Terms of Service - Advertiser

Terms of Service ("Terms")
Last updated:25 February 2020

Please read these Terms of Service ("Terms", "Terms of Service") carefully before using the website (the "Service") operated by Sponsor My Content Pty Ltd ("The Company"/”Service Provider”). Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Service. By accessing or using the Service you agree to be bound by these Terms. If you disagree with any part of the terms then you may not access the Service.

1. Trusts

1.1 The Company will collect money from you as the Advertiser to hold on trust until the Content Provider fulfills their obligations under the contractual terms.

1.2 The money will be held for no more than 28 business days from the date an order is approved by you.

1.3 Payments made for the purposes of Clause 1.1 are shall be made by either PayPal or Stripe portals.

1.4 Payments made for the purposes of Clause 1.3 shall be made on a per order basis and by the payment method preferred by the Advertiser, subject to Clause 3.

1.5 The Company, as per clause 2.1, will withhold commission.

2. Commission

2.1 Where the Company retains money on trust for you, there will be a commission fee withheld by the Company at a rate of 20%.

2.1.1 Where the Content Provider does not fulfill their obligations under the contractual terms the commission is still payable to the Company.

3. Payments and Currency

3.1 All payments made to and paid out of the Company shall be in United States dollars ($US).

3.2 All matters pertaining to refunds made to the Advertiser, or any other refunds made as required from time to time shall be subject to Clause 3.1.

3.3 Telegraphic transfers of funds shall attract a fee equivalent to $30 Australian dollars (AUD) per transfer.

3.4 Notwithstanding Clause 3.3, the Company shall endeavor to pay reasonable transaction fees where we feel that it is economically viable (to our sole discretion), but we reserve the right at all times to pass on any transfer costs to the Content Provider.

4. Terms of Service changes

4.1 Advertisers should read and consider the Terms of Service provided by Third Party platforms.

4.2 Advertisers shall agree to be bound by such Terms of Service.

4.2.1 The agreement entered into at a particular point in time between the Content Provider and the Advertiser will not be affected by future changes to the Terms of Service.

5. Communication

5.1 The Service Provider shall be a party to all communication between the Advertiser and Content Providers.

5.2 Where the Content Provider wishes to post on any form of social media the Content Provider must forward a draft of the post to you for your approval.

5.2.1 Money on trust will only be released where your approval has been granted. 5.2.1.1 Money released is subject to commission as per clause 2.1.

6. Breach

6.1 Where the Content Provider breaches the Terms of Service for a third party’s platform, causing any Content to be removed, you are entitled to a refund of your monies held in trust subject to the commission as outlined in clause 2.1.

6.1.1 In the event that a third party removes the Content through no fault of the Content Provider, you will not be entitled to a refund of your money, and monies shall be paid to the Content Provider, subject to clause 2.1.

7. Internal Dispute Resolution

7.1 Where a dispute arises between the parties, it is an essential term of these Terms of Service that those parties must attend arbitration or mediation with the Service Provider prior to pursuing other legal avenues.

7.1.1 If a suitable agreement cannot be reached between the parties, as mediated under clause 7.1, the disputing parties shall be free to pursue their claims by legal means subject to clause 17.

8. Termination

8.1 We may terminate or suspend access to our Service immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach the Terms.

8.2 All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

8.3 In the event of false and/or misleading declarations on the part of the content provider regarding their subscribership numbers or any other material facts the company shall not be held liable.

9. Content

Our Service allows you to post, link, store, share and otherwise make available certain information, text, graphics, videos, or other material ("Content"). You are solely responsible for ensuring that your submissions will not contain third party copyrighted material or material that is subject to other third party proprietary rights unless you have permission from the rightful owner of the material. Furthermore you affirm, represent and warrant that you have and own the necessary licenses, rights and consents.

You will retain all your ownership rights for your Content. You hereby grant each user a non exclusive licence to access your Content through the service and to use, reproduce, distribute, display, publish and electronically transmit the Content as permitted through the functionality of the service and under these Terms of Service. You further agree that you will not submit to the Service any Content or any other material that is contrary to this agreement and or infringes upon the intellectual property rights of any persons.

10. Links To Other Web Sites

Our Service may contain links to third-party web sites or services that are not owned or controlled by the Company. The Company has no control over, and assumes no responsibility for, the Content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such web sites or services.

11. Changes

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will endeavour to provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

12. Warranty Disclaimer

12.1 The Service Provider represents and warrants that: 12.1.1 It will perform the services with reasonable care and skill; and

12.1,2 the services and the materials provided by the Service Provider under this agreement will not infringe or violate any intellectual property rights or other right of any third party.

13. Indemnity

13.1 To the fullest extent permitted by applicable law you agree to indemnify and hold Sponsor My Content harmless from and against all damages, losses and expenses of any kind including reasonable attorney fees and costs arising out of:

i. The use and access of the Service,
ii. Violation or breach of the agreement,
iii. User Content,
iiii. Any activity engaged in, via the Service, which is a violation of any law or the rights of a third party.

13.2 This defence and indemnification obligation will survive these Terms of Service and your use of the Service.

14. Limitation of Liability

14.1 The Service Provider shall not, to the extent permitted by law, be made liable to either the Advertiser’s or the Content Provider’s liability in contract, tort, or, including but not limited to, negligence arising directly out of or in connection with this agreement or performance or observance of its obligations under this agreement.

14.2 To the maximum extent permitted by applicable law Sponsor My Content shall not be liable for any indirect, incidental, special, consequential or punitive damages or further any loss or profits or revenue, goodwill, loss of data, harm to any computer systems or any other harm resulting as a consequence of the use of the Service and/or Content, or any other indirect or consequential loss or damage whatsoever.

14.3 Nothing in clause 14 will serve or limit to exclude either party’s liability for death or personal injury arising from its own negligence.

15. Severability

15.1 Unless otherwise stated should any provision of the agreements be held voidable or unenforceable for any reason or to any extent, such as violability or unenforceability will not render voidable or unenforceable the remaining provisions of the agreements and the application of any such provisions shall be enforced to the extent permitted by law.

16. Governing Law

These Terms of Service shall be governed by and construed in accordance with New South Wales Law, Australia, without giving effect to any principles of conflicts of law without application of the United Nations Convention of Controls for International Sale of Goods. You agree that any action at law or in equity arising out of or relating to these terms or your use or non-use of the Services shall be filed only in New South Wales courts and you hereby consent to the jurisdiction of such courts for the purposes of litigation.

17. Assignment

17.1 The Company may assign the agreements or any part of them and may delegate any of the obligations under the agreements.

17.2 You may not assign the agreements or any part of them nor transfer your rights under the agreements to any third party.

18. Intellectual property rights

18.1 The Content Provider agrees to grant to the Service Provider a non-exclusive, irrevocable, royalty-free licence to use, copy and modify any elements of the Material not specifically created for the Advertiser as part of the Services. In respect of the Material specifically created for the Advertiser as part of the Services, the Content Provider assigns the full title guarantee to the Service Provider and any all of the copyright, other intellectual property rights and any other data or material used or subsisting in the Material whether finished or unfinished. If any third party intellectual property rights are used in the Material the Content Provider shall ensure that it has secured all necessary consents and approvals to use such third party intellectual property rights for the Advertiser and the Content Provider.

18.2 For the purposes of Clause 18.1, "Material" shall mean the materials, in whatever form, used by the Content Provider to provide the Services and the products, systems, programs or processes, in whatever form, produced by the Content Provider pursuant to these Terms.

19. Miscellaneous

19.1 The failure of either party to enforce its rights under this agreement at any time for any period shall not be construed as a waiver of such rights.

19.2 If any part, term or provision of this agreement is held to be illegal or unenforceable neither the validity nor enforceability of the remainder of this agreement shall be affected.

19.3 This agreement constitutes the entire understanding between the parties relating to the subject matter hereof unless any representation or warranty made about this agreement was made fraudulently.

19.4 Neither party shall be liable for failure to perform or delay in performing any obligation under this agreement if the failure is caused by circumstances beyond its reasonable control. If the delay or failure occurs for longer than seven (7) business days, the party affected by such delay or failure shall be entitled to terminate the agreement by notice in writing to the other.

20. Minor Users

20.1 When the “I verify that I am at least 16 years of age” is selected when you sign up to the Service, an electronic mail will be sent to your nominated email address.

20.2 A Parental Permission Form is attached to the electronic mail forwarded to you pursuant to Clause 20.1.

20.3 For the purposes of Clause 20.2, it is your responsibility to complete this form and return it to the Company within seven (7) days of the date of the electronic mail.

20.4 Failure to comply with Clause 20.3 may result in your account being deleted in the sole discretion of the Company.

Contact Us :

If you have any questions about these Terms, please contact us at: legal@sponsormycontent.com.