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Accident, Risk, and Release of Liability Waiver and Agreement

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THIS ACCIDENT, RISK, AND RELEASE OF LIABILITY WAIVER AND AGREEMENT (the “Waiver”), in consideration of participation in the services and activities provided by Chapel Thrill Escapes, is entered into on , by and between Chapel Thrill Escapes, a North Carolina non-profit corporation, with its principal place of business at 128 E Franklin St Suite 110, Chapel Hill, NC 27514 (the “Operator”), and , (the “Participant”, collectively the “Parties”), which term shall include the Parties agents, successors, or assigns whatever the context so requires or admits.

WAIVER AND SCOPE OF PARTICIPATION

  1. ACKNOWLEDGEMENT OF PARTICIPATION. The Participant acknowledges that they are participating in an individual, time-barred event (approximately one hour and thirty minutes) and activity known as an escape room, on , that they purchased the right to participate in (the “Event”), notwithstanding, however, Section 9 of this Waiver. The Event shall be considered to have commenced when the Participant enters the premises operated and leased by the Operator and have elapsed when the Participant leaves the same premises.
  2. RISKS AND INJURY. The Participant acknowledges and assumes that participation in the Operator’s Event, and/or related activities, entails known and unknown Risks that could result in physical and/or emotional injury, paralysis, permanent disability, death, and/or damage and theft to myself by other person(s), to property, and/or to third parties (collectively, the “Injuries”). The Participant understands that such risks cannot be eliminated without jeopardizing the essential qualities of the Event. The Participant expressly agrees and promises to assume all the known and unknown risks existing in the Operator's activities. Known risks include, among other things: use of simple tools, mental stress and anxiety, falling objects, moving or lifting objects, confinement in a reasonably small physical space with several person(s), close contact with other person(s), exposure to sharp objects, exposure to hazardous chemicals, slippery surfaces, exposure to sudden flashing of light, theft or damage to personal property by other person(s), failure to successfully complete the escape room during the Event (collectively, the “Risks”). The scope of Risks and Injuries assumed by the Participant, and covered by this Waiver in Sections 5 and 6 and wherever else applicable, shall be limited to that incurred during the duration of this Event. The scope will further extend to any Risks or Injuries incurred during this Event but do not present or manifest until at a subsequent point in time.
  3. FACILITY INSPECTION. The Participant acknowledges that they have inspected the facilities, equipment, and areas to be used by Operator, and continues to voluntarily participate in the Event despite the Risks, potential Injuries, contact and/or crashes with other person(s), defective equipment, the condition of the room and any hazards that may be posed by spectators or volunteers.
  1. OPERATOR’S OBLIGATIONS. The Operator promises and agrees to maintain the facilities of the Event in such a manner to minimize the known and unknown Risks and Injuries assumed by the Participant. This maintenance may include training staff members, inspecting the premises of the Event prior to the Event commencing, cleaning the premises of the Event. The Operator not conducting any of these maintenance activities does not constitute a waiver of the releases and/or indemnification by the Participant.
  2. RELEASE OF LIABILITY. Despite the Risks originating from the Event, the Participant expressly and voluntarily waives, releases, and forever discharges the Operator from any and all liabilities from the Event, other than those caused by the gross negligence of the Operator. This Release of Liability is effective and valid regardless of whether the damage, loss, or death, is a result of any act of any act or omission on the part of the Operator, subject to the damage, loss, or death not having been caused by the gross negligence of the Operator.
  3. INDEMNIFICATION. Except as to any claim caused by the gross negligence of the Operator, Participant shall indemnify the Operator and hold it harmless from any and all demands, suits, damages, liabilities, losses, or expenses (including attorney’s fees and costs) in the connection with the Injuries, the loss of life, personal injury, or property damage arising from or out of any occurrence in, upon, at or from the Event, or occasioned wholly or in part by any act or omission by Operator, its agents, heirs, and personal representatives. The Participant knowingly, willfully, and voluntarily waives, discharges, and releases their right to pursue and/or file any legal claim to collect damages or compensation of any kind in connection to the loss of life, personal injury, property damage, or Injuries.

DAMAGES

  1. SCOPE OF POTENTIAL DAMAGES. The Participant acknowledges that nothing in the Event requires forceful action or breakage and that damages caused by them, their assigns, or child(ren) to any of the Operator’s property is unacceptable and avoidable. The Participant further agrees that the scope of damages remediable under this Waiver need not be directly caused by them, but may be in connection with conduct or actions that any reasonable person would recognize as consequential to the damages incurred by the Operator. The damages covered may include, but are not limited to, damage to the physical property of the Operator, damage to the building, damage to other persons, and emotional damages to the staff and officers of the Operator (“Damages”).
  1. REMEDIES. The Participant expressly agrees to pay the Operator up to the reasonable cost to wholly replace or repair any Damages caused by the Participant. Upon receipt of an invoice from the Operator for reasonable damage costs, the Participant shall within thirty (30) days remit these costs in full to the Operator. If the Participant has a valid credit card on file used in the Event’s transaction with the Operator, the Participant expressly authorizes the Operator to accelerate the thirty-day period and immediately charge the Participant's card holder the full amount due, subject to applicable federal and state law. If the Operator is forced to seek additional remedies due to nonpayment by the Participant, the Participant expressly agrees to additionally pay the Operator all reasonable expenses for recovering the damages, including reasonable Attorney’s Fees.
  2. REMOVAL FROM EVENT. The Operator reserves the right to remove the Participant at any time from the Event for any reason at the Operator’s discretion. The Participant hereby waives any right to whole or partial refunds, or readmissions due to involuntary removal from the Event.

NON-DISCLOSURE OF CONFIDENTIAL INFORMATION

  1. CONFIDENTIAL INFORMATION. For the purposes of this Waiver, “Confidential Information” means any and all information, in any form or medium, tangible or intangible, that is discovered or becomes known to the Participant in connection with their participation during the Event, including but not limited to: Puzzle solutions, strategies, game mechanics, or other proprietary elements specific to the escape room(s); and Operational procedures, business methods, design documents, manuals, or technical data; and Trade secrets, know-how, or other proprietary or sensitive information related to the Operator’s business or the Event’s design and function; and any other information that a reasonable person would recognize as confidential or proprietary under the circumstances of disclosure.
  2. OBLIGATIONS OF THE PARTICIPANT. The Participant agrees to not disclose, publish, disseminate, or use any Confidential Information, directly or indirectly, for any purpose other than participating in the Event. This includes online and offline discussions, social media postings, public forums, or any other form of communication. The obligations of confidentiality shall remain in effect indefinitely, or for as long as the Confidential Information remains confidential, whichever is longer. If the Participant is compelled by law or court order to disclose any Confidential Information, the Participant shall promptly provide the Operator with written notice of such a requirement and cooperate with any efforts to obtain a protective order or confidential treatment of the Confidential Information.
  1. OWNERSHIP OF CONFIDENTIAL INFORMATION. All Confidential Information is and shall remain the sole and exclusive property of the Operator. Nothing in this Waiver grants the Participant any license or right to use the Confidential Information for any purpose other than participating in the Event.
  2. REMEDIES. The Participant acknowledges that the disclosure of Confidential Information may cause irreparable harm to the Operator, for which monetary damages may be an inadequate remedy. In such cases, the Operator shall be entitled to seek injunctive or other equitable relief to prevent or restrain any such breach or threatened breach, in addition to any other remedies available at law or in equity. In the event of a breach of this section, the Operator shall be entitled to recover all damages, costs, and expenses (including reasonable attorneys’ fees and court costs) suffered as a result of such breach, to the fullest extent permitted by law. The provisions of this section shall survive the expiration or termination of this Waiver for any reason.

PHOTO RELEASE

  1. NAME, IMAGE AND LIKENESS RELEASE. The Participant hereby grants the Operator the express permission to use their likeness, image, and name in a photograph, video, and/or other digital media (“Photo”) in any and all of its publications, including web-based publications, or for the purposes of escape room game product development by the Operator, without payment or other consideration. The Participant understands and agrees that all Photo(s) will become the property of the Operator and will not be returned. The Operator agrees to not sell or share the Participant's likeness, image, and name to an external third party organization. The Participant hereby irrevocably authorizes the Operator to edit, alter, copy, exhibit, public, or distribute this/these Photo(s) for any lawful purpose. The Participant expressly waives, releases, and discharges any right to inspect or approved the finished Photos wherein their likeness appears.
  1. WAIVER OF COMPENSATION. The Participant waives any right to royalties or other monetary/non-monetary compensation arising or related to the use of their likeness, image, and name appearing in any Photo(s).
  2. INDEMNIFICATION. The Participant expressly holds the Operator harmless, releases, and forever discharges the Operator from any claims, demands, and causes of action which the Participant, heirs, representatives, executors, administrator, or any other agents acting on their behalf or on behalf of their escape have or may have reason of this authorization in Section 14 of this Waiver.

DISPUTE RESOLUTION

  1. DISPUTES. Following the full opportunity to discuss and negotiate over this dispute resolution procedure, the Parties agree that to the fullest extent permitted by law, any controversy, dispute or claim arising out of or relating to the Event, this Waiver, the breach, termination, interpretation, enforcement, validity, scope and applicability of any such agreement, or any allegations of negligence on any basis under federal, state, or local law, which could otherwise be heard before any court of competent jurisdiction (a “Dispute”), shall be submitted to and determined exclusively by binding arbitration. The Parties agree that a Dispute arising under any law that requires resort to an administrative agency may be brought before such agency as permitted by law, and that after exhaustion of administrative remedies, the Parties must pursue such Dispute through this binding arbitration procedure to the fullest extent permitted by law.
  2. ADMINISTRATION. The parties will equally advance all of the arbitrator's expenses and fees. The arbitrator will allow for sufficient discovery procedures, including access to essential documents and witnesses, to satisfy principles of due process. The arbitrator may award any remedy or relief available under applicable law in a court proceeding, including, without limitation, damages, costs and injunctive relief. The arbitrator shall not have the power or authority to commit errors of law or legal reasoning. After completion of the arbitration, the arbitrator shall submit a decision in writing, specifying the findings of fact and the conclusions of law on which the decision is based; in their discretion, the arbitrator may award fees and costs to the prevailing party.
  1. APPLICABLE LAW. The Parties agree that the enforceability of this Agreement shall be governed by the Federal Arbitration Act (9 U.S.C. § 2). The arbitrator shall apply North Carolina substantive law to the proceeding, except for any claim to which Federal substantive law would apply. The Parties each expressly waive the right to a jury trial and agree that the arbitrator's award shall be final and binding on the Parties. Any action to review the arbitration award for legal error or to have it confirmed, corrected or vacated shall be decided pursuant to North Carolina law and shall be filed and maintained in a North Carolina state court of competent jurisdiction.

MISCELLANEOUS PROVISIONS

  1. ELECTRONIC CONTRACTING AND SIGNATURE ACKNOWLEDGMENT. The Participant agrees that i) this contract is an electronic contract executed by you using your electronic signature, (ii) your electronic signature signifies your intent to enter into this contract and that this contract be legally valid and enforceable in accordance with its terms to the same extent as if you had executed this contract using your written signature and (iii) the authoritative copy of this contract (the “Authoritative Copy”) shall be that electronic copy that resides in a document management system designated by us for the storage of authoritative copies of electronic records, which shall be deemed held by us in the ordinary course of business. Notwithstanding the foregoing, if the Authoritative Copy is converted by printing a paper copy which is marked by us as the original (the "Paper Contract"), then you acknowledge and agree that (1) your signing of this contract with your electronic signature also constitutes issuance and delivery of such Paper Contract, (2) your electronic signature associated with this contract, when affixed to the Paper Contract, constitutes your legally valid and binding signature on the Paper Contract and (3) subsequent to such conversion, your obligations will be evidenced by the Paper Contract alone.
  2. SCOPE AND AMENDMENTS. The covenants and agreements herein contained are binding on the parties hereto, their successors, assigns, and legal representatives. This Waiver embodies all of the understandings and agreements of the parties, and the terms hereof shall not be changed or varied except by mutual agreement by written instrument signed by both parties. Neither party has entered into this agreement in reliance on any promises, representations, or statements of any kind (whether written or oral) except as expressly provided in this agreement. Any addenda or amendment you sign as a part of executing this Waiver are binding and hereby incorporated into and made part of this Waiver between the Operator and Participant.
  1. CHOICE OF LAW. The parties agree that the terms of this Waiver and any claim or action brought forth arising from this Waiver shall be subject to, resolved, and construed under the laws of the State of North Carolina.
  2. SEVERABILITY. If any provision of this Waiver will be held to be invalid or unenforceable for any reason, the remaining provisions will continue to be valid and enforceable. If a court of competent jurisdiction finds that any provision of this Waiver is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision will be deemed written, construed, and enforced as so limited.
  3. NO WAIVER OF RIGHTS. The failure of either party to enforce a provision of this Waiver shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Waiver.


IN WITNESS WHEREOF, the Parties hereto execute this Waiver on the day and year first written above. By electronically signing this agreement, the Participant acknowledges that they may be found by a court of law to have waived their right to maintain a lawsuit against Chapel Thrill Escapes on the basis of any claim from which they have released them herein. The Participant further agrees that by signing below, pursuant to the Dispute Resolution section, if any disputes should arise, they will be settled by binding arbitration and not by a court action.

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