Rosewood Hotels and Resorts, L.L.C., its affiliated companies, and the hotels and resorts managed by Rosewood Hotels and Resorts, L.L.C. and its affiliated companies (collectively, “Rosewood”, “us,” “our”, “we”) may in connection with certain promotions or otherwise, seek your permission to feature our favorite “user generated” photos, videos and other digital materials on our websites (including but not limited to www.rosewoodhotels.com), social media sites, blogs, newsletters, emails and other digital properties operated by Rosewood (hereinafter the “Rosewood Sites”). 

When you upload your User Generated Content (defined below) on Rosewood Sites, responding with the provided hashtag to our or our service provider’s request to use your content, or otherwise permitting Rosewood’s use of your User Generated Content, you are agreeing to these User Generated Content Terms of Use (“Terms”) and acknowledging that your personal data will be collected, used, shared or otherwise processed in accordance with the terms of our Privacy Policy, which is incorporated herein by reference for all purposes. Please take this opportunity to review these User Generated Content Terms of Use and our Privacy Policy (http://www.rosewoodhotels.com/en/privacy-policy).

1. Permitted Use of User Generated Content

Rosewood uses third-party providers such as Olapic, Inc. (“Olapic”) to facilitate the collection and uploading to the Rosewood Sites of photos, text, graphics, audio, video, location information, comments and other materials from social media sites, including but not limited to Twitter, Instagram, Tumblr, Flickr, YouTube and Vine, that you have tagged with Rosewood-related hashtags or geo-location tags (hereinafter collectively “User Generated Content”) for use by Rosewood connection with its marketing, promotional, advertising and other customer-related activities (hereinafter the “Rosewood Services”). Rosewood may utilize other third-party vendors in connection with providing the Rosewood Services, as further described on the Privacy Policy.

You retain ownership of all User Generated Content that you post and permit us to use. You grant Rosewood a non-exclusive, worldwide, royalty-free, perpetual right and license to reproduce, edit, reformat, publish, broadcast, distribute, create derivative works of, and otherwise utilize your User Generated Content on the Rosewood Sites in connection with the Rosewood Services. Rosewood’s use of your User Generated Content may be viewed by you and others. Rosewood may elect to display or utilize your handle, your byline or associated geographic or location information that is associated with your User Generated Content or otherwise provided by you when we utilize your User Generated Content. If you agree to these terms, Rosewood’s use, if any, of your User Generated Content is in Rosewood’s sole discretion and Rosewood shall have no obligation to use your User Generated Content.

The nonexclusive nature of our license to your User Generated Content means that you may continue to use the User Generated Content for your own purposes and let others use your User Generated Content. Other than your name, handle, byline or associated geographic or location information, and other information that you elect to provide to Rosewood, Rosewood will not collect personal data from you, except as otherwise set forth in our Privacy Policy.  Rosewood will maintain the confidentiality of any confidential personal information that you provide, in accordance with our Privacy Policy. The royalty-free nature of our license to your User Generated Content means that we do not owe you any compensation or fees in connection with our use of your User Generated Content or in connection with any revenue or business advantage that we might enjoy as a result of such use. The license provides us with the right to utilize your User Generated Content anywhere in the world. Finally, the perpetual nature of the license means that it does not expire.

2. Your Personal Data 

Your User Generated Content may contain personal data such as your photo, image or likeness, username, location details, and link to your original post. By uploading your User Generated Content on Rosewood Sites or granting permission for us or our third-party providers to use your User Generated Content, you are consenting to Rosewood’s collection of any personal data you provide, and Rosewood’s use and disclosure of this information in connection with the use of your User Generated Content as described herein, and in Rosewood’s Privacy Policy.

The personal data associated with your User Generated Content may be transferred to servers located outside the country in which you live or to affiliates or other third parties we use based in other countries so that they may process personal data on Rosewood’s behalf. To comply with applicable data protection law, we have implemented international data transfer agreements in order to provide appropriate and suitable safeguards for personal data transferred to countries, including those outside the European Economic Area where an adequate level of protection is not already guaranteed. 
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By providing Rosewood and its service providers with personal data, you agree to such collection, use, disclosure, transfer and processing of your information in accordance with the terms of these Terms, our Privacy Policy and applicable data protection laws and regulations.

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Rosewood will retain your User Generated Content and any personal data associated with so long as necessary to fulfill the purposes outlined in these terms, unless a longer retention period is required by applicable law.  

For more information on our privacy practices with respect to your personal data, visit our Privacy Policy.

3. Your Choices and Withdrawing Consent

You have the right to request that we cease all further use of your User Generated Content, which you may request by notifying us at privacy.policy@rosewoodhotelgroup.com and providing the following information: your name, email address, content origin, social platform, user handle, and User Generated Content description. Rosewood will take reasonable, good-faith steps to confirm that you are the owner of the User Generated Content and to cease future use of such specifically identified User Generated Content within ten (10) business days thereafter. 

However, you acknowledge that Rosewood may not be able to eliminate uses of your User Generated Content that have already been produced or distributed, or are in the process of production or distribution, and not all User Generated Content is capable of being completely or permanently removed.  Rosewood may remove User Generated Content from any use or material for any reason and at any time, without notice.

In some jurisdictions such as the European Economic Area (EEA), you may have additional rights regarding your personal data.  This includes the right to access, rectify, erase, restrict, or object to the processing of your personal data, as well as the right to data portability. You also have the right to lodge a complaint with your applicable supervisory authority. For more information about these rights, please visit our Privacy Policy or contact us at the details provided below. 

Rosewood will not be responsible for any other party’s use of your User Generated Content, even if such third party’s use originated with or is derived from our use.

4. Conditions for Use of User Generated Content

You represent to Rosewood that:
• You are at least eighteen (18) years old and each individual whose image or likeness is captured in your User Generated Content is at least eighteen (18) years old;
• You own all rights to your User Generated Content and all intellectual property incorporated therein or, alternatively, you have the right to grant Rosewood the rights and license described above;
• You have paid and will pay in full any fees or other payments that may be related to the production or use of your User Generated Content;
• Each individual whose image or likeness is captured in your User Generated Content has granted you the right to use his or her image or likeness for the purposes set forth in these User Generated Content Terms of Use, or you otherwise hold the right to make such use of his or her image or likeness on the basis of your legal relationship with each such individual, including, but not limited to, your status as the individual’s parent or legal guardian; 
• Your User Generated Content does not infringe or misappropriate the trademark, copyright or other intellectual property rights, privacy rights, publicity rights, or other legal rights of any third party, and does not contain any offensive, unlawful or obscene material;  
• Your User Generated Content does not contain any false or misleading representations or endorsements;
• These User Generated Content Terms of Use and the rights granted herein do not conflict with or breach any other agreement or obligation of yours regarding the User Generated Content or Rosewood’s use thereof. 

You acknowledge that Rosewood has reasonably relied on the above representations and that you shall be responsible for and will indemnify and hold Rosewood harmless against any claims and liabilities that may result from the inaccuracy of these representations or from the content of your User Generated Content. Rosewood has no responsibility or liability to you or anyone else for any damages that may result from or in connection with Rosewood’s access to or use of the User Generated Content, including without limitation, actual or direct damages or incidental, consequential, special or punitive damages of any kind, regardless of the legal theory upon which they are based. Rosewood hereby disclaims all such damages to the maximum extent allowed by applicable law.

If you believe that any User Generated Content on any of the Rosewood Sites infringes a copyright, you may send a written notification of copyright infringement pursuant to the Notice and Procedure for Copyright Infringement Claim located on Rosewood’s Terms of Use.


5. Governing Law and Jurisdiction

You expressly agree that these User Generated Content Terms of Use, any arbitration, court proceedings or dispute or claim arising therefrom or related thereto (including non-contractual disputes or claims) (“Disputes”) shall for all purposes be governed by and construed in accordance the laws of the United States and the State of New York without giving effect to any choice or conflict of law provision or rule (whether of the State of New York or any other jurisdiction).

Our priority is to learn about and address any of your concerns related to the User Generated Content or these Terms of Use.  You agree that you will first notify Rosewood about any Dispute you have regarding these Terms of Use at the contact details provided below.  You must first contact us in writing and describe: (a) the nature and basis of the Dispute; and (b) the specific relief sought to give us an opportunity to resolve the Dispute.  Once we receive your notice, we will try to resolve the Dispute informally.  If we do not reach an agreement to resolve the claim within sixty (60) days from the date such notification is provided, you or we may commence a formal proceeding as provided below.

Subject to Section 6, you and Rosewood consent to the exclusive venue of the state or federal courts of the state or federal court in Los Angeles, California, and both parties consent to exclusive venue in such courts.  

If you are a user in the EEA, this Section 5 will not deprive you of any mandatory protection you have under the law of the country where you live and, if applicable, any mandatory provision allowing access to the courts in that country. 

6. Binding Arbitration / Class Waiver

REVIEW THIS SECTION CAREFULLY. AS DESCRIBED BELOW, IT LIMITS: (i) YOUR ABILITY TO LITIGATE CERTAIN CLAIMS IN COURT; (ii) YOUR RIGHT TO HAVE A JURY DECIDE CERTAIN CLAIMS; AND (iii) YOUR ABILITY TO COMBINE CLAIMS AND TO BRING CLAIMS THROUGH CLASS ACTIONS. 

YOU UNDERSTAND THAT BY PERMITTING ROSEWOOD’S USE OF YOUR USER GENERATED CONTENT, YOU CONSENT AND CHOOSE TO HAVE SUCH DISPUTES SUBMITTED TO BINDING ARBITRATION. YOU UNDERSTAND THAT NO ARBITRATION OR PROCEEDING WILL BE COMBINED WITH ANOTHER WITHOUT THE PRIOR WRITTEN CONSENT OF ALL PARTIES TO ALL AFFECTED ARBITRATIONS OR PROCEEDINGS.

To the fullest extent permissible pursuant to applicable law, and except as provided below, you agree that all Disputes shall be finally and exclusively resolved by confidential binding arbitration as described in this Section.  The arbitration conducted before one commercial arbitrator from the American Arbitration Association (“AAA”), rather than in a court, as described herein. The arbitration will be governed by the AAA’s commercial arbitration rules and, if the arbitrator deems them applicable, any supplementary procedures (collectively, “rules and procedures”). You acknowledge that you are voluntarily and knowingly forfeiting your right to a trial by jury and to otherwise proceed in a lawsuit in state or federal court.

Payment of arbitration costs will be governed by the AAA’s fee schedule, unless you are able to show that your portion will be prohibitive as compared to litigation costs, in which case Rosewood will pay as much of your arbitration costs as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to litigation costs. Rosewood also reserves the right in its sole and exclusive discretion to assume responsibility for all arbitration costs imposed by the AAA. Each party agrees to pay its own attorneys’ fees and expenses unless there is a governing statutory provision that requires the prevailing party to be paid attorneys’ fees and expenses.

The arbitration shall be conducted in Los Angeles, California. The arbitrator’s award shall be final and binding on all parties and may be entered as a judgment in any court of competent jurisdiction.  
For more information on AAA, its Rules and Procedures, and how to file an arbitration claim, you may call AAA at 800-778-7879 or visit the AAA website at www.adr.org.

Notwithstanding anything to the contrary herein, to the extent the Dispute arises from: (a) a violation of either party’s intellectual property rights in any manner; (b) any claim related to, or arising from, allegations of theft, piracy, unauthorized use or a violation of the Computer Fraud and Abuse Act; and/or (c) any claim for equitable relief; then you and Rosewood agree that a party may seek injunctive remedies in a state or federal court in Los Angeles, California.

This Section 7 does not apply to users in the EEA.

7. CLASS ACTION WAIVER 

To the fullest extent permissible under applicable law, all Disputes shall be resolved by binding confidential arbitration on an individual basis. You expressly agree that no other Disputes shall be consolidated or joined with your Dispute, whether through class arbitration proceedings or otherwise.

THE PARTIES AGREE THAT THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED ON A CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES, THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY OR AS A PRIVATE ATTORNEY GENERAL, AND NO ARBITRATION SHALL BE JOINED WITH ANY OTHER ARBITRATION.

8. DISCLAIMER AND LIMITATION OF LIABILITY

a. No Warranty
TO THE EXTENT ALLOWED UNDER LAW, ROSEWOOD, ITS SUBSIDIARIES AND AFFILIATES, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, MEMBERS, SHAREHOLDERS, EMPLOYEES, ASSOCIATES, AGENTS, LICENSORS, REPRESENTATIVES, AND THIRD-PARTY PROVIDERS (A) DISCLAIM ALL IMPLIED WARRANTIES AND REPRESENTATIONS (E.G. WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OF DATA, AND NON-INFRINGEMENT); (B) DO NOT GUARANTEE THAT THE SERVICES WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS, AND (C) PROVIDE THE SERVICE (INCLUDING CONTENT AND INFORMATION) ON AN “AS IS” AND “AS AVAILABLE” BASIS.
Some laws do not allow certain disclaimers, so some or all of these disclaimers may not apply to you.  
b. Exclusion of Liability
TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, ROSEWOOD, ITS SUBSIDIARIES AND AFFILIATES, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, MEMBERS, SHAREHOLDERS, EMPLOYEES, ASSOCIATES, AGENTS, LICENSORS, REPRESENTATIVES, AND THIRD-PARTY PROVIDERS WILL NOT BE LIABLE TO YOU FOR ANY COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY, INDIRECT, SPECIAL, PUNITIVE, OR SIMILAR DAMAGES, THAT MAY RESULT FROM THE USE OF, ACCESS TO, OR THE INABILITY TO USE THE SERVICE OR ANY MATERIALS CONTAINED IN THE SERVICE, WHETHER THE MATERIAL IS PROVIDED OR OTHERWISE SUPPLIED BY US OR ANY THIRD-PARTY.
If, notwithstanding the other provisions of these User Generated Content Terms of Use, Rosewood is found to be liable to you for any damages or losses arising out of the User Generated Content or any material provided or otherwise supplied by us or any third party, our aggregate liability for all claims shall in no event exceed U.S. $100.00.  
Note that some jurisdictions do not allow limitations of liability or may place limitations on our ability to limit our liability to you, so some or any of the foregoing limitations may not apply to you.  
9. Modifications and Changes to these User Generated Content Terms of Use 

Rosewood reserves the right to modify these User Generated Content Terms of Use at any time.  Please refer back to these User Generated Content Terms of Use in order to review the most current version each time that you grant us permission to use your User Generated Content. Any changes we make will be posted on this page. If we make material changes to these User Generated Content Terms of Use, we will notify you through a notice on this page. The date this User Generated Content Terms of Use was last revised is identified at the top of the page.

10. Other/Miscellaneous 

a. Severability

If any provision of these User Generated Content Terms of Use is deemed invalid, then that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of these Generated Content Terms of Use will remain in full force and effect.

b. No Waiver

No waiver of any of these User Generated Content Terms of Use shall be deemed a further or continuing waiver of such term or any other term, and Rosewood’s failure to assert any right or provision under these User Generated Content Terms of Use shall not constitute a waiver of such right or provision.

11. Contact Us

If you have any questions or comments, please contact us by email at privacy.policy@rosewoodhotelgroup.com or by mail at:
Rosewood Hotel Group
36/F New World Tower 1
18 Queen's Road Central. Hong Kong
Attn: Legal Department
When you publish your User Generated Content on Rosewood Sites, it is that entity that is the controller of your personal data. Likewise, the entity that contacts you to seek your permission to use your User Generated Content is the controller of your personal data.