Gimlet’s “Casting Call” Competition

OFFICIAL RULES

Sponsored by Squarespace

1. NO PURCHASE NECESSARY TO ENTER OR WIN. A PURCHASE WILL NOT INCREASE YOUR CHANCES OF WINNING. VOID WHERE PROHIBITED OR RESTRICTED BY LAW. THIS PROMOTION SHALL BE CONSTRUED AND EVALUATED ONLY ACCORDING TO UNITED STATES LAW.

2. Entry Period: Gimlet’s “Casting Call” Competition (the “Competition”) entry period commences at 8:00 AM (ET) on May 1st, 2018, and ends at 11:59 PM (ET) May 21, 2018 (the “Entry Period”). All entries must be received by 11:59 PM (ET) on May 21, 2018 and must comply with these Official Rules (“Official Rules”).

3. Competition Overview: Entrants can enter Competition during Entry Period by following the entry process specified in Paragraph 5 herein. Commencing on or about May 21, 2018 and ending on or about September 27, 2018 (the “Judging Period” and together with the Entry Period, the “Competition Period”), Gimlet Media, Inc. (“Gimlet”) will conduct three (3) rounds of selections, as further described in Paragraph 8 below, to narrow down to the final selection of one (1) winner (the “Winner”) who will have the chance to develop their Entry into a Gimlet mini-series.

4. Eligibility: This Competition is open to legal residents of the fifty (50) states of the United States and District of Columbia who are at least eighteen (18) years of age or older at the time of entry (the “Entrant” or “Entrants”). If 18 is not the age of majority in the jurisdiction where Entrant resides, then Entrant will be required to get parent/legal guardian consent in order to enter Competition. Employees and their immediate families (i.e., parents, spouse, children, siblings, grandparents, step parents, step children and step siblings) of Gimlet Media, Inc. (“Gimlet”), Squarespace, Inc. (“Squarespace” and, together with Gimlet, the “Sponsors”) and each of their respective affiliated companies, sponsors, and subsidiaries (collectively with Sponsors, the “Sponsor Entities”), are not eligible. By participating in this Competition, Entrants: (a) agree to be bound by these Official Rules and by the interpretations of these Official Rules by the Sponsor Entities and by the decisions of the Sponsor Entities, which are final in all matters relating to the Competition; (b) release and hold harmless the Sponsor Entities and their respective agents, employees, officers, directors, successors and assigns, against any and all claims, injury or damage arising out of or relating to participation in this Competition and/or use or misuse or redemption of a prize or for any claims based on publicity rights, defamation, invasion of privacy, copyright infringement, trademark infringement or any other intellectual property related cause of action; and (c) acknowledge compliance with these Official Rules.

5. To Enter: All Entrants must have a Dropbox user account. If you do not have a Dropbox user account, follow the instructions to create a user account. Then visit www.castingcallshow.com (“Competition Website”) during the Entry Period and:

Read the Official Rules, check the “I’ve agreed to the Official Rules” box and click “Enter Competition” to enter the Competition;

Complete the required information on the entry page (the “Entry Information”); and

Follow the instructions to submit a Dropbox link containing audio sample of the Entrant’s potential podcast, between one (1) and three (3) minutes in length, showcasing the mission of Entrant’s podcast and what makes this podcast unique (the “Sample” and together with the Entry Information, the “Entry”).

6. Entry Requirements. Entry must include: (i) completed Entry Information, and (ii) a Dropbox link to the Sample, between one (1) minute and three (3) minutes in length. The Sample should provide a preview of the show idea submitted, and must contain no more than two (2) “hosts” (lead talent). Any entrant whose pilot Sample exceeds the maximum time length may be ineligible for the Competition.



The Entry: (i) must constitute a completely original work by the Entrant(s) (e.g., the Entry must not have been previously released commercially, taken or composed, in whole or in part, from any other source other than the Entrants), commissioned, developed or produced for any commercial enterprise; (ii) must not contain images, language, music, characters, graphics, underlying source code or other elements which are or have been created, developed, copyrighted, trademarked and/or patented or which are owned or subject to proprietary or licensing rights of or by an entity other than Entrant(s) personally or in their individual capacity(ies); and (iii) must not contain, include, or involve any material in violation of or conflict with the trademark, copyright, rights of privacy, rights of publicity or any other rights, of any kind or nature, of any other person or entity. If Sponsors, in their sole discretion, has reason to believe that any entry contains any material that may infringe or violate any law or any rights of a third party, Sponsors may immediately disqualify such Entry and take all other measures Sponsors may deem appropriate. Entries that contain any content determined by Sponsors in their sole discretion as indecent, inappropriate, morally objectionable or otherwise unfit for dissemination or broadcast may be immediately disqualified.



Limit: one (1) Entry per Entrant, and two (2) Entrants per Entry. Entrants also acknowledge and agree to the terms of each Sponsor’s Privacy Policy and Terms of Service. All Entries submitted in accordance with these Official Rules shall be hereinafter referred to as “Eligible Entries”. Incomplete or inaccurate registration forms and/or Entries are void.



In the event of a dispute over who submitted an Entry that is selected as a Semi-Finalist, Finalist, or Winner, the authorized holder of the e-mail account registered to the Dropbox user account from which such Entry was submitted will be declared the person who is entitled to receive such Prize. Proof that Entrant submitted an Entry to enter the Competition does not constitute proof or evidence that Gimlet actually received it within the Entry Period. Any and all Entries that have been tampered with or altered are void. All Entries become the exclusive property of Gimlet and will not be acknowledged or returned.



Materials contained in the Entry will be evaluated by Sponsors based on the terms and conditions set forth in these Official Rules.

7. Casting Call Release: By submitting an Entry into the Competition, each Entrant irrevocably grants to Gimlet the right to record Entrant’s name, voice, and all information and material, including, without limitation, the Entry (and any and all elements contained therein, including, without limitation, any and all names, voices, copyrighted material, and/or other materials) contributed or expressed by Entrant to Sponsors (collectively, the “Recordings”); to edit such Recordings at Gimlet’s discretion; and to use and incorporate (and to authorize others to do) the Entry and Recordings (and any element thereof) in and in connection with the production, distribution, exploitation, advertising, and promotion of the podcast project currently entitled “Casting Call” (“Casting Call”), in any and all media now known or hereafter devised throughout the universe in perpetuity. Each Entrant further irrevocably agrees that Gimlet may use and authorize others to use Entrant’s name, voice, image, and any biographical facts which may have been provided to Sponsors in connection with the Competition for publicity, marketing, and promotional purposes in connection with Casting Call, the Competition, and Sponsors. As between Entrants and Sponsors, Sponsors shall retain sole and final approval over all elements of Casting Call and the use of Recordings therein. Gimlet shall be the exclusive owner of all copyright and all other rights in Casting Call and the Recordings, and all excerpts therefrom, and Gimlet will have the exclusive and unrestricted right, but not obligation, to use and authorize others (including, without limitation, Sponsors) to use the Recordings (and any element thereof). These Official Rules shall not affect Entrant’s continued ownership of any podcast(s) and other audio material created and/or owned by Entrant prior to the start of the Competition Period (“Pre-Existing IP”); provided Entrant hereby grants to Gimlet the unrestricted, non-exclusive, gratis, royalty-free license to use and continue to use such Pre-Existing IP as contained in the Entry and/or Recordings in any manner and media, in perpetuity, for Gimlet to freely exercise its rights to use (and authorize others, including without limitation, Sponsor, to exercise to use) the Entry in and in connection with Casting Call as set forth herein. Entrant also understands and agrees that Casting Call is a non-guild production and there will be no residual or any other type of payments due in connection with Entrant’s participation in the Competition and/or the Recordings.



Each Entrant further represents and warrants that such Entrant: (i) has the full right and authority to grant the rights granted herein (including, without limitation, all necessary permissions and grant of authority to bound his/her co-Entrant, if any, to all of the terms herein); (ii) the Recordings and Entry are free and clear of any liens or other third party claims; (iii) no such use as authorized herein will give rise to any claims of infringement, invasion of privacy or publicity, claims for payment of any monies such as re-use fees or residuals, or any other claims; and (iv) no third-party permissions or licenses are required in connection with the rights granted in these Official Rules and/or any such use. Each Entrant will indemnify, defend and hold harmless the Sponsor Entities from and against any claims, damages or expenses (including reasonable outside attorney’s fees) arising out of a breach of these terms. Each Entrant acknowledges that none of the Sponsor Entities have any obligation to use the Entry, or any portion thereof. Each Entrant releases, waives and forever discharges, the Sponsor Entities, jointly and individually, and all entities and persons associated with the Competition (collectively, “Releasees”), from any and all manner of liabilities, claims and demands of any kind, which arise out of or relate to the use of the Entry as set forth herein, which each Entrant (or each Entrant’s assigns, agents and/or representatives) may have against the Releasees. In no event shall any Entrant have the right to enjoin the development, production, distribution, promotion, or exploitation of Casting Call, and each Entrant hereby waives any right to equitable or injunctive relief in connection therewith. Sponsors may transfer and assign this release or all or any their rights or privileges under these Official Rules to any entity or individual without restriction. These Official Rules shall be binding on each Entrant’s successors-in-interest and heirs.



Except as Sponsors may direct or approve in each instance, Entrant will not (nor authorize others to) disclose any non-public proprietary information about Casting Call and/or Sponsors that Entrant learns as a result of the Competition.

8. Judging Period and Criteria: During the Judging Period as detailed in Paragraph 3, Gimlet will conduct the following three (3) selection rounds (each, a “Selection Round”) to narrow down all eligible entries to an ultimate winner (dates are approximate and subject to change):

Semi-Finalist Selection: Between May 21, 2018 and June 8, 2018, all eligible entries will be narrowed down by Gimlet, in its sole discretion, to a group of up to eight (8) semi-finalists (“Semi-Finalists”).

Between May 21, 2018 and June 8, 2018, all eligible entries will be narrowed down by Gimlet, in its sole discretion, to a group of up to eight (8) semi-finalists (“Semi-Finalists”). Finalist Selection: Between June 8, 2018 and June 11, 2018, the official judging panel (the “Judges”), consisting of at least one (1) Squarespace executive and other individuals selected by Gimlet, at its sole discretion, will choose up to three (3) finalists (the “Finalists”) from the pool of Semi-Finalists.

Between June 8, 2018 and June 11, 2018, the official judging panel (the “Judges”), consisting of at least one (1) Squarespace executive and other individuals selected by Gimlet, at its sole discretion, will choose up to three (3) finalists (the “Finalists”) from the pool of Semi-Finalists. Pilot Production: Commencing the week of June 18, 2018 and concluding the week of August 13, 2018, Gimlet will collaborate with each Finalist on the production of one Pilot episode based on their Entry (the “Pilot Production”). Finalists must be available to travel to Brooklyn, NY, if and as requested by Gimlet, for at least three (3) weeks between June 18, 2018 and August 15, 2018 (the “Pilot Production Period”). If travel is requested by Gimlet in connection with the Pilot Production, Gimlet will select, arrange, and pay for roundtrip airfare for each Entrant (if such Entrant lives more than 50 mi from Brooklyn, NY) and one (1) hotel room for Entrant (to be shared if Entrant is a team of 2) on the dates that Gimlet requires during this Pilot Production Period.

Commencing the week of June 18, 2018 and concluding the week of August 13, 2018, Gimlet will collaborate with each Finalist on the production of one Pilot episode based on their Entry (the “Pilot Production”). Finalists must be available to travel to Brooklyn, NY, if and as requested by Gimlet, for at least three (3) weeks between June 18, 2018 and August 15, 2018 (the “Pilot Production Period”). If travel is requested by Gimlet in connection with the Pilot Production, Gimlet will select, arrange, and pay for roundtrip airfare for each Entrant (if such Entrant lives more than 50 mi from Brooklyn, NY) and one (1) hotel room for Entrant (to be shared if Entrant is a team of 2) on the dates that Gimlet requires during this Pilot Production Period. Winner Selection: Following the conclusion of the Pilot Production Period up until September 24, 2018, the Judges will confer to choose a Winner (on or about Sept. 24, 2018).

Following the conclusion of the Pilot Production Period up until September 24, 2018, the Judges will confer to choose a Winner (on or about Sept. 24, 2018). Live Show and Winner Announcement: On or about September 27, 2018, the Winner will be announced at a Live taping in the New York City area. Each Finalist must be present at the Live Taping to eligible to be selected as a Winner (unless otherwise approved by Gimlet). If travel is requested by Gimlet in connection with the Live Event, Gimlet will select, arrange and pay for roundtrip air fare for each Entrant (if such Entrant lives more than 50 mi from Brooklyn, NY) and one (1) hotel room for Entrant (to be shared if Entrant is a team of 2) on the dates that Gimlet requires during this Pilot Production Period.

On or about September 27, 2018, the Winner will be announced at a Live taping in the New York City area. Each Finalist must be present at the Live Taping to eligible to be selected as a Winner (unless otherwise approved by Gimlet). If travel is requested by Gimlet in connection with the Live Event, Gimlet will select, arrange and pay for roundtrip air fare for each Entrant (if such Entrant lives more than 50 mi from Brooklyn, NY) and one (1) hotel room for Entrant (to be shared if Entrant is a team of 2) on the dates that Gimlet requires during this Pilot Production Period. Prize: The Winner will receive: (a) an offer from Gimlet to develop a three-episode podcast mini-series (“Winner Mini-Series”) based on the Entry, pursuant to a development and production services agreement to be negotiated in good faith between Winner and Gimlet, within Gimlet’s customary standards for agreements of such nature.



The selections in each Selection Round will be based on the following criteria: originality of idea, creativity, host delivery, host authenticity, uniqueness of host perspective, potential to develop the idea into a series and quality of audio sample. Judges will take into account their preference for the Entry they believe best exemplifies a clear idea and vision for a podcast series, requisite experience with voice recording, radio and/or podcasting, and the ability to temporarily relocate to Brooklyn, New York for the required production period. Recorded interview(s) with the Entrant(s), conducted at the sole discretion of Gimlet, may also be required prior to the selection in any Selection Round, and featured in Casting Call, in accordance with the terms herein. To the extent permitted by law, Sponsors disclaim any liability from, and Entrants, whether or not a Semi-Finalist, Finalist, or Winner, agree to waive, any claims against Sponsors relating to the judging or awarding process. Sponsors reserve the right to extend the Competition Period or not to declare the Semi-Finalist or Winner if they determine, in their sole discretion, that an Entry received did not meet the minimum qualifications.



The actual retail value of the Prize awarded in this Competition depends on current existing market conditions at time of Prize fulfillment. Prize is non-transferable. The specifics of all elements of the Prize in the Competition shall be solely determined by Sponsors. Some restrictions may apply. No substitution, transfer of the Prize (or any part of a Prize package) and no cash value will be awarded. Arrangements for fulfillment of the Prize will be made by Sponsors. All costs and expenses not specifically listed above, including, without limitation, any travel in connection with the Prize are solely Winner’s responsibility. The value of the Prize may be taxable to Winner as income. Winner must supply Gimlet with their social security number for tax purposes. An IRS Form 1099 will be issued in the name of Winner (or both winning Entrants, if applicable) for the actual value of the Prize received. Upon entry into the Competition, Winner (as well as all other Entrants) are required to comply with any and all applicable federal, state, and local laws, rules, and regulations. All federal, state and local taxes, and any other costs not specifically provided for in these Official Rules are solely the Winner’s responsibility. Sponsors shall have no responsibility or obligation to the Winner who is unable or unavailable to accept or utilize the Prize as described herein.



Sponsors reserve the right to award a number of non-monetary categorical awards (“Category Awards”) to Entrants, in categories selected by the Sponsors in its sole discretion, as they may deem appropriate. Category Awards may be considered in the ultimate selection process described above, at Sponsors’ discretion, but a Category Award in and of itself will not be dispositive of any selection as a Semi-Finalist or Winner.

9. Selection/Notification Process: Following each Selection Round, Gimlet will attempt to contact the relevant potential selections via email which will be sent to the email account that is associated with the potential selection’s Entry. If any designated representative of such potential selection does not reply to any notification by Gimlet within two (2) business days, such potential selection may be disqualified in the discretion of Gimlet and an alternate potential selection may be selected from the relevant pool of eligible entries in such Selection Round. This process may continue until the required selection is confirmed in each Selection Round. Gimlet shall not be responsible in any way for any missed, lost or misdirected notification or an Entrant’s failure to receive a communication from Gimlet.

10. Semi-Finalist Verification: Each potential Semi-Finalist must prove eligibility, including, without limitation, proof of age and residence within two (2) days of being notified as a potential Semi-Finalist. At such time, selected Entrants may also be required to submit requested information, including but not limited to additional releases and permissions from necessary parties. In the event of non-compliance by any potential Semi-Finalist, such potential Semi-Finalist shall be disqualified and all privileges otherwise due as the Semi-Finalist shall be terminated and an alternative potential Semi-Finalist may be chosen from among all of the remaining applicable Eligible Entries received in Gimlet’s sole discretion. Each potential Semi-Finalist must complete, sign and return to Gimlet, within two (2) days after the date of Gimlet’s request therefore and presentation thereof: (a) an affidavit of eligibility and release of Releasees from any and all liability, loss, claims, demands, and causes of action for personal injury and/or damage, theft, loss, or any other harm suffered in connection with this Competition directly or indirectly from acceptance, possession, or misuse of the Prize (or any portion thereof); (b) except where prohibited by law, a promotional release granting Sponsors the right to use their name and likeness for advertising and publicity purposes without additional compensation and; (c) all legal documents that Sponsors may require (in their sole discretion). Entry into this Competition constitutes agreement to sign such releases. Failure of any such potential Semi-Finalist to complete, sign and return to Gimlet such affidavit, release and legal documentation within such two (2) day period may result in their disqualification from the Competition, in Gimlet’s sole discretion, in which event an alternate potential Semi-Finalist may be selected, in Gimlet’s sole discretion. All decisions of Sponsors relating to the Competition are final. Sponsors expressly reserve the right to delay the announcement of the Winner for creative or technical reasons or for any other reason Sponsors deem necessary.

11. Submission Waiver: Because Gimlet receives many pitches, suggestions, ideas and business proposals (each, a “Proposal” and collectively, “Proposals”), and currently has many projects under development, it is possible that Proposals which closely resemble concepts and ideas within the Entry have been independently developed by Gimlet before the Competition or will be independently developed by Gimlet after the Competition. Entrant understands and agrees that neither the submission of an Entry nor the selection as Winner imply or create any of the following: (i) a confidentiality obligation on the part of Gimlet or any Sponsor; (ii) a promise to pay; (iii) a recognition of either novelty or originality; or (iv) a promise not to use elements of the Entry that are similar to or encompassed in projects or concepts already under development by Sponsors or in development by Sponsors in the future. Entrant also understands and agrees that Winner shall not be entitled to any further development or funding related to the Entry unless: (a) the Entry is selected as Winner; (b) the Entry is in compliance with these Official Rules; and (c) Gimlet reaches a signed agreement with the Winner on the terms and conditions of the development, production, and distribution of the Winner Mini-Series within Gimlet’s customary standards for agreements of such nature. While Sponsors consider and evaluate the Entry, Sponsors are under no obligation to keep anything related to the Entry confidential. No contract or obligation of any kind, other than those arising pursuant to the express terms of these Official Rules, is assumed by Sponsors or may be implied against Sponsors by reason of the review of your Entry and/or any discussions or negotiations we may have. Specifically, neither the submission of your Entry nor Sponsors’ review and evaluation of it constitutes or creates an implied-in-fact or implied-in-law contract.

12. General Terms: Noncompliance with any of these Official Rules may result in disqualification. Sponsor Entities assume no responsibility for incorrect or inaccurate entry information whether caused by any of the equipment or programming associated with or utilized in this Competition or by any human error which may occur in the processing of the Entry in this Competition. Sponsor Entities are not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers, or providers, computer equipment, software, failure of any e-mail or players on account of technical problems or traffic congestion on the Internet or at any web site, or any combination thereof, or any incomplete, lost, late, delayed, misdirected or garbled votes or failure to receive votes, including, without limitation, any injury or damage to participant's or any other person's computer related to or resulting from participation or downloading any materials in this Competition or the voting rules in this Competition. Sponsor Entities are not responsible for any typographical or other error in the printing of the offer, administration of the Competition, or in the announcement of the Prize Winner. If, for any reason, the Competition is not capable of running as planned, including, without limitation, infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other which corrupt or affect the administration, security, fairness, integrity or proper conduct of this Competition (including, but not limited to, the online voting process), or for any reason Sponsors deem it necessary, Sponsors reserve the right in their sole discretion to cancel, terminate, modify or suspend the Competition, or the online voting process and to determine the Winner in their sole discretion. Should the Competition be terminated prior to the stated expiration date, notice will be posted on the Competition Website and the Prize may be awarded to a Winner to be selected from among all Eligible Entries received up until and/or after (if applicable) the time of modification, cancellation or termination or in a manner that is fair and equitable as determined by Sponsors. All interpretations by Sponsors of these Official Rules, and all decisions by Sponsors under and relating to these Official Rules, are final, binding and non-appealable in all respects. No software-generated, robotic, programmed, script, macro or other automated email or voting entries are permitted. Sponsors reserve the right in their sole discretion to disqualify any individual they suspect or find: (i) to have used a software-generated, robotic, programmed, script, macro or other automated email or voting entry; (ii) to have tampered with the entry process or the operation of this Competition; (iii) to be acting in violation of these Official Rules; (iv) to be acting in an unsportsmanlike or disruptive manner, or with intent to annoy, abuse, threaten or harass any other person; or (v) to have provided inaccurate information on any legal documents submitted in connection with this Competition. CAUTION: ANY ATTEMPT BY ANY INDIVIDUAL TO DELIBERATELY DAMAGE ANY WEB SITE OR UNDERMINE THE LEGITIMATE OPERATION OF THE COMPETITION IS A VIOLATION OF CRIMINAL AND CIVIL LAWS AND SHOULD SUCH AN ATTEMPT BE MADE, SPONSORS RESERVE THE RIGHT TO SEEK DAMAGES FROM ANY SUCH INDIVIDUAL TO THE FULLEST EXTENT PERMITTED BY LAW. THE NEW YORK COURTS (STATE AND FEDERAL) SHALL HAVE SOLE JURISDICTION OF ANY CONTROVERSIES REGARDING THE COMPETITION AND THE LAWS OF THE STATE OF NEW YORK SHALL GOVERN THE COMPETITION. EACH ENTRANT WAIVES ANY AND ALL OBJECTIONS TO JURISDICTION AND VENUE IN THESE COURTS AND HEREBY SUBMITS TO THE JURISDICTION OF THOSE COURTS.

13. Request for Name of Winner and Official Rules: For the name of the Winner and/or a copy of these Official Rules, send a self-addressed stamped envelope to:



Gimlet Media

92 3rd St

Brooklyn, NY 11231



All requests for a copy of the Official Rules and for the names of the Winner must be made within two (2) months of the completion of the Competition Period. Please note on the front left-hand corner of your outer envelope whether you are requesting “Official Rules” or the name of the “Winner”.

14. Sponsors: This Competition is sponsored by Gimlet Media, Inc. with an address at 92 3rd St Brooklyn, NY 11231 and Squarespace, Inc., 225 Varick St., 12th Floor, New York, NY 10014.