This Terms of Service Agreement (the “Agreement”) is a legal agreement between you and Brybe, Inc. and its subsidiaries, (collectively “the Company,” “us” or “we”). These terms govern your access to and use of the service platform (the “Platform”) offered by the Company on its Website (https://brybe.com) (the “Website”), including any content, functionality, payment processing services and other services offered on or through the Website. You must read and accept this Agreement before using the Platform. By using the Website or the Platform, or otherwise forming this contract, you agree to be bound by this Agreement.
We may revise this Agreement at any time by updating this area of the Website and Platform and at our discretion making you aware of the updated terms, or otherwise securing your agreement to the revised terms. Your use, or other method of legal acceptance, of the Website or Platform after any changes have been posted will constitute your agreement to the modified Agreement and all of the changes.
The following additional terms are incorporated into this Agreement as if fully set forth herein:
- Intellectual Property Policy
- Copyright Policy
- Complaint Policy
- While we make reasonable efforts to ensure that the Website and Platform remain available, we do not represent or warrant that access or functionality will be error-free or uninterrupted, or without defect, and we do not guarantee that users will be able to access or use the Website or Platform, or its features, at all times. We reserve the right at any time and from time to time to change, modify, or discontinue, temporarily or permanently, the Website, the Platform, or any part thereof, with or without notice. Such changes, modifications, additions, or deletions shall be effective immediately upon their implementation. Your use of the Website and/or Platform after we post such changes, modifications, additions or deletions, or other method of legal acceptance, constitutes your acceptance of such changes, modifications, additions or deletions.
- We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website or Platform, or any part thereof, with or without notice.
- The Website or Platform may contain typographical errors or inaccuracies, including relating to price, and may not be complete or current. We reserve the right to correct any such errors, inaccuracies or omissions and to change or update information at any time without prior notice, even if your order has already been accepted or processed.
As long as you are in compliance with the conditions of this Agreement and all incorporated documents, we hereby grant you during the Term (as defined herein) a limited, revocable, non-assignable, non-transferrable, non-sublicensable, non-exclusive license to access and use the Website, the Platform, and the materials therein that are intended to be displayed publicly. No rights not explicitly listed herein are granted.
You agree that:
- except in your normal use of the Website or Platform, you will not copy or distribute any part of the Website or Platform in any medium without our prior written authorization;
- you will not alter or modify any part of the Website or Platform other than as is necessary to use the Website or Platform for their intended purposes; and
- you will otherwise comply with this Agreement.
This Website is offered and available to users who are 13 years of age or older. If you are under 13 you may not use this Website or the Platform services. By using this Website, you represent and warrant that you are of legal age to form a binding contract and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Website.
Some parts or all of the Website or Platform may not be available to the general public, and we may impose additional eligibility rules, and terms and conditions, on such portions of the Website or Platform from time to time. We reserve the right to amend or eliminate these eligibility requirements at any time.
You are not eligible to use the Website or Platform if doing so would violate applicable law, including any U.S. law or regulation, including but not limited to export controls or restrictions.
For the purposes of these Terms & Conditions the following words, terms and expressions shall have the following meaning, save where the context explicitly requires otherwise:
Brand Request: a request for the Influencers’ services posted by Brands on the Platform
Brand (Buyer): a user who requests and purchases services on the Platform.
Brybe Balance: the aggregated amount of your Revenue as an Influencer and/or returned payments from cancelled orders as a Brand, as well as funds deposited into the Platform for future use.
Brybe Chat: a module where Brands and Influencers communicate with each other in connection with an ordered Brybe
Brybe Messages: where Brands and Influencers can have an informal communication in connection to a potential or existing collaboration., send and receive Custom Brybes and Custom Requests.
Brybe: a project/deal that Brands and Influencers collaborate on the Platform.
Campaign: an order or a totality of the orders that were made via the one brand request.
Custom Brybe: an exclusive proposal that an Influencer can create in response to specific requirements of a Brand.
Custom Brybe Request: a request made by a Brand to receive a Custom Brybe from a particular Influencer.
Dispute: a disagreement experienced during an order between a Brand and Influencer on the Platform.
Extra Brybe: an additional service offered on top of the Influencer’s Brybe for an additional price defined by the Influencer.
Income: the money that Influencers earn from completed orders and can either withdraw or keep on the Platform in connection with Brybe Balances, subject to these Terms.
Influencer (Seller): a user that offers and provides services on the Platform.
Offer: a service proposed by Influencers to Brands in regards to Brand Requests.
Order: a formal agreement between a Brand and an Influencer for the services such Influencer must provide in exchange for the payment agreed upon.
Packaged Brybe: allows Influencers to post and offer packaged services at various prices, in different formats and via various social media channels.
Payment Services Provider(s): the service providers (typically third party) that provide payment services to Brands and Influencers in connection with the Platform, including with respect to collection of funds from Brands in connection with purchases, remittance and withdrawal of funds to Influencers, currency exchange services in connection with payments in local currencies, and the holding of funds in connection with Brybe Balances.
Among other services and functionality, the Platform provides a venue that may permit users to act as either buyers or sellers in a marketplace for marketing, media or other content and related services.
- When acting as a party soliciting or purchasing goods or services on the Platform, you are referred to primarily as a “Brand”.
- When acting as a party offering for sale or selling goods or services on the Platform, whether you are a corporate entity or an individual, you are referred to herein as a “Influencer”.
- Only registered users may buy and sell on the Platform. Registration is free.
- The Company, its affiliates and/or subsidiaries may, from time to time, participate in the Platform as a Brand, and/or a Influencer.
- Registered users may possess both (Influencer/Brand) types of accounts simultaneously, providing proper registration details required for respective profiles.
- Brands and Influencers may post solicitations for submissions (“Requests”), requests for proposals (“Custom Brybe Request”), work availability, or offerings and similar communications that may lead to a discussion on Brybe Messenger and agreement to work together on a particular project (“Brybe”).
- The Platform permits the formation of deals between Brands and Influencers governing their work together on a Brybe, provides functionality to manage and communicate (“Brybe Messenger”) during the Brybe, and facilitates payment between Brands and Influencers regarding a Brybe (“Brybe Balances”), in accordance with the terms of this Agreement.
- Brybes can be offered/requested and executed only on the social media platforms/networks supported by the Platform. Offering/requesting or suggesting promotions on social media platforms/networks or other websites/platforms that are not supported by the Platform is strictly prohibited.
- Brybes on the Platform may be offered at a minimum starting price of at least $1 or higher as determined by the Influencer.
- Brands pay the Platform in advance to create an order.
- Influencers must fulfill their orders, and may not cancel orders on a regular basis or without cause. Cancelling orders will affect Influencers’ reputation and status.
- Users may not offer or accept payments using any method other than placing an order through Brybe.com.
- When purchasing a Brybe, Brands are granted all rights for the delivered work, unless otherwise specified by the Influencer on their Brybe/Offer Page. Note: some Influencers charge additional payments (through Extra Brybes) for additional services.
- The Company retains the right to use all published delivered works for Brybe marketing and promotion purposes.
- Users undertake to comply with Brybe’s Rules of Conduct, which are a set of behavior rules and guidelines, applicable to the Brybe community and marketplace in addition to these Terms of Service, as updated from time to time.
The Platform uses YouTube, Google, Facebook, Instagram, Twitter, and other Social Platforms’ APIs to collect authorized data. You can learn more about each respective Social Platform’s terms of service and privacy policies via the links below:
Social Platforms Terms of Service:
- Google: https://www.google.com/intl/en/policies/terms/
- YouTube: https://www.youtube.com/t/terms
- YouTube-API-Client: https://developers.google.com/youtube/terms/api-services-terms-of-service
- Facebook: https://www.facebook.com/legal/terms
- Instagram: https://help.instagram.com/478745558852511
- Twitter: https://twitter.com/en/tos
- TikTok: https://www.tiktok.com/legal/terms-of-use?lang=en
Social Platforms Privacy Policies:
- Google and YouTube: http://www.google.com/policies/privacy
- Facebook: https://www.facebook.com/privacy/explanation
- Instagram: https://help.instagram.com/519522125107875
- Twitter: https://twitter.com/en/privacy
- TikTok: https://www.tiktok.com/legal/privacy-policy?lang=en
You can revoke the Platform’s access to your data from YouTube, Google, Facebook, Instagram, and Twitter at any time via each respective platform’s app and security settings via the links below. Note that revoking such authorizations may limit or eliminate certain functionality in the Platform’s Products.
- YouTube and Google: https://security.google.com/settings/security/permissions
- Facebook: https://www.facebook.com/settings?tab=applications
- Instagram: https://www.instagram.com/accounts/manage_access/
- Twitter: https://twitter.com/settings/applications
Deals Made on the Platform
Proposals and requests from and between Brands and Influencers shall specify certain terms, which may include the fee and compensation to the Influencer for the Brybe in question (the “Brybe Fee”), description, content, deadlines, form, length, payment information and other information a Brand and Influencer would like included in the agreement covering the Brybe. When Brands and Influencers are ready to engage each other on a Brybe through the Platform, the parties will be entering into a legal contract with each other regarding the Brybe through the Platform. Before agreeing on all the terms, the Brand and Influencer will include a provision stating that if a Brand terminates this Agreement and/or any Service Agreement without cause, and has engaged a Influencer for a Brybe (i) prior to the bona fide commencement of a Brybe by Influencer, Brand shall have no liability to Influencer for any Brybe Fee, (ii) after bona fide commencement and prior to 24-hours before the agreed upon final delivery date, or deadline, Brand will owe Influencer a cancellation fee (the “Cancellation Fee”) equal to 35% of the Brybe Fee; (iii) after the bona fide commencement of the Brybe by Influencer and less than 24-hours before the agreed upon final delivery date, or deadline, Brand will owe Influencer a Cancellation Fee equal to 50% of the Brybe Fee; or (iv) after deliverables are submitted in full, Brand will owe Influencer a Cancellation Fee equal to 85% the Brybe Fee and Influencer will retain ownership of any and all materials that it creates in relation to the Brybe, and all copyrights or other intellectual property rights therein.
To the extent of any conflict between this Agreement and the Service Agreement being used, this Agreement shall control.
Payment of all fees and payments due from a Brand to an Influencer for, or otherwise associated with, a Brybe are required to be made in accordance with the Service Agreement for the Brybe.
Upon remittance of a Brybe payment, which is separate and apart from any Service Fee, from Brand to the Influencer, to the Company, the Company will have the sole responsibility to pay the Influencer, and will promptly pay the Influencer. Influencers agree that the Company shall not be responsible or liable for any amounts not received from a Brand.
The Company may charge a service fee in connection with the processing of Brybe payments through the Platform (the “Service Fee”). The Service Fee is typically billed by us when a Brand marks a Brybe as “complete” on the Platform, or otherwise makes a Brybe payment to an Influencer, as described above. If a Brand has been permitted to use invoicing, an invoice is typically generated by us when a Brand marks a Brybe as “complete” on the Platform, and is due within 30 days of receipt. If a Brand has not marked a Brybe as “complete” on the Platform within a reasonable amount of time after performance by the Influencer, as reasonably determined by the Company, Brand agrees and acknowledges, that the Company may, in its sole discretion and without liability to Brand, mark such Brybe as complete and initiate invoicing to Brand and/or payment to Influencer.
The Service Fee is structured as a commission calculated as a percentage of the amount paid by a Brand with respect to a given Influencer in connection with a Brybe. This Service Fee may be added to the amount due from the Brand to the Influencer, or separately invoiced by the Company to the Brand.
Upon the completion of a Brybe, whether or not such Brybe is associated with the Program, the Influencer may be charged a fee in the amount identified on the Platform (“Service Fee”). Such Transactional Fee, if applicable, will be deducted automatically from any payments due and owing to Influencer.
You, as a user of the Platform, acknowledge and agree that the material value of the Platform is derived from its relationships with its Brands and Influencers. Thus, as additional consideration for your right to use the Platform, you agree that for a period starting when you first use the Platform through a period of one (1) year after you stop using the Platform (the “Period”), you will not, directly or indirectly: (i) solicit, engage or employ any Influencer participating on the Platform to provide similar or related services to you, as a Brand, other than through the Platform; and (ii) approach, solicit, bid, or seek to be hired by any Brand participating on the Platform, or any of its affiliates, parent, or subsidiary companies or brands, or referrals from any of the foregoing, to provide services similar, or related, to those offered by you on the Platform, as a Influencer, other than through the Platform.
In the event that a Brand would like to hire an Influencer that is on the Platform outside the Platform during this Period, it may contact the Company at [email protected] to discuss an arrangement.
- Influencers can offer services only of the social media platforms/networks that are connected to their Brybe Account.
- Influencers create Packaged Brybes (sets of combined services) on the Platform to allow Brands to purchase their services.
- Influencers may also offer Custom Brybes (packages of custom services created for a specific Brand) to Brands in addition to their Packaged Brybes.
- Each Brybe you sell and successfully complete, credits your account with a net revenue of 90% of the purchase amount. Brybe fee constitutes the remaining 10%.
- The Platform transfers the payment to Influencers once an order is completed.
- Influencer is required to follow the Guides Concerning the Use of Endorsements and Testimonials in Advertising from the Federal Trade Commission. The guide sets forth the general principles the FTC uses to evaluate endorsements and testimonials, together with examples illustrating the application of those principles. The guide does not purport to cover every possible use of endorsements in advertising. Whether a particular endorsement or testimonial is deceptive will depend on the specific factual circumstances of the advertisement at issue.
- If an order is cancelled (for any reason), the funds paid will be returned to the Brand’s Brybe Balance.
- Revenues are only made available for withdrawal from the Revenue page following a safety clearance period of 3 days after the order is marked as complete.
- Influencers may withdraw their revenues using one of the Platform’s withdrawal options.
- The Influencer's rating is a combination of two parameters:
- Review Score, calculated based on the received reviews.
- Level, a proportionate variable of the Review Score and completed Brybes.
- For security concerns, the Platform may temporarily disable an Influencer's ability to withdraw revenue to prevent fraudulent or illicit activity. This may come as a result of security issues, improper behavior reported by Brands, or associating multiple Platform accounts to a single withdrawal provider.
- Influencers are responsible for paying any direct or indirect taxes, including any GST, VAT or otherwise, which may apply to them depending on residency or location. Influencers represent and warrant that they comply, and will comply at all times, with their obligations under income tax provisions in their jurisdiction. The prices shown on the Platform are inclusive of all such taxes and charges that may apply to the Influencers.
- Appointment as Limited Payment Collection Agent: Influencer hereby appoints the Platform as Influencer’s limited authorized payment collection agent solely for the purpose of accepting payments (via its Payment Services Provider, if applicable) from the Brand, and remitting those payments to Influencer. Influencer agrees that payment from the Brand to the Platform shall be considered the same as payment made directly to Influencer. The Brand’s payment obligation to Influencer will be satisfied upon receipt of payment by the Platform (or its Payment Services Provider, as applicable), and the Platform (via its Payment Services Provider, as applicable) is responsible for remitting the funds to the Influencer in the manner described in these Terms of Service. In the event that the Platform (via Payment Services Provider) does not remit any such amounts to Influencer, the Influencer will have recourse only against the Platform and not the Brand directly. Influencer agrees that the Platform may describe or otherwise reflect the terms contained herein in any terms of service, receipts, disclosures, or notices including, but not limited to, receipts provided to Brands that the Platform may deem necessary or prudent.
- The Platform partners with Payment Services Providers for purposes of collecting payments from Brands, transferring such payments from Brands to Influencers, and holding funds in connection with Brybe Balances. All payments services in connection with the withdrawal of funds on the Platform platform are performed by the Platform’s Payment Services Providers, as applicable.
- Brybes are the deals made between brands and Influencers. There are four major types of Brybes on the platform:
- Packaged Brybes - a packaged, preset collection of services that Influencer creates and posts on the platform as a public offer (some restrictions may still apply).
- Custom Brybes - services that Influencer is prepared to perform on demand, not packaged into presets.
- Extra Brybes - additional services offered on top of the Influencer’s Brybe for an additional price defined by the Influencer.
- Offers - combination of services offered by the Influencer to the Brand in response to the Brand Request.
- Brybes/Offers created on the Platform contain User Generated Content.
- Brybes/Offers may contain pre-approved website URL’s, hashtags, endorsements, testimonials, and other promotional content approved by Brands that must meet the standards of the FTC Act and the FTC's Guides Concerning Use of Endorsements and Testimonials in Advertising (Endorsement Guides).
- Brybes/Offers and/or users may be removed from the Platform for violations of these Terms of Service, Conduct Guidelines, and/or FTC Endorsement Guides, which may include (but are not limited to) the following violations and/or materials:
- Inappropriate/Obscene/Pornographic/Discriminatory content or services,
- Illegal or Fraudulent content or services,
- Copyright Infringement, Trademark Infringement, and violation of a third party's terms of service reported through our Intellectual Property Claims Policy,
- Intentional Plagiarism,
- Spam/Abusive/Deceptive content or services,
- Misleading content or services/misinformation,
- Promoting the Platform and/or Offers through activities prohibited by any laws, regulations, and/or third parties' terms of service, as well as through any marketing activity that negatively affects our relationships with our users or partners.
- Brybes/Offers that have been removed for violations will not be searchable, editable or restorable, and may result in an adverse action against the Influencer’s account.
- Extra Brybes are additional services that can be offered by the Influencer to the Brand in addition to the Original Offer for an additional price defined by the Influencer. Extra Brybes must be related to the original Offer and listed as deliverables on the original Offer.
- Extra Brybes must have a defined time to complete, especially if they will require extending the time of an original Offer.
- Extra Brybes can be removed if they are in violation of our Terms of Service, Conduct Guidelines, or FTC Endorsement Guides. The Offer as a whole can potentially be removed as well for the violations in the Extra Brybes.
Withdrawing Brybe Balances
- Users can only withdraw the amount that is available for the withdrawal, pending the safety clearance period of 7 business days after the completion of the order.
- All Withdrawal eligible funds are held in an account with Platform’s Payment Services Provider for your benefit.
- Withdrawals will be subject to the fees associated with the withdrawal methods.
- To withdraw your balance, you must have an account with at least one of Brybe's Payment Service Providers for the withdrawal methods. All payment services, including withdrawal services will be provided by Brybe’s Payment Services Provider.
- Your Brybe profile can be associated with only one account from each Brybe withdrawal methods/Providers. A Payment Service Provider withdrawal account can be associated with only one Brybe profile.
- Revenues are only made available for withdrawal from the Brybe Balances following a safety clearance period of 14 days after the order is marked as complete.
- To withdraw your available revenue, you must click on the designated withdrawal provider to initiate the withdrawal process
- Withdrawals can only be made in the amount available to you.
- Withdrawal fees vary depending on the withdrawal method.
- Withdrawals are final and cannot be undone. We will not be able to reverse this process once it has begun.
- Brands can only order promotions on the social media platforms/networks connected to Influencers’ Brybe Accounts.
- Brands may not offer direct payments to Influencers using payment systems outside of the Platform.
- The Platform retains the right to use all publicly published delivered works for the Platform marketing and promotional purposes.
- Brands may request a specific service by way of the Brand Request feature. Users should refrain from using the Brand Request feature for any purpose other than looking for services on the Platform.
- In case of a product promotion that requires among others a product unboxing and/or review - the Brand is solely responsible for the cost of such product and the logistics of getting it to the Influencer. Brands are strictly prohibited from requiring Influencers to purchase the reviewed product and/or cover the shipping costs on or off the Platform.
- The Platform partners with Payment Services Providers for purposes of collecting all payments from Brands, transferring such payments from Brands to Influencers, and holding funds in connection with the Brybe Balances. All payments services in connection with the collection of funds on the Platform are performed by the Platform’s Payment Services Providers.
- The Platform serves as Influencer’s limited authorized payment collection agent solely for the purpose of accepting payments (via its Payment Services Provider, if applicable) from Brand, and remitting those payments to Influencer. Brand’s payment obligation to Influencer will be satisfied upon receipt of payment by the Platform (or its Payment Services Provider, as applicable), and the Platform (via its Payment Service Provider, as applicable) is responsible for remitting the funds to the Influencer in the manner described in these Terms of Service. In the event that the Platform (via Payment Services Provider) does not remit any such amounts to Influencer, the Influencer will have recourse only against the Platform and not the Brand directly.
- In addition, Brands can request a Custom Brybe which addresses specific Brand requirements, and receive a Custom Brybe from Influencers through the site or through Brybe Messenger, unless the Influencer declines the request..
- In most locations, purchases on the Platform can be made by using one of the following payment methods: Bank Transfer, Credit Card, PayPal, or existing Brybe Balance. Additional payment methods may apply in certain locations.
- Service fees are added to the total at the time of purchase where a Brand can review and accept the total amount requested to pay. These fees cover administrative fees. As of April 2020, the current fees assessed to the total purchase amount are flat 10%. Should the Brand consider adding a gratuity amount (“Tip”) upon completion of the Brybe, it will have a 5% +$0.30 processing fee added to the final amount.
- Brand’s existing Brybe Balance can be automatically applied to your next purchase.
- Brand’s Brybe Balance is always valued and displayed in US$.
- Brands make payments on the Platform in US$. The actual charged amount will be clearly disclosed to you before you complete the payment.
- You may not offer Influencers to pay, or make payment using any method other than through the Brybe.com site. In case you have been asked to use an alternative payment method, please report it immediately to Customer Support at [email protected]
- By using any payment method and/or providing payment details for making purchases on the Platform, you represent and warrant that:
- you are legally authorized to provide such information;
- you are legally authorized or have permission to make payments using the payment method(s);
- if you are an employee or agent of a company or person that owns the payment method, you are authorized by that company or person to use the payment method to make payments on the Platform; and
- such actions do not violate any applicable law.
- Brands may be charged with indirect taxes (such as Sales Tax, VAT or GST) depending on their residency, location and any applicable law, in addition to the price shown on the site, and, in any event, any such taxes will always be displayed to the Brand before payment.
- Brands agree that they are responsible to comply with all tax requirements applicable to them, including but not limited to any obligation to deduct or withhold taxes. It is hereby clarified that all prices and fees that appear on the Site are the net amounts that will be paid following any direct or indirect taxes, levy, withholding tax and/or deductions.
If you use the Platform as an individual Influencer, unless otherwise required to enter into an employment relationship with a corporate entity, you hereby represent and warrant that, when acting as a Influencer, you shall be considered a self-employed independent contractor. If you are an Influencer that is a corporate entity, you hereby represent and warrant that any services that you may from time to time provide to any Brand through the Platform will be provided on an independent contractor basis.
GENERAL RULES OF CONDUCT
Our Platform was created to facilitate a friendly, professional, safe, productive and collaborative environment. It is important for the guests and users to adhere to this community spirit while utilizing the Platform and it’s functionalities, as well as while interacting with the other users. Here we will discuss the guidelines of the expected conduct. If you have witnessed a violation of our Terms of Service or the general conduct guidelines described herein, please, contact our Customer Support team at [email protected]. The results of the subsequent investigation are not published and your privacy will be protected. If a user account is found to be in violation of our Terms of Service, they will be contacted electronically, notice posted on the Website, and their account will potentially be suspended or permanently deleted based on the severity of the violation.
- Our Platform is open to everyone. Discrimination against another user/guest based on gender, race, nationality, age, religious affiliation, sexual preference or otherwise is not acceptable and may result in the suspension/deletion of your account.
- The Platform does not guarantee any specific level of service offered to Brands by Influencers. Our Resolution Center is designed to settle disputes arising from any challenges while collaborating on the Platform.
- Rude, abusive, improper language, or violent messages will not be tolerated and may result in an account warning or the suspension/removal of your account.
- All information and file exchanges must be performed exclusively on the Platform.
- Any necessary exchange of personal information required to continue a service may be exchanged within the Brybe Messenger only.
- To protect our users' privacy, access to the personally identifiable information is restricted. Requesting or providing Email addresses, Skype/IM usernames, telephone numbers or any other personal contact details to communicate outside of Brybe in order to circumvent or abuse the Brybe Messenger or the Platform is strictly prohibited.
- Neither the Company nor the Platform provide protection for users who interact outside of the Platform.
- Users may not submit proposals or solicit parties introduced through the Platform to contract, engage with, or pay outside of the Platform.
- The Company reserves the right to put any account on hold for moderation or permanently disable accounts due to breach of these Terms of Service or due to any illegal or inappropriate use of the Website or services. Any suspended account may be subject to a review (including, but not limited to, the information exchanges) and/or an investigation for up to 14 days.
- Violation of the Company's Terms of Service may get your account disabled permanently.
- Users with disabled accounts will not be able to sell or buy on the Website.
- Users who have violated our Terms of Service and had their account disabled may contact our Customer Support team for more information surrounding the violation and status of the account. Any suspended account may be subject to an investigation for up to 14 days.
- Users must be able to verify their account ownership through Customer Support by providing materials that prove ownership of that account.
- Influencers will be able to withdraw their revenues from disabled accounts after a safety period of 90 days following full verification of ownership of the account in question, from the day of the last cleared payment received in their account and subject to the Company's approval.
- Disputes should be handled using the dispute resolution tools ('Resolution Center' on the order page) or by contacting our Customer Support.
- You understand and agree that if you use the Website or Platform after the date on which the Terms of Service have changed, the Company will treat your use as acceptance of the updated Terms of Service.
The following rules apply to the use of the Website and Platform by all users, including Brands and Influencers. You agree that you will not:
- violate any applicable law or regulation in connection with your use of the Website or Platform;
- modify, adapt, translate, copy, reverse engineer, decompile or disassemble any portion of Website or the Platform;
- interfere with or disrupt the operation of the Website or Platform;
- attempt to probe, scan or test the vulnerability of our system or network or to breach security or authentication measures without proper authorization;
- take any action that imposes, or may impose, in our sole discretion, an unreasonable or disproportionately large load on our infrastructure;
- harvest or collect the email address or other contact information of other users of the Website or Platform;
- scrape, parse or collect content from the Website or Platform via automated means;
- submit, post or make available false, incomplete or misleading information to Website or Platform, or otherwise provide such information to us; or,
- impersonate any other person or business.
Naming Conventions and Profile Authenticity
As a condition to using certain aspects of the Platform, you will be required to register with the Company and select a password and username (“User Name”). You shall provide the Company with accurate, complete, and updated registration and contact information. You shall not select or use as a User Name a name that is:
- the name of another person with the intent to impersonate that person;
- subject to any rights of a person other than you without appropriate authorization; or
- otherwise offensive, vulgar or obscene.
The Platform reserves the right to require users to go through a verification process in order to use the Website (whether by using ID, phone, camera, etc.).
You agree not to distribute, upload, make available or otherwise publish through the Platform any suggestions, information, ideas, comments, questions, notes, plans, proposals, graphics, drawings, designs, text, information, audio, photos, software, music, sounds, video, comments, messages or similar materials (“Content”) that:
- is unlawful or encourages another to engage in anything unlawful;
- is false, misleading or fraudulent;
- contains a virus or any other similar programs or software which may damage the operation of our or another’s computer;
- violates the rights of any party or infringes upon the patent, trademark, trade secret, copyright, or other intellectual property right of any party; or,
- is libelous, defamatory, pornographic, obscene, lewd, indecent, inappropriate, invasive of privacy or publicity rights, abusing, harassing, threatening, bullying or otherwise objectionable.
You are not licensed to access any portion of the Platform that is not public.
Except the standard operation of the posting, responding to, negotiating and pitching (including open requests) of Brybes/Offers, you may not use the Company Platform for any other commercial purposes.
- Users may report Brybes/Offers to Customer Support that may be in violation of the Platform’s Terms of Service based on the reported Offer’s replicated similarity to pre-existing services.
- Influencers warrant that any content included in their Offers is their original work conceived by them and shall not infringe any third party rights, including, without limitation, copyrights, trademarks or service marks. In the event that certain music or stock-footage media are incorporated within the Brybes/Offers, Influencers represent and warrant that they hold a valid license to use such music and/or footage and to include them in the Brybes/Offers.
- The Platform will respond to clear and complete notices of alleged copyright or trademark infringement. Our Intellectual Property claims procedures are incorporated herein.
User Behavior and Privacy
- Publishing or posting other people's private and confidential information is strictly prohibited. Any exchange of personal information required for the completion of a service must be provided in the Brybe Messenger. Influencers further confirm that whatever information they receive from the Brand, which is not public domain, shall not be used for any purpose whatsoever other than for the delivery of the work to the Brand. Any users who engage and communicate off of the Platform will not be protected by our Terms of Service.
- User Privacy must be respected. As the safety and security of our users is our top priority, any attempts to publish or send malicious content with the intent to compromise another user’s account or computer environment is strictly prohibited. You must refrain from contacting other users with offers, comments, suggestions or any other inquiries not directly related to their Offers or Orders.
- Communication on the Platform is expected to be friendly, respectful, constructive, and professional. We have developed Brybe Messenger, Order Rating system and Brybe Chat to allow users such a proper communication. The Company condemns bullying, harassment, and hate speech towards anyone.
NOTWITHSTANDING THE FOREGOING RULES OF CONDUCT, OUR UNLIMITED RIGHT TO TERMINATE YOUR ACCESS TO THE PLATFORM SHALL NOT BE LIMITED TO VIOLATIONS OF THESE RULES OF CONDUCT.
PLATFORM AND WEBSITE FEES
Brybe is a FREE Platform. Except as expressly set forth in the Terms, your general right to access and use the Site is currently free, but the Platform may in the future charge a fee for certain access or usage. You will not be charged for any such access or use of the Site unless you first agree to such charges, but please be aware that any failure to pay applicable charges may result in you not having access to some or all of the Site.
SUBMISSIONS AND HANDLING OF USER GENERATED CONTENT
The Platform is designed to permit users to solicit, respond to and operate engagements through the Platform, to communicate and manage projects through the Platform, and otherwise present themselves and their activities on the Platform. Users may also be able to present and promote themselves and their businesses through the Platform through the use of their brand and creative materials in that process. Such materials are referred to as the User Generated Content.
When User Generated Content is posted on the Platform or through the Platform Services, the creators of such Content understand and acknowledge that they are solely responsible for such Content. Further, they represent and warrant that they have the right, power, and authority to:
- post that User Generated Content without violating the rights of third parties, and
- grant the licenses specified below.
They further acknowledge and agree that the poster of User Generated Content, and not the Company, is responsible for any User Generated Content including any harms caused to you, another User, or a third party by such User Generated Content.
Users will indemnify, defend, and hold harmless the Company, its Affiliates, and its respective directors, officers, employees, representatives, and agents (each an “Indemnified Party”) from any and all claims, damages, liabilities, costs, losses, and expenses (including, but not limited to, reasonable attorneys’ fees and all related costs and expenses) arising from or relating to any claim, suit, proceeding, demand, or action brought by Users or a third party or other User against an Indemnified Party relating to or arising out of any User Generated Content posted.
Ownership of User Generated Content
All User Generated Content provided by users for the purposes of self-promotion in the course of users’ use of the Platform is and shall remain the property of such user or its applicable licensor.
- The Platform retains the right to use all publicly published delivered works for the Platform’s marketing and promotional purposes.
The Platform is further granted a license to use Brand/Influencer’s name, image, likeness, statements or other information, in any form, media, or technology, whether now known or hereafter developed, alone or as part of other works, in connection with the administration of the Website or Platform and the Company’s marketing and business purposes relating to the Website or Platform.
When purchasing any Brybe on the Platform, unless clearly stated otherwise on the Influencer's Brybe page/description, when the work is delivered, and subject to payment, the Brand is granted all intellectual property rights, including but not limited to, copyrights for the work delivered from the Influencer, and the Influencer waives any and all moral rights therein. The delivered work shall be considered work-for-hire under the U.S. Copyright Act. In the event the delivered work does not meet the requirements of work-for-hire or when US Copyright Act does not apply, the Influencer expressly agrees to assign to Brand the copyright in the delivered work. All transfer and assignment of intellectual property to Brand shall be subject to full payment for the Brybe and the delivery may not be used if payment is cancelled for any reason. For removal of doubt, in custom created work (such as art work, design work, report generation etc.), the delivered work shall be the exclusive property of Brand, and Influencer assigns all rights, title and interest in the delivered work.
By submitting User Generated Content on the Platform, Users represent and warrant that they own or otherwise control the rights to the Content and any and all elements thereof; that they have the rights from any and all third parties appearing in such Content to use such third parties’ names, images or likenesses and any other third party-owned elements as necessary in and as part of their submission of said Content; and that the submitted Content will not infringe or violate the rights of any third parties, including, but not limited to, copyrights, trademarks, rights of publicity/privacy, patent, trade secret or confidentiality obligations.
Influencers further confirm that whatever information they receive from the Brand, which is not public domain, shall be kept confidential and shall not be shared or used for any purpose whatsoever other than for the delivery of the ordered work to the Brand.
Intellectual Property Rights and Restrictions
All content on the Website, or otherwise made available via the Website, including the text, notes, graphics, photos, sounds, music, videos, interactivities and the like (“Content”), the trademarks, service marks and logos contained therein (“Marks”), the design of the Website (“Website Design”), and all software and other technology used to provide the Website (“Technology”), are exclusively owned by or licensed exclusively to the Company and/or its affiliates. Content is provided to you “as is” for your information and personal use only and may not be used, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever. We reserve all rights not expressly granted in and to the Website, Content, Marks, Website Design and Technology. Using the Website does not give you any ownership of or right in or to any Content, Marks, Website Design or Technology. Users have no right, and specifically agree not to do the following with respect to the Website or any part, component or extension of the Website or the Platform (including its mobile applications):
- copy, transfer, adapt, modify, distribute or reproduce it, in any manner;
- reverse assemble, decompile, reverse engineer or otherwise attempt to derive its source code, underlying ideas, algorithms, structure or organization;
- modify or create derivative works;
- remove any copyright notice, identification or any other proprietary notices, or;
- use the Website or the Platform in any manner that could damage, disable, overburden or impair the Website, or interfere with any other users’ utilization of the Website. Users also agree not to permit or authorize anyone else to do any of the foregoing.
The Website may contain information and content provided by third parties. We have no obligation to monitor, we do not endorse, and we are not liable for any third-party content. In addition, the Website may contain links to third-party Websites. The Company is not responsible for the content on any linked site or any link contained in a linked site. We do not endorse or accept any responsibility for the content on such third-party sites.
The content on the Website or Platform includes copyrighted materials, trademarks and other proprietary information, which may include, without limitation, text, software, photos, video, audio visual recordings, graphics, music, and sound. The selection, coordination, arrangement, and enhancement of such content, as well as in the content original to the Company, are protected by copyright (and, if applicable, similar foreign laws).
All trademarks, service marks and logos, text, copyrightable subject matter, images, graphics, designs, and products appearing on the Website or Platform belong to the Company or in some cases to the party that authorized such use by the Company. All rights are reserved.
You agree not to copy, redistribute, publish, or otherwise exploit material which you download from the Website or Platform without the express prior written permission of the Company or the owner of said content. You further agree and acknowledge that you shall not acquire any ownership rights by downloading material from the Website or Platform.
Our Intellectual Property
Our graphics, logos, names, designs, page headers, button icons, scripts, and service names are our trademarks, trade names and/or trade dress. The “look” and “feel” of the Website and Platform (including color combinations, button shapes, layout, design and all other graphical elements) are protected by U.S. copyright and trademark law. All product names, names of services, trademarks and service marks (collectively, “Marks”) are our property or the property of their respective owners, as indicated. You may not use the Marks or copyrights for any purpose whatsoever other than as permitted by this Agreement.
You acknowledge that the software used to provide the Platform, and all enhancements, updates, upgrades, corrections and modifications to the software, all copyrights, patents, trade secrets, or trademarks or other intellectual property rights protecting or pertaining to any aspect of the software (or any enhancements, corrections or modifications) and any and all documentation therefor, are and shall remain the sole and exclusive property of us and/or our licensors, as the case may be. This Agreement does not convey title or ownership to you, but instead gives you only the limited rights set forth herein.
Your Comments and Feedback
If, at our request, you send certain specific submissions (for example contest entries) or without a request from us you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, “Feedback”), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any comments that you forward to us. We are and shall be under no obligation to:
- maintain any comments in confidence;
- pay compensation for any comments; or
- respond to any comments.
We may, but have no obligation to, monitor, edit or remove content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.
You agree that your comments will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments posted by you or any third-party.
To the extent that you provide the Website, the Platform or the Company with any comments, ideas, suggestions or other feedback regarding the Platform or the Website as a whole, as well as other Company’s products or services (collective, the “Feedback”), you will be deemed to have granted the Company an exclusive, royalty-free, fully paid up, perpetual, irrevocable, worldwide ownership rights in the Feedback. The Company is under no obligation to use, publish or implement any Feedback it may receive from users.
PASSWORDS AND ACCOUNTS
If you create an account, you must provide us with complete and accurate information. You must promptly update such information to keep it complete and accurate. You are entirely responsible for maintaining the confidentiality of your password and account. You are entirely responsible for any and all activities that occur under your account. You may not use anyone else’s account at any time. We may remove or reclaim your username if we believe it is appropriate (such as in response to a trademark claim). You understand and agree that we may assume that instructions from an individual associated with your account are authoritative and should be acted upon by us.
Security of Your Account
Always make sure that your password is kept safe and confidential. You agree to notify the Company immediately of any unauthorized use of your account or any other breach of security. You agree that you will not bring an action against us arising out of or related to any claimed unauthorized access using your account credentials. We will not be liable for any loss, damages, liability, expenses or attorneys’ fees that you may incur as a result of someone else using your password or account, either with or without your knowledge, to the fullest extent permitted by applicable law. You will be liable for losses, damages, liability, expenses and attorneys’ fees incurred by The Company or a third party due to someone else using your account.
Notwithstanding the foregoing, if we believe that there has been an unauthorized attempt to access your account, we may take reasonable efforts with reasonable speed, to disable or lock your account, or otherwise address your situation. In the event that you would like to report a breach, please contact [email protected] with the term “Unauthorized Account Use Notice” in the subject line.
Platform users are limited to one active Influencer and/or Brand account. Any additional account determined to be created to circumvent guidelines, promote competitive advantages, or mislead the Platform users will be disabled to prevent fraud and abuse, including targeted user harassment and abuse. Mass account creation may result in disabling of all related accounts. Note: any violations of Platform’s Terms of Service and/or our Community Standards is a cause for suspension or permanent deletion of all accounts in violation of the Terms.
Your account is free, and cannot be sold or transferred.
Inactive Influencer Accounts
Any Influencer account that has been "inactive" for one year will be automatically deactivated from the Platform. Inactivity is defined as having no record of clicks or ad impressions during the previous 12-month period. Although accounts that meet this criteria (no clicks or impressions for one year) are automatically deactivated, the account record is not deleted and can be reactivated should the Influencer make the request, and qualify for reactivation.
No Obligation to Retain a Record of Your Account
The Company has no obligation to retain a record of your account or any data or information that you may have stored for your convenience by means of your account, except otherwise specified information.You are responsible for controlling the access to and use of your account.
ENFORCEMENT AND TERMINATION
The “Term” of this Agreement will be from the date you first use the Website or Platform until terminated as provided herein. We reserve the right, in our sole discretion, to restrict, suspend, or terminate this Agreement and your access to all or any part of the Website, the Platform or the Content at any time and for any reason without prior notice or liability. We reserve the right to change, suspend, or discontinue all or any part of the Website, the Platform or the Content at any time without prior notice or liability.
You may terminate this Agreement at any time by deleting your account through the functionality of the Platform.
Without limiting the foregoing or assuming additional legal obligations, we have a policy of terminating repeat violators of the Copyright Act, in accordance with applicable laws. All grants of any rights from you to us related to Content or other materials, including but not limited to copyright licenses, shall survive any termination of this Agreement. Further, your representations, defense and indemnification obligations survive any termination of this Agreement.
You agree to defend, indemnify and hold harmless, us, our subsidiaries, and any of our, or their, respective parents, affiliates, licensees, licensors, and each of their respective officers, directors, employees, successors, agents, contractors and assigns (collectively, the “the Company Parties”), for all claims and allegations, and costs associated with such claims or allegations (collectively, “Claims”), arising from or in connection with (a) your use of the Website or Platform, (b) any Content provided or procured on or through the Website or Platform, including, without limitation, all claims arising out of or based upon infringement, misappropriation, invasion of privacy, defamation, right of publicity and/or any blurring, alteration, editing, morphing, distortion, illusionary effect, faulty reproduction, fictionalization or use in any composite form of your or any other person’s or entity’s name, picture, image, likeness, comments, posts, statements or other information and/or the Submission; (c) any breach or alleged breach by you of this Agreement or applicable laws, rules, regulations or social media terms and conditions, or (d) relating to any independent agreement or interaction that you may have with a third party, including any Partner or service provider of ours, in connection with a Brybe that was originally posted on our Platform, even if the Company is collecting a fee for said Brybe.
If you act as a Brand on the Website or Platform, you shall further defend, indemnify and hold the Company Parties harmless from any claims relating to your failure to pay for services solicited or procured through the Website or Platform.
No Endorsement. You understand and agree that the Platform is not involved in the agreements and communications between Users and does not refer or endorse or recommend particular Brands or Influencers. You also understand and acknowledge that the Platform does not edit, modify, filter, screen, monitor, endorse or guarantee Content or the content of communications between Users. Users are responsible for investigating and verifying to the extent they deem necessary the identity and credentials of other Users contacted via the Platform. By using the Services, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other Users or other third parties will be limited to a claim against the particular User(s) or other third party(ies) who caused you harm, and you agree not to attempt to impose liability on, or seek any legal remedy from the Company, the Website, or the Platform with respect to such actions or omissions.
You acknowledge that the Company is not responsible for, and has no liability for, any use by you of all or any part of Content or services provided by a third-party through the Website or Platform, or from a third-party that you met or did business with through the Website or Platform.
You acknowledge that the Company is not responsible for, and has no liability for, any non-payment or other non-performance of a contract that you enter into through the Website or Platform or non-performance by a business partner, or another user that you met or transacted business with through the Website or Platform.
You understand that it is your sole responsibility to perform due diligence on Content sourced through the Website or Platform, and service providers or clients that you do business with through the Platform, and the sole risk of any liability associated with your use of said Content, work performed by said providers and actions of said clients is with you.
The Website or Platform may include the opinions, statements and other content of third parties, including other users, Brands and Influencers. We are not responsible for screening, monitoring or verifying such content, including such content’s accuracy, reliability or compliance with laws. Any opinions, statements, or other materials made available by third parties through the Website or Platform are those of such third parties and not of the Company, including its licensors and/or other third party providers, and the Company does not endorse any such opinions, statements, or materials.
You acknowledge and agree that the Company has no control over, and shall have no liability for any damages resulting from, the use (including, without limitation, re-publication) or misuse by any third party of information made public through any part of the Website or Platform. IF YOU CHOOSE TO MAKE ANY OF YOUR PERSONALLY IDENTIFIABLE INFORMATION OR OTHER INFORMATION AND OR CONTENT PUBLICLY AVAILABLE THROUGH THE PLATFORM, YOU DO SO AT YOUR OWN RISK. IF YOU ARE OTHERWISE REQUIRED TO DISCLOSE YOUR PERSONALLY IDENTIFIABLE INFORMATION IN ORDER TO ENABLE the Company, AND/OR A PROVIDER AS APPLICABLE, TO DELIVER THE SERVICES REQUESTED, WHETHER THROUGH THE PLATFORM OR OTHERWISE. YOU HEREBY CONSENT TO THE USE AND, WHEN NECESSARY, THE TRANSFER OF YOUR PERSONALLY IDENTIFIABLE INFORMATION BY the Company AS NECESSARY FOR THE PROVISION OF WEBSITE AND/OR PLATFORM.
You understand that the Company cannot and does not promise, guarantee or warrant that files you download through the Internet will be free from viruses, worms, Trojan horses or other code that may be destructive. You are responsible for implementing sufficient safeguards for yourself. the Company does not assume any responsibility for your use of the Internet.
USE OF THE WEBSITE AND PLATFORM IS AT YOUR OWN RISK. THE WEBSITE AND PLATFORM, AND ALL CONTENT THEREON, ARE PROVIDED “AS IS” AND WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED. THE COMPANY DISCLAIMS ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. THE COMPANY DOES NOT WARRANT THAT THE WEBSITE OR PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR PLATFORM ARE FREE OF VIRUSES OR OTHER HARMFUL ELEMENTS. THE COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING ANY USE OF THE CONTENT OR ACCURACY. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE.
YOU ASSUME THE ENTIRE COST OF ANY LOSS OR DAMAGE ARISING FROM THE USE OF THE WEBSITE OR ITS CONTENT. THE COMPANY MAKES NO WARRANTY THAT YOUR USE OF THE CONTENT WILL NOT INFRINGE THE RIGHTS OF OTHERS. THE COMPANY ASSUMES NO RESPONSIBILITY FOR ERRORS OR OMISSIONS IN SUCH CONTENT.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.
IN ACCEPTING LIABILITY AS THE LIMITED AUTHORIZED PAYMENT COLLECTION AGENT OF INFLUENCER, THE COMPANY AND ITS AFFILIATES ASSUME NO LIABILITY FOR ANY ACTS OR OMISSIONS OF INFLUENCER.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Notwithstanding the foregoing, in the event that a court shall find that the above disclaimers are not enforceable, then you agree that neither we nor any of the Company affiliates or their licensors, service providers, employees, agents, officers or directors shall be liable for (1) any damages in excess of $500.00 or (2) any indirect, incidental, punitive, special, or consequential damages or loss of use, lost revenue, lost profits or data to you or any third party from your use of the Website or Platform. The term “Affiliate” referred to herein, is an entity that, directly or indirectly, controls, or is under the control of, or is under common control with the Company, where control means having more than fifty percent (50%) voting stock or other ownership interest or the majority of voting rights of such entity. This limitation shall apply regardless of the basis of your claim or whether or not the limited remedies provided herein fail of their essential purpose.
This limitation shall not apply to any damage that we cause you intentionally and knowingly in violation of this Agreement or applicable law that cannot be disclaimed in this Agreement.
THIRD PARTY LINKS
The Company may have links on the Website or Platform to other sites that we think you might find interesting. Such other sites are not under our control and therefore we have not reviewed them and we are not responsible for their content. You click through at your own risk, and the Company makes no representation or warranties about the content, completeness or accuracy of the sites linked-to from the Website. A link to the site does not imply the Company’s endorsement or approval of its content or source.
The Website and Platform are not directed to individuals under the age of 13. You must be 18 years of age or older, or, if you have parental consent, 13 years of age or older to use the Website or Platform. In the event that we discover that a child under the age of 13 has provided personally identifiable information to us, we will make efforts to delete the child’s information in accordance with the Children’s Online Privacy Protection Act. Please see the Federal Trade Commission's Website (www.ftc.gov) for more information.
Notwithstanding the foregoing, pursuant to 47 U.S.C. Section 230(d), as amended, we hereby notify you that parental control protections are commercially available to assist you in limiting access to material that is harmful to minors. More information on the availability of such software can be found through publicly available sources. You may wish to contact your Internet Service Provider for more information.
THIS SERVICE MAY CONTAIN TRANSLATIONS POWERED BY GOOGLE. GOOGLE DISCLAIMS ALL WARRANTIES RELATED TO THE TRANSLATIONS, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, RELIABILITY, AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.
The Website has been translated for your convenience using translation software powered by Google Translate. Reasonable efforts have been made to provide an accurate translation, however, no automated translation is perfect nor is it intended to replace human translators. Translations are provided as a service to users of the Website, and are provided "as is". No warranty of any kind, either expressed or implied, is made as to the accuracy, reliability, or correctness of any translations made from English into any other language. Some content (such as images, videos, Flash, etc.) may not be accurately translated due to the limitations of the translation software.
The official text is the English version of the Website. Any discrepancies or differences created in the translation are not binding and have no legal effect for compliance or enforcement purposes. If any questions arise related to the accuracy of the information contained in the translated Website, please refer to the English version of the Website which is the official version.
Disputes and Arbitration
This Section is referred to as the “Arbitration Agreement.” You agree that any and all disputes or claims that have arisen or may arise between you and the Company, whether relating to this Agreement (including any alleged breach thereof), the Company Services, any advertising, any aspect of the relationship between us, or otherwise, shall be resolved exclusively through final and binding arbitration, rather than a court in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into this Agreement, you and the Company are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. You agree that any claim or dispute arising out of or relating in any way to your use of the Website or Platform, or any service provided by the Company, will be resolved solely and exclusively by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify. The laws of the State of California shall govern this Agreement, and shall be used in any arbitration proceeding. Any claim or dispute arising out of, or in connection with any third-party that you may have met through use of the Website or Platform, and with whom you have a separate agreement, e.g. a Influencer that is a corporate entity, will be resolved as provided for in that agreement.
Pre-Arbitration Dispute Resolution. The Company is always interested in resolving any disputes amicably and efficiently, and most user concerns regarding the Web Sites can be resolved quickly and to the user’s satisfaction by emailing customer support at [email protected] If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to the Company should be sent to Brybe, Inc., 313 E Broadway #10573, Glendale, CA 91209 (“Notice Address”). The Notice must (a) describe the nature and basis of the claim or dispute and (b) set forth the specific relief sought. If the Company and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or the Company may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by the Company or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or the Company is entitled.
Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures, including the AAA’s Supplementary Procedures for Consumer-Related Disputes (collectively, the “AAA Rules”), as modified by this Arbitration Agreement. For information on the AAA, please visit its website at http://www.adr.org. Information about the AAA Rules and fees for consumer disputes can be found at the AAA’s consumer arbitration page, http://www.adr.org/consumer_arbitration. If there is any inconsistency between the AAA Rules and this Arbitration Agreement, the terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of this Agreement as a court would. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under the Agreement and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.
Unless the Company and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination shall be made by AAA. If your claim is for $10,000 or less, the Company agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.
Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. If the value of the relief sought is $75,000 or less, at your request, you and the Company will pay equal parts of all Arbitration Fees. If the value of relief sought is more than $75,000 and you are able to demonstrate to the arbitrator that you are economically unable to pay your portion of the Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of the Arbitration Fees, the Company will pay your portion of such fees. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, the Company will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Finally, if the value of the relief sought is $75,000 or less, the Company will pay reasonable attorneys’ fees should you prevail. the Company will not seek attorneys’ fees from you. But, if you initiate an arbitration in which you seek more than $75,000 in relief, the payment of attorneys’ fees will be governed by the AAA Rules.
All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.
YOU AND THE COMPANY AGREE THAT WE MAY EACH BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND THE COMPANY AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S), EXCEPT THAT YOU MAY PURSUE A CLAIM FOR AND THE ARBITRATOR MAY AWARD PUBLIC INJUNCTIVE RELIEF UNDER APPLICABLE LAW TO THE EXTENT REQUIRED FOR THE ENFORCEABILITY OF THIS PROVISION. If for any reason a claim proceeds in court rather than in arbitration, both you and the Company agree that parties have each waived any right to a jury trial.
Notwithstanding the foregoing, you agree that the Company may bring suit in court to enjoin infringement or other misuse of intellectual property or other proprietary rights.
To the extent arbitration does not apply, you agree that any dispute arising out of or relating to the Website and Platform, or to the Company, may only be brought by you in a state or federal court located in Los Angeles, CA. YOU HEREBY WAIVE ANY OBJECTION TO THIS VENUE AS INCONVENIENT OR INAPPROPRIATE, AND IRREVOCABLY AGREE TO THE VENUE FOR SUCH DISPUTES BEING LOS ANGELES, CA.
If any provision of this Agreement is found for any reason to be unlawful, void or unenforceable, then that provision will be given its maximum enforceable effect, or shall be deemed severable from this Agreement and will not affect the validity and enforceability of any remaining provision.
You agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of this Agreement or your use of the Website or Platform. We are and shall remain independent contractors.
We may assign our rights under this Agreement, in whole or in part, to any person or entity at any time with or without your consent. You may not assign the Agreement without our prior written consent, and any unauthorized assignment by you shall be null and void.
In the event that we bring any litigation in connection with this Agreement, the prevailing party in such litigation shall be entitled to recover from the other party all the reasonable costs, attorneys’ fees and other expenses incurred by such prevailing party in the litigation.
Our failure to enforce any provision of this Agreement shall in no way be construed to be a present or future waiver of such provision, nor in any way affect the right of any party to enforce each and every such provision thereafter. The express waiver by us of any provision, condition or requirement of this Agreement shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.
Notices and Electronic Communications
You hereby consent to receiving and transacting with us by electronic means. We may deliver notice to you by email, posting a notice on the Website or any other method we choose and such notice will be effective on dispatch. If you give notice to us, it will be effective when received and you must use the following email address: [email protected]
You hereby agree that we would be irreparably damaged if the terms of this Agreement were not specifically enforced, and therefore you agree that we shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to breaches of this Agreement, in addition to such other remedies as we may otherwise have available to us under applicable laws.
This Agreement, including the documents expressly incorporated by reference, constitutes the entire agreement between you and us with respect to the Platform, and supersedes all prior or contemporaneous communications, whether electronic, oral or written.
The original language of these Terms of Service, as well as all other texts throughout the Website, is English. The Company makes available this translation for convenience only. In case of conflicts between the original English version and any translation, the English version shall prevail.
Use Outside the United States of America
The Website is controlled and offered by the Company from the United States of America. The Company makes no representations that the Website is appropriate for use in other locations. Those who access or use the Website from other locations do so at their own risk and are responsible for compliance with local law. You consent to the processing in the United States of America of information you provide to us.
Under no circumstances shall the Company, its licensor or any of their affiliates be held liable for any delay or failure in performance resulting directly or indirectly from an event beyond its reasonable control, including, without limitation, acts of God; earthquakes; fires; floods; wars; civil or military disturbances; acts of terrorism; sabotage; strikes; epidemics; pandemics; riots; power failures; computer failure and any such circumstances beyond its reasonable control as may cause interruption, loss or malfunction of utility, transportation, computer (hardware or software) or telephone communication service; accidents; labor disputes; acts of civil or military authority; governmental actions; or inability to obtain labor, material, equipment or logistics.
INTELLECTUAL PROPERTY CLAIMS
Our Website’s content is based on User Generated Content (UGC). The Company does not check user uploaded/created content for violations of copyright or other rights. The Company does however investigate reported violations and removes or disables content shown to be violating third party rights.
If you believe in good faith that any material posted on our Website or Platform infringes the copyright in your work, please contact our copyright agent, designated under the Digital Millennium Copyright Act (“DMCA”) (17 U.S.C. §512(c)(3)), with a copyright infringement notice (“Notice”) containing the following:
- a physical or electronic signature of the owner, or a person authorized to act on behalf of the owner, of the copyright that is allegedly infringed;
- identification of the copyrighted work claimed to have been infringed;
- identification, with information reasonably sufficient to allow its location of the material that is claimed to be infringing;
- information reasonably sufficient to permit us to contact you (including your name, postal address, telephone number, and, if available, email address);
- a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and,
- a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
If you believe in good faith that material you posted on our Website or Platform was removed, or access to such material was disabled, by mistake or misidentification, please contact our designated copyright agent with correspondence containing the following:
- your physical or electronic signature;
- identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it disabled;
- information reasonably sufficient to permit us to contact you (including your name, postal address, telephone number, and, if available, email address);
- a statement under penalty of perjury that you have a good faith belief that the material identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
- a statement that you will consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or if you reside outside the United States, for any judicial district in which the Website or Platform may be found) and that you will accept service from the person (or an agent of that person) who provided us with the complaint at issue.
You acknowledge that if you fail to comply with all of the requirements of this policy and of Section 512(c)(3) of the DMCA, your DMCA notice or counter-notice may not be valid. For any questions regarding this procedure, or to submit or respond to a complaint, please contact our designated DMCA Copyright Agent:
313 E Broadway #10573, Glendale, CA 91209
Email: [email protected]
Please be aware that if you knowingly materially misrepresent that material or activity on the Website is infringing your copyright, you may be held liable for damages (including costs and attorneys' fees) under Section 512(f) of the DMCA. Note that we will provide the user who is allegedly infringing your copyright with information about the Notice and allow them to respond. In cases where sufficient proof of infringement is provided, we may remove or suspend the reported materials prior to receiving the user's response. In cases where the allegedly infringing user provides us with a proper counter-notification indicating that it is permitted to post the allegedly infringing material, we may notify you and then replace the removed or disabled material. In all such cases, we will act in accordance with 17 U.S.C Section 512 and other applicable laws.
Complaint Policy (Including Trademark and Privacy)
If you believe in good faith that any material posted on the Website or Platform infringes any of your rights other than in copyright, or is otherwise unlawful, you must send a notice to [email protected] , containing the following information:
- your name, physical address, e-mail address and phone number;
- a description of the material posted on the Website that you believe violates your rights or is otherwise unlawful, and which parts of said materials you believe should be remedied or removed;
- identification of the location of the material on the Website;
- if you believe that the material violates your rights, a statement as to the basis of the rights that you claim are violated;
- if you believe that the material is unlawful or violates the rights of others, a statement as to the basis of this belief;
- a statement under penalty of perjury that you have a good faith belief that use of the material in the manner complained of is not authorized and that the information you are providing is accurate to the best of your knowledge and in good faith; and,
- your physical or electronic signature.
If we receive a notice that complies with all of these requirements, we will evaluate the submission, and if appropriate, in our sole discretion, we will take action. Note that we may disclose your submission to the poster of the claimed violative material, or any other party and allow them to respond.
It is our policy in appropriate circumstances to disable and/or terminate the accounts of users who are repeat infringers.
Notice to California Residents
If you are a California resident, under California Civil Code 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Platform or to receive further information regarding the use of the Platform.