TÉRMINOS y CONDICIONES de USO

de la APP de by Spanish Influencers

HOUSE RULES // CONSUMER FIRST

 

Here at BY SPANISH INFLUENCERS we believe that consumers should always be put first with sponsored posts. Therefore both influencers and brands need to ensure they keep themselves up to speed with the latest best practice so that no campaign or post is false or misleading. BY SPANISH INFLUENCERS expects that all users comply with all applicable laws and industry self regulation, including the AANA Guidelines (AU) and CAP Code (UK). This means that all influencer marketing posts facilitated through BY SPANISH INFLUENCERS should be transparent and labeled with appropriate disclosures, such as #ad.

HOUSE RULES // BRAND

 

BE RESPONSIVE: Please appreciate the energy each Influencer has invested into their submission by responding to each one quickly. This will also prevent Influencers having a negative experience with your brand.

 

BE AWARE: Feel free to share an Influencer’s post within the same social platform, however content cannot be used in any additional marketing material, nor should it be used outside of the original social platform.

 

BE TRANSPARENT: Be aware of the need to be transparent when engaging with influencers, and the requirement to label influencer posts with #ad to inform consumers of the commercial relationship.

 

HOUSE RULES // INFLUENCER

 

BE TRANSPARENT: Include #ad so your by Spanish Influencers knows it’s a sponsored post.

 

BE GENEROUS: Post must stay on the top of your feed for minimum 5 hours and on your platform for 30 days.

 

BE AUTHENTIC: If you wouldn’t recommend the brand for free – don’t recommend it for money.

 

BE GENUINE: All imagery submitted must be owned and captured by you, unless otherwise directed by the brand. We work exclusively with Influencers who’ve organically grown their audience, therefore if you’re misrepresenting the size of your audience or engagement in your content, we reserve the right terminate your BY SPANISH INFLUENCERS account.

 

BE MINDFUL: If you’re seen to be recommending competing brands in quick succession or over-populating your feed with sponsored posts, you’ll lose credibility with your by Spanish Influencers.

 

COLLECTION STATEMENT

 

By Spanish Influencers CIF – B87731907 collects personal information about you from our websites including http://byspanishinfluencers.es/, any or our related websites, mobile applications (including the By Spanish Influencers Influencer App) and social media pages (each a “Website”), and as provided by you by any other means, including either physically or electronically. We may also collect personal information from social media sites and from commercial data providers, referral agents and other data providers who obtained your personal information from third party sources who hold your consent to disclose your personal information to us, or who have otherwise disclosed your personal information to us in circumstances where it is lawful to do so. Personal information will not be collected from any person who we know to be under the age of sixteen (16) without the consent of a parent or legal guardian. If you are a business we trade with, personal information is collected in order to carry on our trading relationship with you, including but not limited to processing transactions, assessing your credit risk and issuing invoices. Personal information is generally collected in order to allow you to sign up or register to become a member of a Website, to download an use a mobile application, to submit content and participate in a Website (including the By Spanish Influencers Influencer App), to allow you to publish social media posts via a Website, to engage with other users and respond to campaigns or briefs, to make or receive payments, to provide you with newsletters (including electronic newsletters), respond to inquiries, maintain our relationship with you, provide you with certain content, products and services and, unless you opt-out or unsubscribe, to contact you in the future with information on products and services and to provide you with marketing materials via any medium including mail, telephone and commercial electronic messages (SMS (Short Message Service), MMS (Multimedia Message Service), IM (Instant Messaging) and email) or any other form of electronic, emerging, digital or conventional communications channel whether existing now or in the future. Our Websites may also collect and use passively collected anonymous or personal information, or personal information from various third party sources, and may combine this anonymous information or personal information with other personal information collected from you, to provide better service to Website users, customize Websites based on your preferences, to provide you with relevant advertising when you use our Websites or third party websites, to compile and analyse statistics and trends, and otherwise administer and improve our Websites for your use. For the purposes described above, your information may be shared with our group companies (and their directors, servants and agents), promotional partners, other Website users and other trusted third parties including service providers engaged by us to perform a variety of functions including legal and accounting services, data storage, fulfilling orders, processing payments, assisting with promotions and providing technical services. Such group companies and third parties may be located in Spain. Failure to provide personal information may result in us being unable to carry on our trading relationship with you or provide you with certain content, products or services. Our Privacy Policy contains information about how you can access and correct your personal information, how you can lodge a complaint regarding the handling of your personal information and how we will handle any complaint. You may contact our privacy officer with any queries via email: info@byspanishinfluencers.es or mail: BY SPANISH INFLUENCERS C/ Hermosilla, 64 5ºC, 28001 MADRID telephone: +34 91 435 45 82.

 

BY SPANISH INFLUENCERS PLATFORM TERMS OF USE

INTRODUCTION

 

The By Spanish Influencers Platform is owned and operated by By Spanish Influencers. Information about how to join and use the By Spanish Influencers Platform forms part of these By Spanish Influencers Platform Terms of Use (“Terms of Use”). By using the By Spanish Influencers Platform, you agree to accept these Terms of Use and the House Rules.

By Spanish Influencers has created the By Spanish Influencers Platform to allow Brands and Influencers to interact, form relationships and create and distribute sponsored Posts through the Influencer’s Channels (Twitter, Instagram and/or Facebook) subject to compliance with these Terms of Use. In these Terms of Use, Brands and Influencers are collectively and individually referred to as “users” or “you” as the context requires.

Your access to and use of the By Spanish Influencers Platform is conditional upon your agreement to and acceptance of these Terms of Use. Each time you use the By Spanish Influencers Platform, you agree to be bound by these Terms of Use. If you do not wish to be bound by these Terms of Use, do not use the By Spanish Influencers Platform.

By Spanish Influencers may at any time revise these Terms of Use by updating this page. Revisions will take immediate effect and may affect your ability to use the By Spanish Influencers Platform. Since you are bound by these Terms of Use each time you use the By Spanish Influencers Platform, you should check these Terms of Use for any revisions each time you use the By Spanish Influencers Platform and wherever prompted to do so. Your use of the By Spanish Influencers Platform following the posting of any revisions to these Terms of Use constitutes your acceptance of those revisions.

By Spanish Influencers reserves the right to change the By Spanish Influencers Platform in any way by giving you notice to the email address you have registered with us to you. Even if you have an Account, your ability to access and use the By Spanish Influencers Platform may be terminated at any time without notice to you. If you do not agree to these Terms of Use, you must immediately exit the By Spanish Influencers Platform and, if you are using the Application, delete the Application from your device.

Any costs associated with downloading, installing, accessing and using this Application, Campaign Builder, or any other element of the By Spanish Influencers Platform remain your responsibility and are dependent on the service provider used.

By Spanish Influencers makes no representation that the By Spanish Influencers Platform (or any element of the By Spanish Influencers Platform) is appropriate or available for use in all locations.

If you are the driver of a vehicle (or other form of transport), you must not use the By Spanish Influencers Platform while the vehicle (or other form of transport) is moving or is stationary but not lawfully parked. You may only use the By Spanish Influencers Platform when the vehicle is lawfully parked. You must comply with all applicable road rules and regulations before and while using the By Spanish Influencers Platform. In the interests of safety at all other times, By Spanish Influencers recommends that you only use the By Spanish Influencers Platform when it is lawful and safe to do so.

 

USING THE BY SPANISH INFLUENCERS PLATFORM

 

The By Spanish Influencers Platform allows Brands to create social media campaigns via Campaign Builder, which are then shared with Influencers via the Application. Influencers using the Application can respond to a Campaign by creating a Post and submitting it to the relevant Brand for approval. Influencers earn compensation when a Brand approves a Post and the Post is published to the Influencer’s Community via his or her Channels, as selected. The relevant Brand is solely responsible for reviewing and approving all Posts that form part of their Campaign and for the payment of the applicable Post Fee, in accordance with these Terms of Use. For the avoidance of doubt, By Spanish Influencers is not liable for payment of the Post Fee to Influencers, nor is By Spanish Influencers liable in any way for the content of any Post. These Terms of Use shall apply to all transactions conducted through the By Spanish Influencers Platform.

Content is provided by the relevant Influencer or Brand, as applicable, and is not moderated, approved or endorsed by By Spanish Influencers. Accordingly, no Content constitutes a representation by By Spanish Influencers, nor does By Spanish Influencers accept any liability for the legality, validity, accuracy or suitability of any content provided by Influencers or Brands. If you have a question or concern about Content, including your rights to reproduce it, you must make your own inquiries to By Spanish Influencers directly, or if advised by By Spanish Influencers, by contacting the relevant Influencer or Brand directly. You agree that By Spanish Influencers is not responsible for, and does not endorse, any Content posted using the By Spanish Influencers Platform. By Spanish Influencers does not have any obligation to pre-moderate, monitor, edit or remove any Content. If your Content violates these Terms of Use, you bear legal responsibility for that Content.

Influencers and Brands agree that they will not attempt to negotiate terms or payment with each other outside of the By Spanish Influencers Platform. Without limiting any other rights or remedies available to By Spanish Influencers, any attempt to circumvent the By Spanish Influencers Platform may result in removal from the By Spanish Influencers Platform at By Spanish Influencers’s sole discretion.

You may not decompile, reverse engineer, disassemble, convert or authorize any third party to decompile, reverse engineer, disassemble or otherwise convert any element of the By Spanish Influencers Platform to a human perceivable form; distribute or republish any element of the By Spanish Influencers Platform in any way; resell, rent, lease or lend any element of the By Spanish Influencers Platform; defeat, disable or circumvent any security feature of the By Spanish Influencers Platform; or transfer any element of the By Spanish Influencers Platform to any third party.

The By Spanish Influencers Platform is designed for use by people aged 16 years and over. Users under the age of 16 years may only use the By Spanish Influencers Platform with the consent of a parent or legal guardian. To use the By Spanish Influencers Platform, you must be eligible to use the social media platforms (under the relevant platforms prevailing terms and conditions) upon which you intend to publish Posts.

You are solely responsible for your interactions with other users of the By Spanish Influencers Platform. You agree that By Spanish Influencers is not responsible for the conduct of any user.

You must not engage in crawling, scraping, caching or otherwise accessing any content on the By Spanish Influencers Platform via automated means, except with By Spanish Influencers’s written consent.

Nothing in these Terms of Use is intended nor does create a partnership, agency, employment or fiduciary relationship between By Spanish Influencers and any user.

Subject to your compliance with these Terms of Use, you are granted a limited, non-exclusive, revocable and non-transferrable licence to access and use the By Spanish Influencers Platform in the manner anticipated in these Terms of Use. Any costs associated with accessing and using the By Spanish Influencers Platform generally remains your responsibility and is dependent on the service provider used. You are responsible for ensuring that your computer system or mobile device (as applicable) is compatible with the By Spanish Influencers Platform and meets all relevant technical specifications necessary to obtain the benefit of the By Spanish Influencers Platform.

The By Spanish Influencers Platform may contain links to other sites not maintained by By Spanish Influencers (“Linked Sites”). By Spanish Influencers is not responsible for the content of any Linked Sites, whether or not By Spanish Influencers is affiliated with the Linked Sites. By Spanish Influencers does not in any way endorse any Linked Sites and is not responsible for the quality or delivery of any products or services offered, accessed or advertised by such Linked Sites. To the extent that these Linked Sites collect personal information or contributions from you, By Spanish Influencers shall bear no responsibility or liability for the manner in which such information or postings are used or exploited. The Linked Sites are for your convenience only and you agree to access them at your own risk.

The By Spanish Influencers Platform may also utilise social network or share functionality and may contain social media links, applications or features (including but not limited to Facebook, Twitter and Instagram). Your use of any social media platforms is subject to the particular social media platform’s prevailing terms and conditions of use. By using any social media applications or features on the By Spanish Influencers Platform, you consent and agree to be bound to the particular terms and conditions of use of the social media platform. You also acknowledge and consent to the By Spanish Influencers Platform accessing information you may have shared with the particular social media platform and contacting you via the social media platform or via the information you have shared (for example, sending an email directly to you to the email address provided to the social media platform), in accordance with the permissions you have granted via the social media platform. You are encouraged to review the terms and conditions of use of each social media platform before engaging or interacting with the social media links, applications or features on the By Spanish Influencers Platform. The By Spanish Influencers Platform is in no way sponsored, endorsed or administered by, or associated with, any social media platform.

 

REGISTERING AN ACCOUNT

 

In order to use the By Spanish Influencers Platform, Influencers must register an account via the Application in the manner required and as set out in these Terms of Use (“Influencer Account”) and Brands must register an account via Campaign Builder in the manner required and as set out in these Terms of Use (“Brand Account”).

By Spanish Influencers reserves the right to refuse or cancel registration of an Account for any reason in its sole discretion. Any decision of By Spanish Influencers is final and no correspondence will be entered into.

All information provided when registering an Account must be current, correct and complete. Incomplete, ineligible or incomprehensible Account registrations will not be valid. You must be logged in to your Account in the manner required each time you wish to use the By Spanish Influencers Platform. You may never use another’s Account without their permission.

You are responsible for maintaining the strict confidentiality of your Account details and for any activity under your Account. You agree to immediately notify By Spanish Influencers of any unauthorized use of your Account or any other breach of security. It is your sole responsibility to control access to and use of your Account and to notify By Spanish Influencers when you desire to cancel your Account. By Spanish Influencers will not be responsible or liable for any loss or damage arising from your failure to comply with this provision.

By Spanish Influencers retains the right and absolute discretion to terminate your Account and/or access to the By Spanish Influencers Platform (or any element thereof) if it believes that you are abusing or tampering with the By Spanish Influencers Platform (or any element thereof) in any way, that you have breached these Terms of Use, or that you have engaged in any unlawful, unethical, unsportsmanlike or other misconduct calculated to jeopardize the proper administration of the By Spanish Influencers Platform (or any element thereof). By Spanish Influencers’s legal rights to recover damages or other compensation from such an offender are reserved.

The use of any automated software or any other mechanical or electronic means allowing a member to create Accounts is prohibited. By Spanish Influencers reserves the right to suspend or terminate your Account if it believes you are engaging in such activity.

Users understand that in creating an Account they are providing their information to By Spanish Influencers and not to any social media platform. Users of the By Spanish Influencers Platform (whether Influencers or Brands) are solely responsible and liable for any Content or information they transmit to other users. To the extent permitted by law, each user of the By Spanish Influencers Platform agrees to indemnify, defend and forever hold harmless, all social media platforms and their associated agencies and companies, against any and all losses, actions, claims, costs, expenses and damages (of any nature) which may be incurred by the user in respect of their use of the By Spanish Influencers Platform. Any questions, comments or complaints about the By Spanish Influencers Platform must be directed to By Spanish Influencers and not to any media or social media platforms. For the purposes of this provision, By Spanish Influencers contracts on its own behalf and also on behalf of the social media platforms and, accordingly, may take action in that capacity to recover on behalf of the social media platforms where acts or omissions cause loss or damage to such social media platforms or to By Spanish Influencers.

 

ADDITIONAL TERMS FOR INFLUENCERS

 

Conditions 28-50 apply only to Influencers participating in the By Spanish Influencers Platform.

 

Influencer Eligibility

 

Any person over the age of 16 years, may register an Influencer Account, but in order to participate in any Campaigns and earn compensation via the By Spanish Influencers Platform, Influencer’s must meet the following minimum standards:

at least 3000 followers on the Influencer’s Channels;

Influencer’s Channels must be public (viewable by anyone); and

Influencer’s Channels may not contain content that is contrary to these Terms of Use or to the terms of use of the relevant social media platform of the Influencer’s Channels.

 

Further Terms for Influencer Accounts

 

If you do not meet the minimum standard in condition 29 above, you may not be able to participate in Campaigns or access the full functionality of the Application.

To register an Influencer Account, Influencer must download the Application and sign in to the Application with their Facebook account. In order to submit a Post via the Application, an Influencer must connect their Instagram account, Twitter account and/or Facebook Page in the manner required. By connecting your Facebook, Instagram or Twitter account, you are granting By Spanish Influencers permission to publish Posts directly to your Channels in accordance with these Terms of Use.

 

Influencer Comprehension

 

Once a Post has been approved by a Brand, you are required to publish the Post to your relevant Channel through the By Spanish Influencers platform in the manner required within 48 hours of the Post being approved. You will not have an opportunity to edit a Post after a Brand has approved the Post. You agree you are solely responsible for the publication of Posts. By Spanish Influencers merely provides a service allowing Brands to approve Posts before publication, but the publishing of Posts via the By Spanish Influencers Platform remains your responsibility.

Before receiving any Payments, you will be asked to provide financial details including your nominated bank account, whether or not you are registered for Spanish VAT (if applicable) and any further required details. After an approved Post is published, you will be entitled to be paid the Post, subject to your compliance with these Terms of Use and the House Rules. If you do not comply, you will not be paid. It is your responsibility to notify By Spanish Influencers in the event that you are registered for and liable to pay VAT as applicable, and to keep By Spanish Influencers up to date with your registered VAT details as applicable. By Spanish Influencers will pay the Post Fee into your nominated bank account or PayPal account (as supplied by you via the Application in the manner required) on behalf of the Brand by Electronic Funds Transfer approximately 2 days after payment has been received from the Brand. By Spanish Influencers will issue you with a recipient generated tax invoice for this purpose. No payments other than the Post Fee are payable in respect of each approved Post. You are responsible for the accuracy of your nominated bank account details.

You acknowledge and agree that the relevant Brand, not By Spanish Influencers, will be solely liable for Payment of the applicable Post Fee for the approved Post. By Spanish Influencers merely facilitates such Payment on behalf of the Brand and, while By Spanish Influencers may remit payment to the Influencer directly to the account details provided by Influencer, under no circumstances does By Spanish Influencers accept liability for Payment of the Post Fee. You agree that you will not pursue any actions, legal or otherwise, against By Spanish Influencers for any non-payment, and that this provision constitutes a bar to any such proceedings.

 

Terms for Participating in a Campaign

 

Posts must adhere to the requirements contained in these Terms of Use, the House Rules and any additional requirements imposed by Brands as part of a Campaign and advised to Influencer at the time of submitting the Post for approval (Dos and Don’ts). Posts which do not comply with this condition may be removed from the By Spanish Influencers Platform at By Spanish Influencers’s absolute discretion.

Influencers must clearly disclose in sponsored Posts their relationship with the Brand. By Spanish Influencers requires that you make such disclosures in such a way so that it is clear to the ordinary consumer viewing your Channels that there is a commercial relationship between Influencer and the Brand. This may be achieved through the use of hashtags such as #advertisement or #ad or through other means suitable to your particular circumstances, Community and Channels. By Spanish Influencers reserves the right, but is in no way obliged, to review and monitor the disclosure practices of all Influencers in relation to particular Posts or your Channels generally and to require greater levels of disclosure (at By Spanish Influencers’s sole discretion) in particular Posts or across your Channels generally or, if you do not agree to the required levels of disclosure, to remove you from the By Spanish Influencers Platform.

Influencers must not misrepresent the size of their audience or their numbers of followers or engagement. Followers must be obtained organically and not through unethical or unsportsmanlike behavior such as (but not limited to), purchasing followers, likes or engagement. In the event that By Spanish Influencers suspects (in its sole discretion) that Influencers are not complying with the requirement for followers to be authentic and organically grown, By Spanish Influencers reserves the right to remove Influencers from the By Spanish Influencers Platform.

You warrant, in respect of each Post you upload to the Application, submit to a Brand for approval, or publish to a Channel via the By Spanish Influencers Platform, that:

you are aged over 16 years you own the Intellectual Property Rights in the relevant Post and have the right to licence the Post to By Spanish Influencers and the Brand in the manner set out in these Terms of Use;

the relevant Post does not violate the privacy rights, contract rights or other rights (including Intellectual Property Rights) of any person, corporation or entity;

the relevant Post does not contain any misrepresentation or suggestion that you or any entity has the approval or sponsorship of any other entity which you or it does not have;

any and all opinions and views stated in the relevant Post are genuinely held by you;

and any and all statements in the relevant Post regarding your use and experience of the Brand or the Brand’s products or services are true and correct and representative of your opinion regardless of whether you are paid for such content or not, and fairly represent your use and experience and you will promptly notify By Spanish Influencers if your opinion of the Brand changes from that which you have expressed to date;

the relevant Post does not contain any representations or material which you know or suspect (or ought reasonably to have known or suspected) to be false, misleading or deceptive;

the relevant Post is original and does not contain materials that have been previously broadcast, streamed, published or otherwise communicated to the public by you in any way and does not contain materials that have been used in previous marketing materials or promotions for any third party or which otherwise infringe the rights of any third party;

if you are a member of any guild, union or industrial organization, you have not entered into any other agreement, arrangement or understanding which would or may prevent or limit you from adhering to these Terms of Use, performing your obligations or granting the rights and benefits set forth herein, or result in a conflict of interest;

if the relevant Post contains images or references to third parties or third party property, that the third party (or third party property owner) has been informed and agrees in writing that such images or references may be used by the Brand in accordance with these Terms of Use without remuneration or compensation to the third party (or third party property owner) for the purpose of promoting the Brand; and the mere use of the Post and the exercise of the Intellectual Property Rights in the relevant Post by the Brand and By Spanish Influencers will not infringe any legal rights, copyright or other Intellectual Property Rights of any person or entity nor give rise to a liability to pay compensation.

You acknowledge and agree that the Brand and By Spanish Influencers has the right at any time to moderate any Post after publication to a Channel and that you will immediately make any reasonable modification or amendment requested by By Spanish Influencers or the relevant Brand to the Post, subject to compliance with these Term

You acknowledge and agree that the Brand and By Spanish Influencers has the right at any time to request that you remove any approved Post from you Channels and that you will comply with such a request immediately upon receipt of notification, subject to Payment in full to you of the Post Fee in accordance with these Terms of Use.

By Spanish Influencers and the relevant Influencer and Brand acknowledge and agree that any necessary public relations announcements regarding the removal or modification of a Post, as the case may be, will be agreed by By Spanish Influencers and the relevant Influencer and Brand before publication.

 

Rights

 

All right, title and interest in all Intellectual Property Rights in Posts will remain or be vested in the Influencer. Nothing in these Influencer & Brand Terms of Use will be taken to constitute a transfer, assignment or grant of any ownership rights in the Posts to any other party, including By Spanish Influencers or the Brand.

In consideration of Payment of the Post Fee, the Influencer agrees to grant in respect of each and every Post:

to By Spanish Influencers (and its agents) the right to edit and re-format the Post into such formats or versions for use by By Spanish Influencers in such media as By Spanish Influencers requires in accordance with this clause;

to By Spanish Influencers (and its agents):

a royalty-free, perpetual, worldwide, irrevocable, unconditional, non-exclusive, transferable licence to use the Post for the purpose of marketing and promoting By Spanish Influencers (and its products and services) in any manner, without further notification to or consent of the Influencer or any further compensation payable to the Influencer;

the right to use the Influencer’s Identity and performances in the Post and to communicate the Post to the public in all languages, in all media including but not limited to: all online paid media (including but not limited to digital banners); in all online owned media (including but not limited to the website of By Spanish Influencers and internal communications of By Spanish Influencers); in all social media (including but not limited to the social media channels of By Spanish Influencers); and in any earned media or public relations activity published by a third party (including but not limited to print, digital and/or social media).

to the relevant Brand (and its agents):

the right to organically share, comment upon and organically re-post the relevant Post in the social media channel upon which the Post was published, for a period of thirty (30) days expiring at 11:59pm on the thirtieth day after the Post was first published; and

the right to use the Influencer’s Identity and performances in the Post and to communicate the post to the public in accordance with conditions 42(c)(i) above and in any earned media or public relations activity published by a third party (including but not limited to print, digital and/or social media).

You acknowledge and agree that the relevant Brand will not be required to remove from its social media channels any Post or any comment, share or re-post of a Post after the period in condition 42(c)(i) has expired.

As an Influencer, in respect of each Post, you consent to the relevant Brand and its successors, licensees, and assigns, and anyone authorized by them, changing, copying, adding to, taking from, adapting or translating, in any manner or context or doing any other act in respect of the Post notwithstanding that such conduct may infringe your moral rights or performer’s rights (or similar laws in any territory or jurisdiction) in the Post, and, to the extent possible, your grant a waiver of all moral rights and performer’s rights in each Post.

 

Influencer Restraints

 

As an Influencer, you agree that you will not:

delay posting your Post after the Brand has given its approval to your Post and you must publish your approved Post no later than 48 hours after receiving notification of the Brand’s approval (unless the Brand stipulates a different timeline);

for a period of five (5) hours after a Post is published, post, share, re-tweet or re-gram any other posts or content to that Channel where the effect of publishing such additional posts or content would be to reduce the prominence of the Post;

remove the Post from your Channels for a period of 30 days after the Post is published, expiring at 11:59pm on the thirtieth calendar day after the Post is published;

edit any approved Post before or after it has been published other than in accordance with these Terms of Use;

parody, disparage, give any adverse comment or make fun of the Brand or its products of services generally in any way;

create any contextual or surrounding posts or other material on a Channel that in any way detracts from, dilutes the effect of, or undermines a Post or the Brand or its products or services; and

grant any further rights in a Post to a Brand without the written permission of By Spanish Influencers and appropriate fees being negotiated on a reasonable basis. By Spanish Influencers will charge a reasonable service fee for negotiating any use extensions between you and a Brand; and

accept or attempt to negotiate with a Brand more than one Post per Post Fee.

You acknowledge that the restrictions contained in the clause above are reasonable in scope and duration having regard to the interests of the Brand and By Spanish Influencers and that these Terms of Use go no further than is reasonably necessary to protect the interests of the Brand and By Spanish Influencers.

 

Influencer Relationship with By Spanish Influencers and the Brand

 

As an Influencer, you will at all times perform your obligations and provide Posts to By Spanish Influencers and the Brand as an independent contractor and not in the capacity of an employee, partner or agent or in any other capacity. You agree that neither By Spanish Influencers nor the Brand will be obliged to pay to you or recover from you any amount as a result of you being deemed to be an employee of either By Spanish Influencers or the Brand, including in respect of annual leave, superannuation, withholding tax, income tax, workers compensation contributions or any similar payments or deductions.

You agree that you must not at any time claim or assert that any portrayal, representation, impersonation or depiction of you in the Posts constitutes a violation of any of your rights, including any right of privacy, publicity, false light or a right to bring proceedings for defamation, whether such portrayal, representation, impersonation, depiction or exploitation is by the Brand, By Spanish Influencers or any their respective successors or licensees. You hereby release the Brand, By Spanish Influencers and their respective agents, employees, successors and licensees, from any and all claims by you or under your authority arising out of or in connection with any portrayal, representation, impersonation or depiction of you under these Terms of Use.

You acknowledge that By Spanish Influencers has not made any guarantees in respect of the success of a Post or that a Post will be approved by a Brand or in respect of your business or commercial performance or otherwise.

You agree that you (and your agents) will not negotiate terms or payment from Brands outside the By Spanish Influencers Platform. Any attempt to circumvent the By Spanish Influencers Platform may result in the removal of you from the By Spanish Influencers Platform in By Spanish Influencers’s sole discretion.

 

ADDITIONAL TERMS FOR BRANDS

 

Conditions 52-69 apply only to Brands participating in the By Spanish Influencers Platform.

 

Further Terms for Brand Accounts

 

To register a Brand Account, you must access Campaign Builder and log in in the manner required, including providing your full name, email address, telephone number and password, and selecting your preferred payment method (invoice or credit card) and providing payment details where requested. You will not be charged to create a Brand Account. You will only ever be charged when you approve a Post.

By Spanish Influencers may, at its sole discretion, implement a minimum spend for Brand Accounts. You will be notified in writing of any such minimum spend.

Brand agrees to grant in respect of all Content uploaded to the By Spanish Influencers Platform as part of a Campaign:

to grant to By Spanish Influencers (and its agents), a royalty-free, perpetual, worldwide, irrevocable, unconditional, non-exclusive, transferable licence to use the Content for the purpose of marketing and promoting By Spanish Influencers (and its products and services) in any manner, without further notification to or consent of the Brand or any compensation payable to the Brand; and

to grant to the relevant Influencer, a royalty-free, perpetual, worldwide, irrevocable, unconditional, non-exclusive, transferable license to post, share, comment upon and re-post the relevant Content across their Channels as part of any approved Post in accordance with these Terms of Use and the House Rules.

Brand acknowledges and agrees that the license to use the Content shall only commence upon payment of the Post Fees, and Brand shall not be entitled to use any Content or anything similar to the Content in any way outside of the By Spanish Influencers Platform unless and until it has paid the Post Fees

By Spanish Influencers has the right to cancel, suspend, restrict services to and/or terminate a Brand’s account if By Spanish Influencers believes (in its sole discretion) that the Brand is not using the By Spanish Influencers Platform in a fair and reasonable way, or are attempting to use the By Spanish Influencers Platform in a way which does not treat the Influencers or the By Spanish Influencers Platform in a fair and reasonable way and/or in accordance with the purposes for which the By Spanish Influencers Platform were intended.

 

Payment Terms for Brands

 

You agree to pay By Spanish Influencers all fees and charges made to your Brand Account for agreed Post Fees and use of the By Spanish Influencers Platform, in accordance with these Terms of Use.

You must pay all charges in the manner set out in Campaign Builder or as otherwise advised by By Spanish Influencers in writing from time to time. If no manner for payment is stated, the payment must be made by credit card using a provider authorized by By Spanish Influencers. By Spanish Influencers reserves the right to charge a credit card surcharge.

Brands and Media Agencies may request that By Spanish Influencers issue an invoice for fees and charges expected to be incurred by the Brand or Media Agency during the course of a Campaign (“Invoice”), prior to the commencement of the Campaign.

By Spanish Influencers reserves the right to refuse any Invoice request in its sole discretion.

In the event that a Brand or Media Agency requests an Invoice and By Spanish Influencers approves the Brand or Media Agency to pay by Invoice, a minimum Invoice amount of 1000€ will apply, unless otherwise approved in writing by By Spanish Influencers. If a Brand or Media Agency is not domiciled in Spain then Invoices will VAT (but may include other applicable tax where relevant)

Where no terms of payment are stated on an Invoice or otherwise agreed with By Spanish Influencers in writing, the following standard payment terms apply:

30 days from date of Invoice for approved Brands; and

45 days from date of Invoice for approved Media Agencies.

Where a Brand or Media Agency is approved to pay by Invoice, the Brand or Media Agency must provide By Spanish Influencers with a purchase order or insertion order (or similar) approving the fees and charges to be included on the Invoice and including a purchase order or insertion order number. By Spanish Influencers may, in its sole discretion, accept written confirmation (including via email) approving an invoice in lieu of a purchase order or insertion order being provided.

Fees and charges paid to By Spanish Influencers pursuant to an Invoice will be allocated to the relevant Campaign as credit for use in that Campaign (“Credit”).

Payment of all Invoices is due in accordance with these Terms of Use.

Where By Spanish Influencers approves a Brand or Media Agency to pay by Invoice, the Brand or Media Agency irrevocably authorizes By Spanish Influencers, its employees, servants and agents to make such enquiries as By Spanish Influencers deems necessary to investigate the Brand or Media Agency’s credit worthiness, including, without limitation, making inquiries from referees, banks or any other credit providers (“Information Sources”), and the Brand or Media Agency hereby authorizes such Information Sources to disclose to By Spanish Influencers, its employees, servants and agents, all information requested by By Spanish Influencers for the purpose of assessing your credit worthiness. Any terms of credit offered by By Spanish Influencers, including where By Spanish Influencers approves payment by Invoice, may be varied by By Spanish Influencers in its sole discretion and advised to you in writing.

Media Agencies using the By Spanish Influencers Platform acknowledge and agree By Spanish Influencers is a cost of good and is non-commissionable. No agency rebates will be given.

When you approve a Post, you undertake that you are an authorized user of the card or account (as applicable) nominated on your Brand Account and to pay the applicable charges, that the card details provided are current, correct and complete and that your nominated card or account (as applicable) will cover the full amount of the charges. You must not pay, or attempt to pay, any charges through any fraudulent or unlawful means. Upon receiving your Campaign (including your Campaign Budget), we may carry out a standard pre-authorization check of your nominated card or account (as applicable) to verify the details provided and to ensure there are sufficient funds to fulfil the Campaign Budget. The relevant Campaign may not be shared with Influencers via the Application until this pre-authorization check has been completed.

Upon an Influencer publishing an approved Post, you authorize us to debit the Brand Fee that is payable for the Post from your nominated card or account (as applicable) in order to pay the charges. You must pay all charges in full strictly within 7 days or as otherwise advised by us in writing from time to time. If no timeframe for payment is stated, the payment must be received by us no later than 7 days from the date of the corresponding tax invoice for those Posts.

If you fail to pay any charges or we are unable to successfully process your payment of any charges within the timeframe required (as applicable), we reserve the right to charge a late payment fee calculated at a rate of ten percent (10%) per annum but no less than 10.00€ per month. This amount represents a genuine and reasonable estimate of such costs and expenses associated with managing and processing late payments. We also reserve the right to withdraw credit facilities (where applicable) at any time or to remove your access to the By Spanish Influencers Platform. You may also be liable to pay interest on any amount on the date the payment becomes due and you may also be responsible for all reasonable expenses incurred by us as a result of such late payment (including but not limited to costs incurred by us to recover any unpaid amounts). Without limiting our rights, in the event you fail to pay any charges within the timeframe and in the manner required, we reserve the right to suspend or terminate your access to the By Spanish Influencers Platform or to suspend or terminate any current Campaigns.

Brand acknowledges and agrees that it may not offer a product, service or other non-monetary arrangement to an Influencer as partial or full payment by a Brand for an Influencer’s Post;

 

Terms for Campaigns

 

By Spanish Influencers in its sole discretion reserves the right to reject Campaigns that do not comply with these Terms of Use.

You agree that you will not negotiate terms or payment to Influencers outside the By Spanish Influencers Platform. Any attempt to circumvent the By Spanish Influencers Platform may result in the removal of the Brand from the By Spanish Influencers Platform in By Spanish Influencers’s sole discretion. Each Post shall have a Post Fee, and Brands and Influencers may not circumvent the Post Fee by negotiating or attempting to negotiate multiple Posts for Post Fees.

You must not attempt to instruct, coerce or manipulate Influencer to hide the commercial relationship between the Advertiser and the Influencer. Such attempts may result in Brand being immediately removed from the By Spanish Influencers Platform.

You acknowledge and agree that your right to use a Post is strictly limited in accordance with clause 42(c)(i) above. For the avoidance of doubt, you must not use a Post in any form of paid, sponsored or promoted advertising, including within the social media channel upon which the Post was published (for example, via Facebook Power Editor). If you wish to use a Post other than in accordance with clause 42(c)(i), you must contact By Spanish Influencers directly at the contact details set out in these Terms of Use. Additional fees may apply.

You warrant that:

you own the Intellectual Property Rights in Content you upload to the By Spanish Influencers Platform and have the right to licence the Content to By Spanish Influencers and Influencers in the manner set out in these Terms of Use; or

you have the right to licence the Content to By Spanish Influencers and Influencers in the manner set out in these Terms of Use; and

you will not encourage or facilitate any misrepresentation or suggestion that the Brand or any entity has the approval or sponsorship of any other entity which the Brand or entity does not have; and

any Content you upload to the By Spanish Influencers Platform does not contain any representations or material which you know or suspect (or ought reasonably to have known or suspected) to be false, misleading or deceptive.

In the event an Influencer meets the requirements outlined in a Campaign and you approve the Post, you will not deny Payment to By Spanish Influencers for the Post. By Spanish Influencers will make payment of the Post Fee to the Influencer 48 hours after receiving Payment of the Brand Fee from you, unless the Influencer has otherwise breached these Terms of Use or the House Rules. By Spanish Influencers is not responsible for identifying any breach of these Terms of Use or the House Rules by an Influencer.

Brand agrees that By Spanish Influencers is not responsible for any aspect of the Brand’s Content to be reviewed, shared, sponsored or advertised by Influencers. Brand acknowledges and agrees that By Spanish Influencers is not responsible or liable for the content of any Post.

Brand acknowledges that Influencers are independent third parties and not directly controlled by By Spanish Influencers. As a consequence, any Posts will inherently risk negative or unflattering comments about Brand’s content, products or services. Brand specifically acknowledges and agrees that By Spanish Influencers has no control over any Post that may be published and that Brand is solely responsible (and assumes all liability and risk) for determining whether such Post are acceptable and appropriate to the Brand.

You acknowledge that By Spanish Influencers has not made any warranties in respect of the success of any Campaign in respect of your business or commercial performance or otherwise of any Post, Campaign, Channel or other media, marketing communications channel, marketing or advertising campaign, promotion or advertisement.

 

BY SPANISH INFLUENCERS’S INTELLECTUAL PROPERTY

 

All By Spanish Influencers Materials on the By Spanish Influencers Platform are protected by all applicable laws including copyright and trade mark laws unless otherwise specifically noted and may not be used except as permitted in these Terms of Use. Nothing in these Terms of Use will be taken to constitute a transfer, assignment or grant of any ownership rights in any Intellectual Property Rights in the By Spanish Influencers Materials to a Brand or Influencer.

All right, title and interest in all Intellectual Property Rights in all of By Spanish Influencers’s brands, logos, images, buttons, codes, layout, text, content and products and services as displayed on the By Spanish Influencers Platform (the “Brand Features”) are the property of By Spanish Influencers and will remain or be vested in By Spanish Influencers at all times. Your use of the By Spanish Influencers Platform will not under any circumstances be taken to constitute a transfer, assignment or grant of any ownership rights in any of the Brand Features or the By Spanish Influencers Platform. By Spanish Influencers, on a case by case basis and to the extent required, grants to you a limited, non-exclusive licence to use the Brand Features solely for the purpose, and to the extent necessary, to enable you to use the By Spanish Influencers Platform.

 

INFLUENCER & BRAND REPRESENTATIONS AND WARRANTIES

 

Influencers and Brands participating in the By Spanish Influencers Platform warrant, represent and covenant that:

all information you provide to By Spanish Influencers upon registering for an Account is true, accurate and complete and not misleading;

any third-party social media accounts to which you link are:

your own accounts;

if the Account refers to a Brand, that you are the authorized representative of the Brand with the right to access its social media accounts and represent its interests; and

if the Account refers to an individual other than you, you are the authorized representative of that individual with the right to access his or her social media accounts and control his or her interests;

You have the right and authority to create an Account and agree to these Terms of Use and the House Rules, including, where relevant, the authority of any Brand or individual to create an Account, agree to these Terms of Use and to use the By Spanish Influencers Platform on its or his or her behalf;

You are authorized to submit Content, as applicable, in the manner invited via the By Spanish Influencers Platform;

any Content you submit to the By Spanish Influencers Platform will not contain anything that;

is illegal or contrary to any laws, applicable industry code or the requirements or directions or relevant regulators;

is copied or adapted either wholly or substantially from any other work or material;

is indecent, obscene, threatening, discriminatory, harassing, in breach of any confidence, defamatory, offensive or objectionable or contains, depicts or alludes to or promotes aggressive, unruly, antisocial, lewd or illegal behavior or sexually suggestive imagery;

parodies, disparages or makes fun of By Spanish Influencers or its products of services or By Spanish Influencers generally in any way;

solicits passwords or personal information for commercial or unlawful purposes or provides any telephone numbers, street addresses, last names, URLs or email addresses (unless part of a Campaign);

promotes an illegal or unauthorized copy of another person’s copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacturer-installed copy-protect devices, or providing pirated materials;

involves the transmission of junk mail, chain letters, unsolicited mass mailing or spam; or

infringes the privacy rights, contract rights or other rights (including Intellectual Property Rights) of any person, corporation or entity.

 

ACKNOWLEDGEMENTS

 

The Brand and the Influencer acknowledge that:

Neither the Influencer nor By Spanish Influencers is required to purchase any of the Brand’s products or services;

Brand may, in its sole discretion, arrange to send an Influencer a sample product. Influencer may request a Brand to send a sample product, but Brand is under no obligation to do so;

By Spanish Influencers will not be responsible or liable in any way for late delivery or non-arrival or any products sent from a Brand to an Influencer. Address provided by Influencer through the By Spanish Influencers Platform is not verified by By Spanish Influencers;

if Brand sends a sample product to an Influencer, there is no guarantee that the Influencer will submit a Post about the product or that any post submitted will be positive. All product reviews must reflect the Influencer’s genuinely held beliefs;

if an Influencer chooses to purchase a product, there is no guarantee that Influencer’s Post(s) about the product will be approved by the Brand;

a product, service or other non-monetary arrangement cannot be offered or used as partial or full payment by a Brand for an Influencer’s Post;

nothing in these Terms of Use grants to the Brand any ownership rights in the Intellectual Property Rights in the Posts or the Influencer’s Identity;

nothing in these Terms of Use grants to the Influencer any ownership rights in the Intellectual Property Rights of the Brand; and

nothing in these Terms of Use requires the Brand to make use of any of the rights granted to the Brand by the Influencer under this Agreement.

You agree to indemnify, and must defend and hold harmless, By Spanish Influencers and its related bodies corporate, personnel, servants and agent, from and against any claims, liabilities, damages, losses and expenses (including reasonable legal fees) arising out of or in any way connected with any of the following (including as a result of your direct activities on the By Spanish Influencers Platform):

your Content or access to the By Spanish Influencers Platform;

your breach of these Terms of Use, the House Rules or any of the warranties or covenants given or made by you;

your claim against a Brand for any reason;

your claim against an Influencer for any reason;

any claim by any third party (including any other brand or influencer) arising directly or indirectly from you breach of any of the provisions of these Terms of Use or House Rules;

any claim or allegation that your Content infringes a third party’s rights, including Intellectual Property Rights.

your violation of any applicable laws, rules or regulations; and

any misrepresentation made by you.

 

LIMITATION OF LIABILITY

 

In using the By Spanish Influencers Platform, you may be exposed to Content that is harmful, obscene, misleading or inaccurate. Under no circumstances will By Spanish Influencers be liable in any way for any Content, including but not limited to any errors or omissions in such Content or any loss or damage of any kind incurred as a result of any use of Content posted, transmitted or otherwise made available via the By Spanish Influencers Platform.

Any liability of By Spanish Influencers to a Brand in connection with these Terms of Use, the House Rules or the Brand’s use of the By Spanish Influencers Platform, regardless of the form or cause of action, shall be limited to the amount actually paid by the Brand to By Spanish Influencers for the services related to the Brand’s most recent Campaign. By Spanish Influencers shall not be liable to Influencers for damages of any kind arising out of the Influencer’s use of the By Spanish Influencers Platform. Without limiting their foregoing, in no event shall By Spanish Influencers or any of its associated entities, successors in title, licensees or assigns be liable for any direct, indirect, special, incidental, consequential, punitive or exemplary damages, arising out of, or in connection with, the By Spanish Influencers Platform, these Terms of Use, the House Rules, or any Post, Content or Campaign. The foregoing limitations apply whether the alleged liability is based on tort, contract, negligence or any other basis, even if By Spanish Influencers or any other party has been advised of the possibility of such damages.

 

DISCLAIMER

 

This entire clause does not apply to any Consumer Guarantee under the Spanish Consumer Law and does not apply to any liability of By Spanish Influencers’s for failure to comply with a Consumer Guarantee under the Spanish Consumer Law. Nothing in these Terms operates to exclude any liability for death or personal injury caused by negligence, nor for fraud, nor for any Consumer Guarantee under Spanish Consumer Law. Whilst By Spanish Influencers endeavors to take all reasonable steps to ensure that the By Spanish Influencers Platform operates as expected, the By Spanish Influencers Platform and its entire contents are provided on an “as is” and “as available” basis without any warranties of any kind either expressed or implied, to the fullest extent permissible pursuant to applicable law. By Spanish Influencers disclaims all warranties of merchantability, non-infringement and fitness for a particular purpose. By Spanish Influencers does not make any guarantees and does not provide any undertaking that the By Spanish Influencers Platform will be available at all times or that it will be error free, reliable or secure or free from viruses or other harmful components or that any defects will be corrected. You agree that you use the By Spanish Influencers Platform at your own risk and that By Spanish Influencers disclaims any and all responsibility for any damage or loss that you may suffer or incur as a result of using the By Spanish Influencers Platform, whether they are direct or consequential (including loss of profits, loss of business revenue or loss of goodwill). This includes any loss that results from any interference, malfunction, delays, failures or damage that occurs to your device or that results from accessing, installing, updating or using the By Spanish Influencers Platform. You assume total responsibility for your use of the By Spanish Influencers Platform, including compliance with all applicable road rules and regulations. Subject to the Consumer Guarantees, your sole remedy against By Spanish Influencers for dissatisfaction with the By Spanish Influencers Platform or any content is to stop using the By Spanish Influencers Platform or such Content. This limitation of relief is a part of the bargain between the parties.

If the supply of any goods or services by By Spanish Influencers to a Brand or Influencer constitutes a supply of goods and/or services to a Consumer then subject to the limitation to this clause below and unless the goods and/or services are Consumer Goods or Consumer Services, By Spanish Influencers’s and its affiliates’ and related entities’, its servants’, employees’ and agents’ liability for any breach of these Terms of Use, including any liability for any losses or consequential losses which the Brand or Influencer may suffer or incur because of a failure to comply with a Consumer Guarantee will be limited as By Spanish Influencers may elect in its sole discretion, in the case of services supplied or offered by By Spanish Influencers, to either (a) the supplying of the services again; or (b) the payment of the cost of having the services supplied again or, in the case of goods supplied or offered by By Spanish Influencers, (c) the replacement of the goods or the supply of equivalent goods, (d) the repair of such goods, (e) the payment of the cost of replacing the goods or acquiring equivalent goods, or (f) the payment of the cost of having the goods repaired. This clause does not apply if it is not Fair or Reasonable for By Spanish Influencers to rely on it.

In these Terms of Use:

Consumer has the same meaning as given in section 3 of the Spanish Consumer Law;

Consumer Goods means ‘goods of a kind ordinarily acquired for personal, household or domestic use or consumption’, as that expression is used in section 3 of the Spanish Consumer Law;

Consumer Guarantee means a Consumer Guarantee applicable to this Services Agreement under the Spanish Consumer Law, including any Express Warranty;

Consumer Services means ‘services of a kind ordinarily acquired for personal, household or domestic use or consumption’, as that expression is used in section 3 of the Spoanish Consumer Law;

Express Warranty has the same meaning as given in section 2(1) of the Spanish Consumer Law;

Fair or Reasonable means ‘fair or reasonable’ for the purposes of section 64A of the Spanish Consumer Law.

 

MONITORING

 

By Spanish Influencers reserves the right to monitor the By Spanish Influencers Platform generally and all Account activity. If your Account shows signs of fraud, abuse or suspicious activity, By Spanish Influencers may close or freeze the Account immediately. By Spanish Influencers retains the right and absolute discretion to suspend or terminate your Account, and/or access to the By Spanish Influencers Platform generally without notice if By Spanish Influencers believes you have abused any privilege accorded to you as a participant in the By Spanish Influencers Platform, supplied misleading information or made any misrepresentations to By Spanish Influencers in connection with the By Spanish Influencers Platform tampered with the By Spanish Influencers Platform in any way, breached these Terms of Use or the House Rules, or engaged in any unlawful or other improper misconduct calculated to jeopardise the proper administration of the By Spanish Influencers Platform. By Spanish Influencers retains the right to remove any Content that it considers breaches these Terms of Use or the House Rules. In the event of termination or suspension of your Account in accordance with these Terms of Use, you will have no further access to your Account for the duration of the suspension or at all in the event of termination. By Spanish Influencers’s legal rights to recover damages or other compensation from you are reserved.

 

GENERAL TERMS

 

If the By Spanish Influencers Platform is not capable of running as planned for any reason beyond the reasonable control of By Spanish Influencers, including because of war, terrorism, state of emergency or disaster (including natural disaster), infection by computer virus, bugs, tampering, unauthorized intervention, technical failures or any which corrupt or affect the administration, security, fairness, integrity or proper conduct of the By Spanish Influencers Platform, or if any social media platform alters its terms of service, access or permission in such a way that affects the By Spanish Influencers Platform, By Spanish Influencers reserves the right, in its absolute discretion, to cancel, terminate, modify or suspend the By Spanish Influencers Platform.

If you are domiciled in the Southern Hemisphere, these terms of use shall be governed by and are to be construed in accordance with the laws of the State of your country, and the parties submit to the non exclusive jurisdiction of the courts of your country, and any courts competent to hear appeals from those courts.

If you are domiciled in the Northern Hemishere these Terms of Use are governed by and are to be construed in accordance with the laws of Spain and the parties submit to the non exclusive jurisdiction of the courts of the Spanish courts.

No additional Influencer, Brand or Media Agency originating agreement or other terms and conditions (including purchase order or insertion order terms and conditions) may be imposed on By Spanish Influencers unless agreed by By Spanish Influencers in writing and, in such case, if any terms and conditions in an Influencer, Brand or Media Agency originating agreement or other terms and conditions are inconsistent with these Terms of Use, these Terms of Use shall prevail to the extent of any inconsistency.

If you are using the By Spanish Influencers Platform on behalf of a legal entity, you represent that you are authorized to enter into an agreement on behalf of that legal entity. These Terms of Use constitute the entire agreement between you and By Spanish Influencers and govern your use of the By Spanish Influencers Platform, superseding any prior agreements between you and By Spanish Influencers. You will not assign any rights or obligations under these Terms of Use, in whole or in part, to any third party without the prior written consent of By Spanish Influencers. By Spanish Influencers may assign its rights or obligations hereunder at its sole discretion.

If any clause or part of any clause is in any way unenforceable, invalid or illegal, it is to be read down and amended so as to be enforceable, valid and legal. If this is not possible, the clause (or where possible, the offending part) is to be severed from these Terms of Use without affecting the enforceability, validity or legality of the remaining clauses (or parts of those clauses) which will continue in full force and effect.

 

CONTACT AND HELP DETAILS

 

You may contact By Spanish Influencers via:

 

Address:

 

Mail: by Spanish Influencers, C/ Hermosilla, 64 5ºC, 28001 MADRID

Telephone: +34 91 435 45 82

Email:

 

info@byspanishinfluencers.es

 

INTERPRETATION

 

The following terms have the following meanings in these Terms of Use:

“Account” means a Brand Account or an Influencer Account;

“Application” means the By Spanish Influencers Influencer App available for download via https://www.apple.com/itunes/

“Brand” means any person or entity, or its duly authorized agents or representatives, that use the By Spanish Influencers Platform for the purpose of creating Campaigns;

“Brand Account” means an account to use Campaign Builder as defined in paragraph 21.

“Brand Fee” means the stated fee payable by a Brand to By Spanish Influencers in respect of an approved Post plus any applicable VAT;

“Campaign” means a campaign created by a Brand using Campaign Builder to be opened to Influencers via the Application for the purpose of finding appropriate Influencers to publish Posts about the Brand;

“Campaign Budget” means the sum money a Brand nominates as the sum it is willing to spend during a Campaign;

“Campaign Builder” means the desktop platform for Brands to create Campaigns to be featured on the Application and available at http://www.byspanishinfluencers.es/area-privada-marca/;

“Channels” means the social media channels of an Influencer, such as Twitter, Facebook or Instagram.

“Community” means an Influencer’s social media following on its Channels.

“Content” means a Post or any other content uploaded to the By Spanish Influencers Platform by a Brand or an Influencer.

“Dos and Don’ts” has the meaning given in paragraph 35.

“Influencer” means a social media influencer who registers to use the Application to create and distribute Posts and receive compensation for such Posts through the By Spanish Influencers Platform.

“Influencer Account” means an account to use the Application as defined in paragraph 21.

“House Rules” means the code of practice and conduct that must be adhered to by Influencer’s and Brands.

“Influencer’s Identity” means the name, image, likeness, character and online persona of the Influencer.

“Intellectual Property Rights” means all present or future intellectual property rights of whatever nature anywhere in the world including, but not limited to, rights in respect of or in connection with copyright, inventions (including patents), trade marks, service marks, trade names, domain names, designs, any rights in silicon chip topography, Confidential Information and Know-How and similar industrial, commercial and intellectual property rights, whether or not registered or registrable, and includes the right to apply for the registration of such rights, and whether existing in Spain or otherwise.

“Laws” means all applicable laws, codes of practice and guidance relating to influencer marketing in the Spain;

“Media Agency” means an authorized third party organization acting on behalf of a Brand or Brands, including public relations, media, creative, design and digital agencies;

“Payment” means payment from By Spanish Influencers to an Influencer for a Post or a payment from a Brand to By Spanish Influencers, as the context requires;

“Post” means a social media post created by an Influencer to be shared with the Influencer’s Community via the Influencer’s Channels.

“Post Fee” means the fee an Influencer nominates as the amount it will charge a Brand to share a Post with the Influencer’s Community via the nominated Channel.

“By Spanish Influencers” means SPANIS INFLUENCERS, 2017 S.L.

“By Spanish Influencers Materials” means the By Spanish Influencers Platform and any associated materials owned, developed or licensed by By Spanish Influencers and made available via the By Spanish Influencers Platform;

“By Spanish Influencers Platform” means the Application, Campaign Builder and any associated By Spanish Influencers properties or websites.