Last Updated: March 31st, 2015
The Platform is provided solely (the “Permitted Use”) to: (1) assist you in gathering information about the various types of Campaign opportunities and Campaign Initiators available on the Platform, including profiles, price ranges, and Campaign descriptions (each, a “Campaign Initiator Profile”); (2) enable you to post information regarding yourself and to respond to any Campaign opportunities; (3) post reviews of Campaign Initiators; (4) facilitate communication with Campaign Initiators with the objective of entering into a Campaign Agreement; and (5) facilitate the transmission of payments from the Campaign Initiator to you under a Campaign Agreement (“Platform Services”).
Hypemarket reserves the right to change any information, material or content (including, but not limited to, price, features, availability of Campaign Initiators, Campaign Initiator Profiles, types of Campaigns, and reviews of Campaigns and Campaign Initiators) contained on or provided through the Platform (the "Content") at any time, and from time to time, without notice.
Use of the Platform
You will be required to successfully sign up for a user account (the “User Account”) using the available interfaces at the Platform and be issued with a username and password login credentials by Hypemarket (“User ID”) in order to use the Platform and communicate with Campaign Initiators through the Platform. If you are issued with a User ID, you shall keep your User ID secure and shall not share your User ID with anyone else, and you shall not collect or harvest any personal data of any other user of Hypemarket, including account names. Hypemarket reserves the right to disable any User Account issued to you at any time in Hypemarket’s sole discretion. If Hypemarket disables access to a User Account issued to you, you may be prevented from accessing Hypemarket, your account details or any Campaigns that are associated with your account.
Term and Termination
Campaign Agreements with Campaign Initiators
If you enter into a Campaign Agreement other than through the use of the Platform, you will notify Hypemarket within seven (7) days of the date of such Campaign Agreement.
Facilitated Payments Withholding Consent
If Hypemarket facilitates the transmission of any payments from the Campaign Initiator to you in connection with a Campaign Agreement (each, a “Facilitated Payment”), Hypemarket may in its sole discretion withhold from any such Facilitated Payment any amounts that are payable to Hypemarket by the applicable Campaign Initiator in connection with that Campaign Agreement. Hypemarket is not your trustee or fiduciary in respect of any Facilitated Payments or any Campaign Agreements. Hypemarket reserves the right, at its sole discretion, to place a hold on a Facilitated Payment, if Hypemarket determines that the funds may be subject to a breach of applicable law (e.g. fraud or money laundering), or if Hypemarket is required to cooperate with law enforcement. Furthermore, Hypemarket may hold funds from an Instagrammer, if that Instagrammer has used automated programs to gain more 'likes', 'follows', or 'comments' on their page, or any other stat applicable to their Instagram account. Hypemarket may in its sole discretion withhold any such Facilitated Payment, for reasons they deem necessary to protect companies using the site.
Hypemarket reserves the right to offer Campaign Initiator a refund if an Instagrammer does not post within 30 days of proposal acceptance and agreement.
All payments or commissions received by Hypemarket from a Campaign Initiator or Instagrammer are 100% non-refundable upon receipt by Hypemarket. Hypemarket shall have the sole and absolute discretion to refund all or a portion of any commission or payment received.
Six Month Exclusivity
For a period of six (6) months commencing on the later of: (i) the date when you last communicated with a Campaign Initiator in respect of a Campaign, whether through the Platform or otherwise, and (ii) the execution date of a Campaign Agreement entered into with a Campaign Initiator (the “Commencement Date”), neither you nor your agents or affiliates will enter into an agreement directly or indirectly with such Campaign Initiator for the creation of any promotional media content, subject to the following exemptions:
The agreement you are entering into with the Campaign Initiator is a Campaign Agreement, in respect of which Hypemarket will receive a fee as provided for thereunder; or
You were engaged in good-faith negotiations with the Campaign Initiator for the creation of that promotional media content on or before the Commencement Date; or
You are renewing a pre-existing agreement with the Campaign Initiator that expired after the Commencement Date.
Reviews and Comments
Hypemarket takes no responsibility and assumes no liability for any Submissions posted or submitted by you. Hypemarket has no obligation to post your Submissions and reserves the right, in its absolute discretion to determine which Submissions are published on the Platform. If you do not agree to these terms, please do not provide us with any Submissions.
You are fully responsible for the content of your Submissions, specifically including, but not limited to, reviews posted to the Platform. You shall not post or transmit to or from the Platform: (i) any unlawful, threatening, libelous, defamatory, obscene, pornographic, or other material or content that would violate rights of publicity and/or privacy, or that would violate any law; (ii) any commercial material or content (including, but not limited to, solicitation of funds, advertising, or marketing of any good or services); and (iii) any material or content that infringes, misappropriates or violates any copyright, trademark, patent right or other proprietary right of any third party. You shall be solely liable for any damages resulting from any violation of the foregoing restrictions, or any other harm resulting from your posting of content to the Platform. You acknowledge that Hypemarket may exercise its rights (e.g. use, publish, delete) to use any Submissions without any notice to you.
All Content, including (without limitation) all designs, infrastructure graphics, pictures, illustrations, software, artwork, video, music, sound, names, words, titles, phrases, logos and marks displayed on the Platform, are owned or licensed by Hypemarket and are protected by copyright, trade-mark and other intellectual property laws.
All contents of the Hypemarket website are: © 2015 Vibrant Light, LLC.
Please note that Campaign Initiators may have additional privacy policies or statements which govern their practices in collecting, storing, using and disclosing your personal information. Please read those additional privacy policies or statements carefully. You hereby represent and warrant to Hypemarket that you have familiarized yourself and agree with those privacy policies or statements imposed by any Campaign Initiator with whom you elect to deal through the Platform.
No Unlawful or Prohibited Use
You shall not, without Hypemarket's prior written permission, use the Platform and the Content for purposes other than the Permitted Use. Without limiting the generality of the foregoing, you shall not, and shall not permit anyone else to: (a) “frame”, “mirror” or otherwise incorporate the Platform or the Content or any part thereof on any commercial or non-commercial website; (b) access, monitor or copy any part of the Platform or the Content using any robot, spider, scraper or other automated means or any manual process for any purpose without our express written permission; (c) violate the restrictions in any robot exclusion headers on the Content or the Platform or bypass or circumvent other measures employed to prevent or limit access to the Platform; (d) take any action that imposes, or may impose, in Hypemarket’s discretion, an unreasonable or disproportionately large load on the Platform; (e) deep-link to any portion of the Platform for any purpose; (e) remove (or permit anyone else to remove) any watermarks, labels or other legal or proprietary notices included in any Campaign, the Platform or the Content; (f) modify or attempt to modify (or permit anyone else to modify or attempt to modify) the Platform or any Campaigns, including any modification for the purpose of disguising or changing any indications of the ownership or source of the Platform or a Campaign (g) use the Platform or any Campaign or Content as part of any service for sharing, lending or multi-person use, or for the purpose of any other institution, except as specifically permitted by an applicable Campaign Agreement and only in the exact manner specified and enabled by therein; (h) attempt to, assist, authorise or encourage others to circumvent, disable or defeat any of the security features or components, such as digital rights management software or encryption, that protect the Platform; (i) copy, reproduce, modify, distribute, transfer, sell, publish, broadcast, perform, transmit, publish, license or circulate in any form any part of the Platform or the Content; (j) create derivative works based on the Platform or the Content, in whole or in part, or to decompile, disassemble, reverse engineer or other exploit any part of the Platform or the Content; (k) use of access the Platform in a manner that violates the rights (including, but not limited to intellectual property rights) of any third party; or (l) upload to or transmit through the Platform any information, images, text, data, media or other content that is offensive, hateful, obscene, defamatory or violates any laws, in each case as determined by Hypemarket in its sole discretion.
Third Party Websites
The Platform may provide links to third party websites. Hypemarket does not endorse the information contained on those web sites or guarantee their quality, accuracy, reliability, completeness, currency, timeliness, non-infringement, merchantability or fitness for any purpose. The content in any linked web site is not under Hypemarket's control, and if you choose to access any such web site, you do so entirely at your own risk.
The downloading and viewing of Content is done at your own risk. Hypemarket cannot and does not guarantee or warrant that the Platform or the Content are compatible with your computer system or that the Platform or the Content, or any links from the Platform or the Content, shall be free of viruses, worms, trojan horses or disabling devices or other code that manifests contaminating or destructive properties. You are responsible for implementing safeguards to protect the security and integrity of your computer system, and you are responsible for the entire cost of any service, repairs or connections of and to your computer system that may be necessary as a result of your use of the Platform.
Communications Not Confidential
Hypemarket does not guarantee the confidentiality of any communications made by you through the Platform. Although Hypemarket generally adheres to the accepted industry practices in securing the transmission of data to, from and through the Platform, you understand, agree and acknowledge that Hypemarket cannot and does not guarantee the security of data transmitted over the Internet or public networks in connection with your use of the Platform or any Campaigns.
DISCLAIMER AND LIMITATION OF LIABILITY
THE PLATFORM AND THE CONTENT ARE PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. USE OF THE PLATFORM OR THE CONTENT IS AT YOUR OWN RISK. Hypemarket DOES NOT MAKE ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS ABOUT THE QUALITY, ACCURACY, RELIABILITY, COMPLETENESS, CURRENCY, OR TIMELINESS OF THE PLATFORM OR THE CONTENT. THE PLATFORM AND THE CONTENT MAY INCLUDE ERRORS, OMISSIONS AND INACCURACIES, INCLUDING, WITHOUT LIMITATION, PRICING ERRORS. Hypemarket DOES NOT ASSUME ANY RESPONSIBILITY FOR ANY ERRORS, OMISSIONS OR INACCURACIES IN THE PLATFORM OR THE CONTENT. IN ADDITION, Hypemarket EXPRESSLY RESERVES THE RIGHT TO CORRECT ANY PRICING ERRORS ON THE PLATFORM.
BUSINESS AND CAMPAIGN REVIEWS DISPLAYED ON THE SITE ARE INTENDED AS ONLY GENERAL GUIDELINES, AND Hypemarket DOES NOT GUARANTEE THE ACCURACY OF THE REVIEWS. Hypemarket MAKES NO GUARANTEES ABOUT THE AVAILABILITY OF SPECIFIC BUSINESSES, CAMPAIGNS OR TYPES OF CAMPAIGNS.
TO THE FULLEST EXTENT PERMITTED BY LAW, Hypemarket DISCLAIMS ALL WARRANTIES, REPRESENTATIONS AND CONDITIONS OF ANY KIND WITH RESPECT TO THE PLATFORM AND THE CONTENT WHETHER EXPRESS, IMPLIED, STATUTORY OR COLLATERAL, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OR THAT THE PLATFORM OR THE CONTENT ARE OR WILL BE ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION. IN NO EVENT WILL Hypemarket BE LIABLE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER LEGAL THEORY, FOR ANY DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, LOST PROFITS, LOSS OF USE, LOSS OF DATA, PERSONAL INJURY, FINES, FEES, PENALTIES OR OTHER LIABILITIES), WHETHER OR NOT Hypemarket IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM OR RELATED TO THE USE OF, OR THE INABILITY TO MAKE USE OF, THE PLATFORM OR THE CONTENT OR ANY CAMPAIGN AGREEMENT.
BUSINESSES ENGAGING YOUR SERVICES THROUGH THE PLATFORM ARE INDEPENDENT ORGANIZATIONS AND NOT CONTRACTORS, AGENTS OR EMPLOYEES OF Hypemarket. Hypemarket IS NOT LIABLE FOR THE ACTS, ERRORS, OMISSIONS, REPRESENTATIONS, WARRANTIES, BREACHES OR NEGLIGENCE OF ANY BUSINESSES OR FOR ANY PERSONAL INJURIES, DEATH, PROPERTY DAMAGE, OR OTHER DAMAGES OR EXPENSES RESULTING THEREFROM AND TAKES NO RESPONSIBILITY WHATSOEVER RELATED TO ANY CAMPAIGNS OR CAMPAIGN AGREEMENTS.
The limitation above reflects the allocation of risk between the parties. The limitations specified in this section will survive and apply even if any limited remedy specified in these terms is found to have failed of its essential purpose.
Geographic Application of the Platform
Not all of the Influencers, Campaigns and services described on the Platform are available in all jurisdictions. Furthermore, nothing on the Platform constitutes an offer or solicitation to buy or sell any product or service to anyone in any jurisdiction in which such an offer or solicitation is prohibited by law.
Governing Law and Jurisdiction
Except as restricted by applicable law, you hereby consent to the exclusive jurisdiction and venue of courts in Los Angeles, California, USA in all disputes arising out of or relating to the use of the Platform or the Content.
Entire Agreement, Waiver and Severability