This Agreement is entered into between NerdWallet, Inc. (“NerdWallet”), 55 Hawthorne St., Floor 11, San Francisco, CA 94105 and your company (“Company” or “Licensee” or “you/your”). The effective date of this Agreement is the date you download the Awards Badges described herein.
WHEREAS, NerdWallet has awarded Company a NerdWallet 2023 “Best-Of” Award for one or more financial product subcategories (the “Award”);
WHEREAS, NerdWallet has provided Company with NerdWallet Award Badge(s) (the “Award Badges”) for your use in the promotion and advertising of the Award;
THEREFORE, for good and valuable consideration, the sufficiency of which is hereby acknowledged, Company agrees that by using the Award Badges as described herein, it agrees to the following terms:
- NerdWallet hereby grants to Licensee a perpetual, non-exclusive, royalty-free, revocable, non-transferable, and non-assignable license to use the 2023 Awards Badges (“Awards Badges”) provided to Licensee under separate cover, in the promotion and advertising of Licensee’ receipt of the Award. As between NerdWallet and Licensee, NerdWallet retains ownership of all rights, including, but not limited to, all copyrights in and to the Awards Badges. In the event Company fails to comply with any of the provisions of this Agreement and fails to cure within ten (10) days written notice from NerdWallet, the license shall be terminated upon the expiration of the ten (10) days and all rights granted herein shall cease.
- Licensee shall not display the Awards Badges: (a) with any material that relates to violence, sex, profanity, racism, sexism, religion, gambling, pornography, abortion, or any other highly explosive subject matter or subject matter which reflects negatively on NerdWallet; (b) in any way that denigrates a competitor of Licensee; or (c) in any manner which reflects poorly on or may damage the goodwill associated with or reputation of NerdWallet.
- In each instance of use of the Awards Badges, Licensee shall include and display the following notice with the Awards Badges: ©2017-2023 and TM, NerdWallet, Inc. All Rights Reserved.
- Except as expressly provided herein, Licensee may not make any modifications to the Awards Badges (including but not limited to adding or omitting links) without NerdWallet’s written approval. For clarification, Licensee may not disassociate or separately use any images that are delivered to Licensee with any item of the Awards Badges. If NerdWallet requests in writing that Licensee delete, amend or correct any item of the Awards Badges, Licensee will comply with such request within three (3) business days after Licensee’s receipt of such request.
- Licensee shall not bid on or attempt to purchase query terms with any search engine platform that contains any of the following word(s): (i) Nerdwallet; or (ii) any mark, name, or domain name of any type which is confusingly similar to “Nerdwallet”, or any misspelling thereof.
- Licensee shall comply with all applicable laws in connection with its business operations and in connection with its publication and distribution of the Awards Badges.
2. Procedures for Use
- Licensee may not publicly refer to or announce receipt of the Best- Of Award or use the Award Badges until January 4th 2023.
- Licensee must refer to their Award using the subcategory for which they won (e.g., “Best Credit Card for Travel Rewards” not “Best Credit Card”).
- Licensee must refer to the year they won the award if they continue to use the Badge after the year the award was granted (e.g., “2023 Best Credit Card for Travel Rewards”).
- Licensee may use the Licensed Material in press releases, on their website, in print advertising, social media channels, email, direct mail, outdoor advertising and refer to it on streaming audio.
- Licensee must seek NerdWallet’s written permission to use the Awards Badges in television advertising.
- If Licensee shares an award in a particular category with another winner, both winners many refer to themselves only as “An Award Winner” or “Named an Award Winner for [product category]”. Licensee may neither state nor imply that they are the only winner in that category or subcategory.
Your product or service has been chosen as the winner in its category based on qualities or features identified by the NerdWallet content team as best-in-class. Please be advised that if, between now and January 4, 2023, you make a material change to the qualities or features for which your product or service was chosen as a winner, such that it impacts the NerdWallet content team’s evaluation criteria, we reserve the right to rescind the award and grant it to another product or company. If we rescind an award, in no event will NerdWallet be liable for any consequential, special, indirect, punitive, or other damages, including but not limited to money spent by you in reliance on your initial win or the NerdWallet awards program.
3. NerdWallet Right to Rescind
All notices to NerdWallet will be in writing and sent to NerdWallet at the address set forth in the first paragraph of this Agreement or to the email address or such other address as NerdWallet may provide to Company from time to time. All notices to Company will be in writing and will be sent to the email address NerdWallet has on file for Company for the point person in connection with the administration of this Award or such other address as Company may provide to NerdWallet from time to time.
This Agreement constitutes the entire agreement of the Parties relating to the subject matter hereof and supersedes all prior or contemporaneous communications, understandings and agreements, oral or written, regarding such subject matter. If any provision of this Agreement is held to be invalid, illegal or unenforceable by a court of competent jurisdiction, such provision will be deemed restated, in accordance with applicable law, to reflect as nearly as possible the original intentions of the Parties, and the remainder of the Agreement will remain in full force and effect. This Agreement may be modified only in a writing signed by both Parties. The waiver or failure of either Party to exercise any right provided for herein will not be deemed a waiver of any further right hereunder. This Agreement shall be interpreted and construed according to, and governed by, the laws of the State of California, without regard to its conflicts of laws rules. Any disputes under this Agreement must be brought in the state and federal courts located in San Francisco, California and the Parties hereby consent to the personal jurisdiction and venue of these courts.