General Terms and Conditions for Digital Services

 

1. INTRODUCTION

These General Terms and Conditions (“General Terms”) constitute a legal agreement between you and FameUp, Inc., a company incorporated and existing under the laws of the State of Delaware and having its headquarters in the United States located at 3500 South DuPont Highway, County of Kent, Dover DE 19901, state of Delaware, and these Terms govern your use of our website available at https://fameup.com/en/ (“Website”), mobile application available for download at:

https://play.google.com/store/apps/details?id=net.fameup.app

and

https://apps.apple.com/tt/app/fameup/id1510511383

(“FameUp App”, and collectively with the Website, the “Digital Services”) and any content or features available through the Digital Services (“Materials”).

Your use of the FameUp App will be subject to additional terms and conditions found at our Terms and Conditions for FameUp App.

Throughout these Terms we will refer to you as “you” or “your”, and we will refer to FameUp, Inc. as “us”, “we” or “FameUp US”.

READ THESE GENERAL TERMS CAREFULLY BEFORE ACCESSING OR USING THE DIGITAL SERVICES. YOU MUST AFFIRMATIVELY ACCEPT THESE TERMS BY CLICKING “ACCEPT” BELOW IN ORDER TO ACCESS OR USE THE DIGITAL SERVICES. IF YOU DO NOT ACCEPT THESE TERMS, YOU MAY NOT ACCESS OR USE THE DIGITAL SERVICES, AND WE RESERVE THE RIGHT TO TERMINATE YOUR ACCESS TO OR USE OF THE DIGITAL SERVICES.

NOTE: THESE TERMS CONTAIN A DISPUTE RESOLUTION AND ARBITRATION PROVISION, INCLUDING CLASS ACTION WAIVER THAT AFFECTS YOUR RIGHTS UNDER THESE TERMS AND WITH RESPECT TO DISPUTES YOU MAY HAVE WITH THE COMPANY. YOU MAY OPT OUT OF THE BINDING INDIVIDUAL ARBITRATION AND CLASS ACTION WAIVER AS PROVIDED BELOW.

2. GENERAL USE

The Digital Services are not intended for children under the age of 18. By using the Digital Services, you promise that you are at least 18 years of age. No one under age 18 may provide any information to or through the Digital Services. If you are not yet 18 years old, do not use or provide any information on or through the Digital Services or any feature thereof. If you believe we might have any information from a child under 18, please contact us at https://fameup.com/en/contact/.

In these Terms, we grant you a limited, personal, non-exclusive and non-transferable right to use the Digital Services and the Materials, and your right to use the Digital Services and the Materials is conditioned on your compliance with these Terms. You have no other rights in the Digital Services or any Materials, and you may not modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of the Digital Services or Materials in any manner.

If you breach any of these Terms, the above license will terminate automatically and you must immediately destroy any downloaded or printed Materials (and any copies thereof).

3. DIGITAL SERVICES

These Terms set out the general terms governing your access and use of the Digital Services. Your use of the Digital Services either (1) as user of the Digital Services as a representative of a business or as a natural person, for own benefit (“Brand”), or (2) as user of the Digital Services with intention of promoting products and/or services published by the Brands as an influencer (“Influencer”) is subject to these Terms, as well as additional terms and conditions.

These Terms apply to you as soon as you first access the Digital Services, and you are deemed to have agreed to be bound by them upon such first access. When accepted by you, the Terms form a legally binding agreement between you and FameUp US. If you do not wish to continue to be bound by these Terms, please stop using the Digital Services now.

4. USE RESTRICTIONS

You may not: (i) modify, disassemble, decompile or reverse engineer the Digital Services, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Digital Services to any third-party or use the Digital Services to provide time sharing or similar services for any third-party; (iii) make any copies of the Digital Services; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Digital Services, features that prevent or restrict use or copying of any content accessible through the Digital Services, or features that enforce limitations on use of the Digital Services; or (v) delete the copyright and other proprietary rights notices on the Digital Services. You acknowledge that we may from time to time issue upgraded versions of the Digital Services, and may automatically electronically upgrade the version of the Digital Services that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that these Terms will apply to all such upgrades. The foregoing license grant is not a sale of the Digital Services or any copy thereof, and we and our third-party licensors or suppliers retain all right, title, and interest in and to the Digital Services (and any copy of the Digital Services). Standard carrier data charges may apply to your use of the Digital Services.

5. LINKS TO OTHER AGREEMENTS AND/OR DIGITAL SERVICES

In addition to these Terms, we will also enter into several other agreements.

As such, if you use the Digital Services as a Brand, you must be at least 18 years of age and will also be bound by special terms and conditions (“Advertiser Agreement”). If you use the Digital Services as an Influencer, you will also be bound by special terms and conditions (“Content Creator Agreement”).

Moreover, by accessing the Digital Services, you are deemed to have agreed to our Privacy Policy and Cookies Policy located at https://fameup.com/en/privacy-policy/ and https://fameup.com/en/cookies/ that set out the details of how your personal data will be processed by us following your access of the Digital Services.

All these agreements we may enter into, and notices you are provided with from time to time in connection with your access and/or use of the Digital Services are referred to as “App Documents” and are intended to be consistent with each other and should be read and interpreted together. If a conflict arises, the terms of any agreement to which you agree after these Terms will prevail over these Terms, while these Terms will supersede all prior negotiations, discussions or agreements between you and us regarding the use of the Digital Services.

The Digital Services may contain links to other digital services and/or social media platforms. These other digital services and/or social media platforms are subject to the applicable terms and conditions of the said Digital Services and/or social media platforms. You are encouraged to review these applicable terms and conditions before accessing, engaging or interacting with these links.

6. ACCESS TO THE DIGITAL SERVICES

Your interactions and communications with us will take place almost entirely through the Digital Services. There are certain exceptions where we may interact and communicate with you via direct email, telephone or in person, as indicated in Section 13 below, but in general you should expect that you will not be able to communicate with us via any means other than through the Digital Services.

Please note that all rights on FameUp Mobile Application belong to INOVATIE ALIA SRL., a company incorporated and existing under the laws of Romania, registered with the Trade Registry under no. J22/410/2016, sole registration number 35663871 and having its headquarters located at 12 Păcurari Alley, block G2, staircase B, room 4, 2nd floor, apartment 10, Iaşi City, Iași County, Romania (“Company”), which allows free use of the App by FameUp, its partners and its influencers. Use of the Application implies compliance with the terms established by the Company, and these Terms govern your use of mobile application available for download at: https://play.google.com/store/apps/details?id=net.fameup.app and https://apps.apple.com/tt/app/fameup/id1510511383 (“FameUp App”) and any content or features available through the FameUp App (“Materials”) . In addition, the use of the Application implies compliance with FameUp General Terms and Conditions for Digital Services and FameUp Terms and Conditions for FameUp Mobile Application.

Once you access the Digital Services, whether it is through downloading the FameUp App or through accessing the Digital Services through our Website, you will be requested to create an account and provide in your profile certain information, as further described below:

• ACCESS TO THE DIGITAL SERVICES AS A BRAND

If you intend to access and use the Digital Services as a representative of a business or as a natural person, for your own benefit for the purpose of publishing offers for promotional campaigns (“Campaign”) with the Influencers, you will have to set up a Business Account and provide in your profile certain information such as full name, email address, phone number, location and other data necessary to establish contacts.

• ACCESS TO THE DIGITAL SERVICES AS AN INFLUENCER & ELIGIBILITY CRITERIA

If you intend to access and use the Digital Services as an Influencer, you will have to set up an Influencer Account and provide in your profile certain information such as full name, date of birth, gender, email address, phone number, location, and personal interests.

The  conditions apply when setting up an Influencer Account:

• You must connect at least one social network platform (Instagram and/or TikTok) to your account and fulfill the approval conditions for at least one connected social network platform.
• Your indicated social network profile must be public.
• You must have at least 500 followers on your social media profile. Your followers must be real and publicly active.
• Your engagement on the indicated social network profile has to be at least 5% for Instagram (e.g.. if your profile has 500 followers, the content posted must attract more than 25 likes or other reactions) and 10% for TikTok (eg. if your profile has 500 followers, the content posted must attract more than 50 likes or other reactions).
• You must have at least three posts in the last week prior to your setting up of the Influencer Account on the indicated social network profile.
• In the last 6 months, you must have at least 6 public posts on your social media profile.
• You must have high-profile content (as reasonably determined by FameUp) on the indicated social network profile. Your content must have advertising or sponsored posts, and personal posts about your opinions, lifestyle, etc. that are relevant to the type of content usually posted on your social network profile.
• Public posts must respect copyright, demonstrate creativity, and reflect your personality.
• The following types of content are prohibited, either directly or by appreciation or reference to such content: content that harasses, intimidates, or incites hatred; content that instigates, promotes, or encourages the consumption of drugs or prohibited substances, acts and actions that are prohibited by law; content that includes obscene, vulgar, or offensive language or gestures; content that promotes or encourages violence or discrimination, of any kind; sexually explicit content or explicit nudity.

After we verify that your account meets the eligibility criteria herein, you will be able finish setting up your Influencer Account and access offers of the Campaign published by Brands. We will notify you of any changes to these eligibility conditions, upon your registration and at any time thereafter. We reserve the right to update the previous conditions and establish additional conditions that will have to be respected and implemented by the Influencer within the reasonable time that will be brought to his attention.

The eligibility criteria must be continuously adhered to throughout the duration of the collaboration with Inovatie Alia. Violation or non-compliance will result in the suspension/cancellation of the account without any prior notice.

We will publish any changes to these eligibility criteria in the FameUp application, and you are obligated to periodically check for updates to the eligibility criteria and comply with the new requirements. The development of new requirements will consider criteria such as opportunity, economic efficiency, and compliance with brand requests. If you do not agree to comply with the new requirements, the legal relationship between you and FameUp will be terminated without any claim for damages or losses.

• CONDITIONS WITH RESPECT TO THE BUSINESS AND INFLUENCER ACCOUNTS

Irrespective of the type of account you set up, all information provided must be current, correct, and complete. Incomplete, ineligible, or incomprehensible information will not be valid. You must be logged in to your Business Account or Influencer Account each time you want to use the Digital Services. You may not use another person’s account to access any Digital Services (whether such account is a Business Account or an Influencer Account) without their permission.

You are solely responsible for maintaining the confidentiality of your account details and for any activity in your Business Account or Influencer Account. You may not post, transmit or share information on the Digital Services that you do not own or have permission to display, publish or post. You agree to indemnify and hold harmless each and any other user of the Digital Services having either a Business Account or an Influencer Account and FameUp US and its affiliates from and against any loss, damages or costs arising from or in connection with any content you post on the Digital Services.

You agree to immediately notify FameUp US of any unauthorized use of your Business Account or Influencer Account or any other breach of security. FameUp US will not be liable for any loss or damage caused by non-compliance with this provision.

FameUp US reserves the absolute discretion to terminate your Business Account or Influencer Account and/or access to the Digital Services if it believes that you are abusing or modifying the Digital Services in any way and/or that you have violated these Terms, including situations where the eligibility criteria are not met, which must be maintained throughout the collaboration (and not just at the activation of the account). FameUp US reserves the right to recover damages or other compensation from the person who violated the aforementioned provisions. In the case of a post, it will be kept in public feeds for at least 14 days, unless the Brand requests a longer period. Otherwise, access to FameUp may be restricted, it may be considered a breach of contractual conditions, and the right to corresponding compensation may be forfeited.

7. USE OF THE DIGITAL SERVICES

 

• USE OF THE DIGITAL SERVICES AS A BRAND

Once you set up the Business Account, you can start connecting with the Influencers who use the Digital Services and that have an Influencer Account by creating a “collaboration” using the settings of the Digital Services.

Once you create a collaboration using the settings of the Digital Services, we will generate and send you the Advertiser Agreement.

All offers of Campaign published through the Digital Services must comply with the Advertiser Agreement. Once an Influencer has accepted Advertiser offer(s) of Campaign, the Advertiser will enter into a collaboration with such Influencer (“Collaboration”) and shall provide the details of each Collaboration campaign (“Collaboration Requirements”) that are binding on the Advertiser and the Influencer.

By accepting these terms, you agree that FameUp, Inc. may disclose your identity in its portfolio of partners. You agree that  FameUp, Inc. may disclose to end customers, without any approval from you and necessary information regarding the part of previous results obtained from the use of the FameUp App in your projects, KPIs – as a success story – limited to the purpose of promotion by FameUp, Inc. of the FameUp App in order to sell other projects involving its use.

• USE OF THE DIGITAL SERVICES AS AN INFLUENCER

Once you set up the Influencer Account, you can start connecting and collaborating with the Brands who publish offers of Campaign by sending them requests to collaborate, to the extent that you will be agreed by the Brand, based on its own marketing policies.

You may send request to collaborate to the Brands in connection with their offers of Campaign. If a Brand accepts your request, you will enter into a Collaboration, and we will send you the Content Creator Agreement. You will provide your services to the Brand in accordance with the Collaboration Requirements and Content Creator Agreement. Services must be provided properly because Brands may raise objections or refuse payment within 72 hours of the publication of the created content if it does not meet the collaboration requirements or other applicable documents. Materials created by the Influencer must be public, accessible without restrictions, and maintained in the feed for a period of at least 14 days from publication. For a collaboration, your earnings will be available in your Influencer’s FameUp App account (Wallet) within 15 calendar days from the date of completion of the collaboration with the Brand, if there are no objections.

You can withdraw your earnings once you have reached the threshold equivalent to the minimum value applicable for the state of citizenship of the influencer and which is found within the Application (wallet). Depending on your performance in the FameUp App, this threshold may be reduced by FameUp, but not earlier than 12 months from the date of the Influencer’s first remunerated service. In order for us to make payments to you, we are required by law to have your full name, Social Security Number (SSN), Taxpayer Identification Number (TIN),  Legal Name, date of birth, full postal address, e-mail address, telephone number, country, city, address, postcode, bank account/IBAN and/or other informations.

8. PAYMENTS

Your use of the Business Account may be subject to payment of certain transaction fees to us (“Paid Services”). You agree to pay all applicable fees related to your use of the Paid Services. Please note that any payment terms presented to you in the process of using or signing up for a Paid Service are deemed part of these Terms and you will be deemed to have agreed to the terms of such Paid Service if you are accessing the Paid Service.

We may suspend or terminate your Business Account and/or access to the Digital Services if your payment is late. Upon our request, you agree to provide a credit or debit card through the Digital Services or Payment Processors to set up your offers of Campaign. You further agree to provide the payment in accordance with the terms and conditions of the Advertiser Agreement. The terms of your payment may be determined by agreements between you and the financial institution, or credit card issuer. If we, through the Payment Processor (as defined below), do not receive payment from you, you agree to pay all amounts due on your Billing Account (as defined below) upon demand.

Payments may be processed by third-party payment processors (the “Payment Processors”) through a payment account linked to your account on the Digital Services (your “Billing Account”) for use of the Paid Services. The processing of payments will be subject to the terms, conditions and privacy policies of the applicable Payment Processor in addition to these Terms, and you agree, as a condition to making payments as a Brand or receiving payments as an Influencer, to abide by the terms and conditions of such Payment Processors, as the same may be updated from time to time. Breach of the terms and conditions provided by such Payment Processors can lead to payments being withheld in addition to any other rights or remedies we may have at law or under these Terms. We are not responsible for any error by, or other acts or omissions of, the Payment Processors. By choosing to use Paid Services, you agree to pay us, through the Payment Processors, all charges at the prices then in effect for any use of such Paid Services in accordance with the applicable payment terms, and you authorize us, through the applicable Payment Processor, to charge your chosen Payment Method. We reserve the right to correct any errors or mistakes that the Payment Processor makes even if it has already requested or received payment.

YOU MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR YOUR BILLING ACCOUNT. YOU MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR BILLING ACCOUNT CURRENT, COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT CARD NUMBER, OR CREDIT CARD EXPIRATION DATE), AND YOU MUST PROMPTLY NOTIFY US OR OUR PAYMENT PROCESSOR IF YOUR PAYMENT METHOD IS CANCELED (E.G., FOR LOSS OR THEFT) OR IF YOU BECOME AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF YOUR USER NAME OR PASSWORD. CHANGES TO SUCH INFORMATION CAN BE MADE AT ACCOUNT SETTINGS. IF YOU FAIL TO PROVIDE ANY OF THE FOREGOING INFORMATION, YOU AGREE THAT WE MAY CONTINUE CHARGING YOU FOR ANY USE OF PAID SERVICES UNDER YOUR BILLING ACCOUNT UNLESS YOU HAVE TERMINATED YOUR PAID SERVICES AS SET FORTH ABOVE.

If the amount to be charged to your Billing Account varies from the amount you preauthorized (other than due to the imposition or change in the amount of state sales taxes), you have the right to receive, and we shall provide, notice of the amount to be charged and the date of the charge before the scheduled date of the transaction. Any agreement you have with your payment provider will govern your use of your Payment Method. You agree that we may accumulate charges incurred and submit them as one or more aggregate charges during or at the end of each billing cycle.

Your non-termination or continued use of a Paid Service reaffirms that we are authorized to charge your Payment Method for that Paid Service. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially selected to use the Paid Service.

9. INTELLECTUAL PROPERTY

For the purposes of these Terms, “Intellectual Property Rights” means any intellectual property rights (including industrial property rights) as well as any other similar rights which may exist anywhere in the world (worldwide), including but not limited to, copyright, moral right, neighboring rights, rights similar to the copyright, sui-generis rights, including sui-generis rights over databases, other rights which may be subsequently acknowledged over databases, any rights in any computer software, any rights in any software and hardware configurations, rights to inventions, rights to a patent, rights arising out of a patent application, rights arising out of a patent certificate, rights related to a technical accomplishment, rights in utility models, rights arising out of an utility model application, rights arising out of an utility model certificate, rights arising out of a trademark application, rights arising out of a trademark certificate, rights in a geographical indication, rights arising out of a geographical indication certificate, rights in ornamental designs, rights arising out of ornamental designs applications, rights arising out of ornamental designs certificates, rights in topographies of semiconductors, rights arising out of certificates of topographies and semiconductors, commercial/trade name rights, domain names rights, know-how rights, rights in confidential information (including but not limited to trade secrets), as well as any other intellectual property rights and other similar or equivalent rights which exist or shall arise in the future worldwide, regardless of whether they are registered or not, together with their renewals, extensions, restitutions as well as all applications related to such rights (whether registered or not), all registrations and pending registrations regarding any of the above-mentioned rights, the benefit of any pending registration and the right to file for the registration of such rights, as well as all action-related rights, powers or benefits arising or resulting thereof, regarding  any of the above-mentioned rights, including actions against infringement and the right to sue for recovering any damages for past infringements.

The Intellectual Property Rights pertaining to FameUp App belong to Inovatie Alia SRL, a limited liability company incorporated and existing under the laws of Romania, registered with the Trade Registry under no. J22/410/2016, having European unique identifier number (EUID) ROONRC.J22/410/2016, sole registration code (CUI) 35663871 and having its headquarters located at 12 Aleea Păcurari, Building G2, Entrance B, 2nd Floor, Apt. 10, Room 4, Iași, Iași county, Romania (“Inovatie Alia”). FameUp US is a licensee of Inovatie Alia SRL’s Intellectual Property Rights pertaining to FameUp.

By accessing and/or using the Digital Services, you understand that FameUp US is a licensee of all Intellectual Property Rights in and to the Digital Services. Nothing in these Terms shall be construed as granting you any other rights in or to any Intellectual Property Rights in the Digital Services.

“FameUp” is a trademark that belongs to Inovatie Alia. All names, logos, and brands of third parties (e.g., TikTok, Instagram, and their respective logos) displayed on Digital Services are trademarks of their respective owners. We and our products and services are not endorsed by, sponsored by, or affiliated with these third parties. Our use of these names, logos, and brands is for identification purposes only, and does not imply any endorsement, sponsorship, or affiliation. All rights not expressly granted herein are reserved.

10. USER SUBMISSIONS

The Digital Services may permit you as an Influencer to submit through Digital Services information, data, text, messages, photograph, videos, or other materials, including any content created by you in connection with the Collaborations (each, a “User Submission”). You agree that you are solely responsible for all of your User Submissions and that any such User Submission is considered both non-confidential and non-proprietary, and you represent and warrant that you have all rights necessary to contribute, in any manner, the User Submission through the Digital Services, in the manner in which you contribute it. Further, we do not guarantee that you will be able to edit or delete any User Submission you have submitted.

Any information or content publicly posted or privately transmitted through the Digital Services and any User Submission is the sole responsibility of the person from whom such information or content originated, and you access all such information and content at your own risk, and we are not liable for any errors or omissions in that information or content or for any damages or loss you might suffer in connection with it. We cannot control and have no duty to take any action regarding how you may interpret and use such information or content (including without limitation any User Submissions) or what actions you may take as a result of having been exposed to such information or content, and you hereby release us from all liability for you having acquired or not acquired such information or content through the Digital Services. We cannot guarantee the identity of any users with whom you interact in using the Digital Services and are not responsible for which users gain access to the Digital Services.

We may, but are not obligated to, pre-screen User Submissions or monitor the Digital Services through which User Submissions may be submitted. We are not required to host, display, or distribute any User Submissions on or through the Digital Services and may remove at any time or refuse any User Submissions for any reason. We are not responsible for any loss, theft, or damage of any kind to any User Submissions.

By submitting any User Submission, and in connection with any User Submission you are promising us that and you are solely and fully civilly, administratively and criminally liable for :

• You own all rights in your User Submissions (including, without limitation, all rights to the reproduction and display of your User Submissions) or, alternatively, you have acquired all necessary rights in your User Submissions to enable you to grant to us the rights in your User Submissions as described in these Terms;
• You have paid and will pay in full all license fees, clearance fees, and other financial obligations, of any kind, arising from any use or commercial exploitation of your User Submissions;
• Your User Submissions do not infringe the Intellectual Property Rights, privacy rights, or any other legal or moral rights of any third party;
• You voluntarily agree to waive all “moral rights” that you may have in your User Submission;
• Any information contained in your User Submission is not known by you to be false, inaccurate, or misleading;
• Your User Submission does not violate any law and does not encourage the violation of any law (including, but not limited to, those governing export control, consumer protection, unfair competition, anti-discrimination, marijuana, alcohol or drug use, or false advertising);
• Your User Submission does not promote drug, alcohol or marijuana use;
• Your User Submission is not, and may not reasonably be considered to be, defamatory, libelous, hateful, racially, ethnically, religiously, or otherwise biased or offensive, unlawfully threatening, or unlawfully harassing to any individual, partnership, or corporation, vulgar, pornographic, obscene, or invasive of another’s privacy;
• You were not and will not be compensated or granted any consideration by any third party for submitting or otherwise in connection with your User Submission;
• Your User Submission does not incorporate materials from a third-party Digital Services, or addresses, email addresses, contact information, or phone numbers (other than your own);
• Your User Submission does not contain any viruses, worms, spyware, adware, or other potentially damaging programs or files;
• Your User Submission does not contain any information that you consider confidential, proprietary, or personal; and
• Your User Submission does not contain or constitute any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation.
  

11. CLAIMS OF COPYRIGHT INFRINGEMENT

We respect the intellectual property rights of others and encourage you to do the same. Accordingly, we have a policy of removing User Submissions that violate intellectual property rights of others, suspending access to the Digital Services to any user who uses Digital Services in violation of someone’s intellectual property rights, and/or terminating in appropriate circumstances the account of any user who uses the Digital Services in violation of someone’s intellectual property rights.

Pursuant to Title 17 of the United States Code, Section 512, we have implemented procedures for receiving written notification of claimed copyright infringement and for processing such claims in accordance with such law. If you believe your copyright or other intellectual property right is being infringed by a user of the Digital Services, please provide written notice to our agent listed below (“Agent”) for notice of claims of infringement:

Attn: FameUp, Inc.

3500 South DuPont Highway, County of Kent, Dover DE 19901, state of Delaware

Email: contact@fameup.com

To be sure the matter is handled immediately, your written notice must:

• Contain your physical or electronic signature;
• Identify the copyrighted work or other intellectual property alleged to have been infringed;
• Identify the allegedly infringing material in a sufficiently precise manner to allow us to locate that material;
• Contain adequate information by which we can contact you (including postal address, telephone number, and e-mail address);
• Contain a statement that you have a good faith belief that use of the copyrighted material or other intellectual property is not authorized by the owner, the owner’s agent or the law;
• Contain a statement that the information in the written notice is accurate; and
• Contain a statement, under penalty of perjury, that you are authorized to act on behalf of the copyright or other intellectual property right owner.

Unless the notice pertains to copyright or other intellectual property infringement, our Agent will be unable to address the listed concern.

Submitting a DMCA Counter-Notification

We will notify you that we have removed or disabled access to copyright-protected material that you provided, if such removal is pursuant to a validly received DMCA take-down notice. In response, you may provide our Agent with a written counter-notification that includes the following information:

1. Your physical or electronic signature;
2. 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 was disabled;
3. A statement from you under the penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
4. Your name, physical address and telephone number, and if available, email address.

Termination of Repeat Infringers

We reserve the right, in our sole discretion, to terminate the account or access of any user of the Digital Services who is the subject of repeated DMCA or other infringement notifications.

12. DISCLAIMERS

We make no warranty or representation (express or implied) that the Digital Services will meet your requirements, that it will be of satisfactory quality, that it will be fit for a particular purpose, that it will be compatible with all systems or that it will be secure.

No part of these Terms is intended to constitute advice, and the content of the Digital Services should not be relied upon when making any decisions or taking any action of any kind.

THE DIGITAL SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND (EXPRESS, IMPLIED OR STATUTORY) WITH RESPECT TO THE DIGITAL SERVICES OR ANY USE THEREOF, WHICH INCLUDES BUT IS NOT LIMITED TO, ANY IMPLIED OR STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE, AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS.

THIS MEANS THAT WE DO NOT PROMISE YOU THAT THE DIGITAL SERVICES IS FREE OF PROBLEMS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE MAKE NO WARRANTY THAT DIGITAL SERVICES WILL MEET YOUR REQUIREMENTS OR THAT THE DIGITAL SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE OR THAT DEFECTS IN THE DIGITAL SERVICES WILL BE CORRECTED. WE MAKE NO WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE DIGITAL SERVICES OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE DIGITAL SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE DIGITAL SERVICES OR FROM US OR OUR SUBSIDIARIES/OTHER AFFILIATED COMPANIES SHALL CREATE ANY WARRANTY. WE DISCLAIM ALL EQUITABLE INDEMNITIES.

We accept no liability for any disruption or non-availability of the Digital Services resulting from external causes including, but not limited to, equipment failure, communications network failure, power failure, natural events, acts of war, or legal restrictions and censorship.

13. COMMUNICATION 

Any notice from you to us in connection to these Terms and/or access and/or use of the Digital Services shall be given by email to contact@fameup.net.

If you have a complaint with respect to any aspect of these Terms and/or access and/or use of the Digital Services, you should report it to us immediately by sending an email, with the word “complaint” in the subject line, from the email address you provided in your account to contact@fameup.net. We will send a response to your email within no more than 14 days after we receive it. We may need to ask you questions in order to understand the details of your complaint, and any questions we ask, as well as any response we give, will be sent by email to the email address you provided in your account.

From time to time we may choose to not interact or communicate with you through the Digital Services. In this case, we may send you emails with information about these Terms and/or the Digital Services to the email address you provided in your account.

14. LIABILITY

You shall be liable to us for any loss or damage suffered by us as a result of any breach of these Terms or of any access and/or use of the Digital Services that is illegal.

Subject to further limitations and exclusions set forth in other App Documents, we shall indemnify you only for damages caused to you by any willful breaches by us of these Terms.

For the avoidance of doubt, we shall not be liable for any losses incurred by you where we have performed our duties and functions as such are set forth in these Terms. We shall not be liable in connection with any error or inaccuracy in the information that you give us in your account.

WE SHALL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION) ARISING OUT OF OR RELATING IN ANY WAY TO THE DIGITAL SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE DIGITAL SERVICES IS TO STOP USING THE DIGITAL SERVICES. TO THE EXTENT ANY ASPECTS OF THE FOREGOING LIMITATIONS OF LIABILITY ARE NOT ENFORCEABLE, THE MAXIMUM AGGREGATE LIABILITY OF COMPANY TO YOU WITH RESPECT TO YOUR USE OF THESE DIGITAL SERVICES IS THE GREATER OF (I) $100 (ONE HUNDRED DOLLARS) OR (II) THE AMOUNTS YOU PAID US FOR USE OF, OR IN CONNECTION WITH, THE DIGITAL SERVICES.

15. FORCE MAJEURE

A party shall not be in breach of these Terms and shall not be liable or have responsibility of any kind for any loss or damage incurred as a result of any case of force majeure, as provided by the governing law of these Terms.

16. TERMINATION

We may terminate your access to the Digital Services by a simple notice with an immediate effect, without any other judicial or extrajudicial formality, if FameUp US determines that you are abusing or modifying the Digital Services in any way and/or that you have violated these Terms or if you have violated the terms of collaboration with a Brand.

Furthermore, we may terminate your access to the Digital Services and cease to provide the services through the Digital Services by simple notice to your email address with an immediate effect, without any other judicial or extrajudicial formality, if:

• required to do so by law or an authority’s decision or because FameUp US ceases to provide access to the Digital Services for any reasons; or
• FameUp US deems that the provision of access to the Digital Services is no longer commercially viable.
  

17. ASSIGNMENT

We may assign our rights and/or obligations under these Terms without your prior consent to a credible provider of similar services.

18. NO PARTNERSHIP OR AGENCY

These Terms shall not be construed so as to create a partnership or joint venture between you and us.

19. NO WAIVER

In the event that either you or we fail to exercise any right or remedy contained in these Terms, that does not mean you or we (as applicable) have waived that right or remedy.

20. SEVERABILITY

If any provision of these Terms shall be judicially determined to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions thereof shall not in any way be affected or impaired thereby.

21. CHANGES

We may alter the Materials we offer you and/or choose to modify, suspend or discontinue this Digital Services at any time and without notifying you. We may also change, update, add or remove provisions (collectively, “modifications”) of these Terms from time to time. Because everyone benefits from clarity, we promise to inform you of any modifications to these Terms by posting them on this Digital Services and, if you have registered with us, by describing the modifications to these Terms in an email that we will send to the address that you provided during registration. To be sure we properly reach your email inbox, we just ask that you let us know if your preferred email address changes at any time after your registration. Alternatively, we may have you electronically agree to the modifications or a new version of these Terms.

If you object to any such modifications, your sole recourse shall be to cease using this Digital Services. Your electronic agreement to the modifications or a new version of these Terms or continued use of this Digital Services following notice of any such modifications indicates you acknowledge and agree to be bound by the modifications. Also, please know that these Terms may be superseded by expressly designated legal notices or terms located on particular pages of this Digital Services. These expressly designated legal notices or terms are incorporated into these Terms and supersede the provision(s) of these Terms that are designated as being superseded.

22. GOVERNING LAW

These Terms and the relationship between you and us created by it shall be governed by and construed in accordance with the laws of State of Delaware without regard to its conflict of law rules.  If you have any questions about these Terms or otherwise need to contact us for any reason, you can reach us at contact@fameup.com.

23. DISPUTES RESOLUTION AND ARBITRATION; CLASS ACTION WAIVER

Please Read This Provision (the “Provision”) Carefully. It Affects Your Legal Rights.

This Provision facilitates the prompt and efficient resolution of any dispute (e.g., claim or controversy, whether based in contract, statute, regulation, ordinance, tort – including, but not limited to, fraud, misrepresentation, fraudulent inducement, or negligence – or any other legal or equitable theory, and includes the validity, enforceability or scope of this Provision with the exception of the enforceability of the Class Action Waiver clause below) that may arise between you and us (“Dispute”). Effectively, then, “Dispute” is given the broadest meaning enforceable by law and includes any claims against other parties relating to services or products provided or billed to you (such as our licensors, suppliers, dealers or third-party vendors) whenever you also assert claims against us in the same proceeding.

This Provision provides that all Disputes between you and us shall be resolved by binding arbitration because acceptance of these Terms constitutes a waiver of your right to litigation claims and all opportunity to be heard by a judge or jury. We prefer this because we believe arbitration is less drama-filled than litigation. To be clear, there is no judge or jury in arbitration, and court review of an arbitration award is limited. The arbitrator must follow these Terms and can award the same damages and relief as a court (including attorney’s fees). You may, however, opt-out of this Provision which means you would have a right or opportunity to bring claims in a court, before a judge or jury, and/or to participate in or be represented in a case filed in court by others (including, but not limited to, class actions).

EVERYONE AGREES THAT, EXCEPT AS PROVIDED BELOW, ANY AND ALL DISPUTES, AS DEFINED ABOVE, WHETHER PRESENTLY IN EXISTENCE OR BASED ON ACTS OR OMISSIONS IN THE PAST OR IN THE FUTURE, WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION RATHER THAN IN COURT IN ACCORDANCE WITH THIS PROVISION.

Pre-Arbitration Claim Resolution

For all Disputes, whether pursued in court or arbitration, you must first give us an opportunity to resolve the Dispute which is first done by emailing to us at contact@fameup.com the following information: (1) your name, (2) your address, (3) a written description of your claim, and (4) a description of the specific relief you seek. If we do not resolve the Dispute within 45 days after receiving your notification, then you may pursue your Dispute in arbitration.

You may pursue your dispute in a court only under the circumstances described below.

Exclusions from Arbitration/Right to Opt Out

Notwithstanding the above, you or we may choose to pursue a Dispute in court and not by arbitration if: (a) The Dispute qualifies for initiation in small claims court; or (b) YOU OPT-OUT OF THESE ARBITRATION PROCEDURES WITHIN 30 DAYS FROM THE DATE THAT YOU FIRST CONSENT TO THESE TERMS (the “Opt-Out Deadline”). If you opt out this arbitration Provision or this Provision is found to be unenforceable, the exclusive jurisdiction and venue for any claims that arise under these Terms will be in state or federal courts located in Kent County Courthouse, 414 Federal St, Dover, DE 19901, US.

You may opt-out of this Provision by emailing us at contact@fameup.com the following information: (1) your name; (2) your address; (3) a clear statement that you do not wish to resolve disputes with us through arbitration. Either way, we will not take any decision you make personally. In fact, we promise that your decision to opt-out of this arbitration Provision will have no adverse effect on your relationship with us. But, we do have to enforce the Opt-Out Deadline so keep in mind that any opt-out request received after the Opt-Out Deadline will not be valid and you must pursue your dispute in arbitration or small claims court.

Arbitration Procedures

If this Provision applies and the Dispute is not resolved as provided above (Pre-Arbitration Claim Resolution) either you or we may initiate arbitration proceedings. The American Arbitration Association (“AAA”), www.adr.org, or JAMS, www.jamsadr.com, will arbitrate all Disputes, and the arbitration will be conducted before a single arbitrator. The arbitration shall be commenced as an individual arbitration only, and shall in no event be commenced as a class arbitration or a consolidated or representative action or arbitration. All issues shall be for the arbitrator to decide, including the scope of this Provision.

For arbitration before AAA, for Disputes of less than $75,000, the AAA’s Supplementary Procedures for Consumer-Related Disputes will apply; for Disputes involving $75,000 or more, the AAA’s Commercial Arbitration Rules will apply. In either instance, the AAA’s Optional Rules For Emergency Measures Of Protection shall apply. The AAA rules are available at www.adr.org or by calling 1-800-778-7879. For arbitration before JAMS, the JAMS Comprehensive Arbitration Rules & Procedures and the JAMS Recommended Arbitration Discovery Protocols For Domestic, Commercial Cases will apply. The JAMS rules are available at www.jamsadr.com or by calling 1-800-352-5267. This Provision governs in the event it conflicts with the applicable arbitration rules. Under no circumstances will class action or representative procedures or rules apply to the arbitration.

Because this Digital Services and these Terms concern interstate commerce, the Federal Arbitration Act (“FAA”) governs the arbitrability of all Disputes. However, the arbitrator will apply applicable substantive law consistent with the FAA and the applicable statute of limitations or condition precedent to suit.

Arbitration Award – The arbitrator may award on an individual basis any relief that would be available pursuant to applicable law, and will not have the power to award relief to, against or for the benefit of any person who is not a party to the proceeding. The arbitrator will make any award in writing but need not provide a statement of reasons unless requested by a party or if required by applicable law. Such award will be final and binding on the parties, except for any right of appeal provided by the FAA or other applicable law, and may be entered in any court having jurisdiction over the parties for purposes of enforcement.

Location of Arbitration – you or we may initiate arbitration in Delaware.

Payment of Arbitration Fees and Costs – So long as you place a request in writing prior to commencement of the arbitration, we will pay all arbitration filing fees and AAA or JAMS hearing fees and any arbitrator’s hearing fees, costs and expenses upon your written request to the arbitrator given at or before the first evidentiary hearing in the arbitration. But, you will still be responsible for all additional fees and costs that you incur in the arbitration which include but are not limited to attorneys’ fees or expert witnesses. In addition to any fees and costs recoverable under applicable law, if you provide notice and negotiate in good faith with us as provided in the section above titled “Pre-Arbitration Claim Resolution” and the arbitrator concludes that you are the prevailing party in the arbitration, you will be entitled to recover reasonable attorney’s fees and costs as determined by the arbitrator.

Class Action Waiver

Except as otherwise provided in this Provision, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a class or representative proceeding or claims (such as a class action, consolidated action, representative action, or private attorney general action) unless both you and we specifically agree to do so in writing following initiation of the arbitration. If you choose to pursue your Dispute in court by opting out of this Provision, as specified above, this Class Action Waiver will not apply to you. Neither you, nor any other user of this Digital Services can be a class representative, class member, or otherwise participate in a class, consolidated, or representative proceeding without having complied with the opt-out requirements above.

Jury Waiver

You understand and agree that by accepting this Provision in these Terms, you and we are each waiving the right to a jury trial or a trial before a judge in a public court. In the absence of this Provision, you and we might otherwise have had a right or opportunity to bring disputes in a court, before a judge or jury, and/or to participate or be represented in a case filed in court by others (including class actions). Except as otherwise provided below, those rights are waived. Other rights that you would have if you went to court (e.g., the rights to both appeal and certain types of discovery) may be more limited or may also be waived.

Severability

If any clause within this Provision (other than the Class Action Waiver clause above) is found to be illegal or unenforceable, that clause will be severed from this Provision whose remainder will be given full force and effect. If the Class Action Waiver clause is found to be illegal or unenforceable, this entire Provision will be unenforceable and the Dispute will be decided by state or federal courts located in Santa Clara County, California.

Continuation

This Provision shall survive the termination of your account with us or our affiliates and your discontinued use of this Digital Services. Notwithstanding any provision in these Terms to the contrary, we agree that if we make any change to this Provision (other than a change to the Notice Address), you may reject any such change and require us to adhere to the present language in this Provision if a dispute between us arises.

LANGUAGE

The parties hereto have expressly required that these Terms and all documents and notices relating thereto be drafted in the English language.


 
Information We Collect.
We collect name, email, phone number, address and other contact information, as well as information about any collaborations, campaigns, offers and deals you submit through the Services, and other transactional and activity information related to your use of the App and Services. We may also collect your account handles and usernames for third party platforms and channels, as well as and other demographic and profile information you share through the Services. Also, if you use the Services as a representative of a company we also collect the name of the company, and information about your title and role with that company. We also collect information from and about the parents and legal guardians of Influencers under the age of 18.