and services; and for the other purposes described in these Terms and Conditions. Note that there is no legal obligation for you to provide us with personal information and any information collected by us is provided by you at your own will and with your consent. Details of personal information consent, and how Citi may use your personal information, can be found in Citi’s Privacy Statement.
THIS CHALLENGE AND THESE TERMS AND CONDITIONS ARE GOVERNED BY US LAW AND YOUR PARTICIPATION IN THE CHALLENGE CONSTITUTES YOUR ACCEPTANCE AND AGREEMENT TO BE BOUND BY US LAW, REGARDLESS OF THE COUNTRY IN WHICH YOU RESIDE.
All issues and questions concerning the construction, validity, interpretation and enforceability of these Terms and Conditions, or the rights and obligations of participants and Citi in connection with the Challenge, shall be governed by, and construed in accordance with the federal laws of the United States of America. To the extent permitted by applicable law, no laws, rules or regulations of any country other than the United States shall apply to any aspect of the Challenge, or any participants in the Challenge, even if such participants are legal residents, doing business in, or otherwise subject to the laws of any such countries, and if invited to participate in the Challenge, participants hereby waive and agree not to apply or pursue any actions under the laws of any country other than the United States. Unless otherwise prohibited by applicable law, if any provision of these Terms and Conditions or any other terms provided by Citi in connection with the Challenge is held to be invalid, illegal or unenforceable, then the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired thereby, and the invalid, illegal or unenforceable provision shall be replaced by a valid, legal and enforceable provision that comes closest to the intention of the parties underlying the invalid, legal or unenforceable provision.
TO THE EXTENT THESE TERMS AND CONDITIONS ARE TRANSLATED INTO ANY LANGUAGES OTHER THAN ENGLISH, THE ENGLISH LANGUAGE VERSION SHALL CONTROL.
All disputes, claims and causes of action arising out of or connected with the Challenge, awards or these Terms and Conditions will be resolved individually, without resort to any form of class action, and exclusively by the appropriate court of the United States to the extent permitted by applicable law. Further, in any such dispute, under no circumstances will participants be permitted to obtain awards for, and participants hereby waive all rights to claim, punitive, incidental or consequential damages, including attorneys' fees, other than participant’s actual out-of-pocket expenses (e.g. costs associated with participating), and participant further waives all rights to have damages multiplied or increased, in each case to the fullest extent permitted by law. To the extent of any disputes with respect to the Challenge, or a person or company’s participation in the Challenge, the jurisdiction and venue for resolution of such disputes shall be determined by Citi and be in the United States, even if participants are legal residents, doing business in, or otherwise subject to the laws of any other countries, and if invited to participate in the Challenge, participants hereby waive and agree not to pursue any actions in any jurisdiction or venue other than the jurisdiction and venue in the United States selected by Citi to the extent permitted by applicable law.
17. Further Information
For more information please email the Challenge team at: firstname.lastname@example.org.
BY CLICKING ON THE FOLLOWING “I AGREE” BUTTON, I ACKNOWLEDGE THAT I HAVE READ AND UNDERSTOOD THESE TERMS AND CONDITIONS AND THE PRIVACY STATEMENT AND AGREE TO BE BOUND BY THEM.
WHERE ENTERING THE CHALLENGE AS PART OF A TEAM, I WARRANT THAT EACH MEMBER OF MY TEAM HAS READ AND UNDERSTOOD THESE TERMS AND CONDITIONS AND AGREED TO BE BOUND BY THEM. WHERE ENTERING THE CHALLENGE REPRESENTING A COMPANY, I WARRANT THAT I AM FULLY AUTHORIZED TO ACCEPT AND AGREE THESE TERMS AND CONDITIONS FOR AND ON BEHALF OF THAT COMPANY.