Creator Community Agreement
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This Contributor Network Agreement (“Agreement”) is a binding contract between you (“You,” “Your” or “Contributor”) and Catch&Release, Inc. (“C+R”), including its affiliates, effective as of the date You sign up for the Creator Community (the “Effective Date”). The Agreement sets forth the terms under which C+R can use content that You post on social media platforms, including, but not limited to, Instagram, YouTube, Twitter, TikTok, and Vimeo. Content downloaded and archived by C+R (“Content”) will become part of C+R’s Creator Community (the “Creator Community”) and be accessible by potential sub-licensors for consideration for advertising and other commercial uses. By signing this Agreement and accessing the Platform, You also agree to C+R Terms of Use.
1. Limited Grant of Rights.
To ensure your content is readily available for ad campaign opportunities, you grant C+R the right to include Your Content in promotional and advertising materials. Additionally, You grant C+R the non-exclusive right to host, download, distribute, archive, and display Your Content on the Catch+Release Platform.
2. Use Restrictions.
You may not use the Platform to do or share anything: (i) which violates this Agreement, the Terms of Use referenced above, or other terms and policies that apply to Your use of the Platform; and/or (ii) that is unlawful, misleading, discriminatory or fraudulent (or assists someone else in using the Platform in such a way). C+R may remove or restrict access to Content that is in violation of these use restrictions and C+R may also suspend or disable Your access to the Platform for conduct which violates these use restrictions. To help support the Creator Community, we also encourage You to report content or conduct that You believe violates these use restrictions and/or Your rights. C+R may also remove or restrict access to Content or to the Platform if C+R determines that doing so is reasonably necessary to avoid or mitigate: (i) misuse of the Platform; and/or adverse legal or regulatory impacts on C+R.
3. Representations; Warranties.
You represent and warrant that You own or have the necessary rights to share the Content and that sharing the Content will not infringe or violate: (i) someone else’s rights, including their intellectual property rights (such as by infringing another’s copyright or trademark), unless an exception or limitation applies under applicable law; and/or (ii) someone else’s moral, rights to privacy or publicity.
Non-Disparagement: You also represent and warrant that You will not disparage C+R, its Sub-Licensees and their successors, assigns, agents, or distributors. For the avoidance of doubt, “disparage” shall mean any negative statement, whether written or oral, about C+R its Sub-Licensees and their successors, assigns, agents, or distributors. You understand and acknowledge that this non-disparagement clause is a material term of this Agreement and shall survive any termination of this Agreement.
4. Limitation of Liability.
IN NO EVENT WILL C+R BE LIABLE TO YOU FOR ANY LOST PROFITS, LOST REVENUES OR LOSS OF BUSINESS ADVANTAGE, COST OF COVER, OR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND WHETHER OR NOT YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. C+R’S TOTAL AGGREGATE LIABILITY TO YOU ARISING OUT OF OR REALTING TO THIS AGREEMENT OR YOUR USE OF THE PLATFORM WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS ($100 USD). THE LIMITATIONS SPECIFIED IN THIS PARAGRAPH SHALL SURVIVE AND APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
5. Term; Termination; Content Deletion.
Term: This Agreement shall remain in effect unless or until one party gives a written notice (“Notice of Termination”) to the other party. Any termination shall be effective thirty (30) days after the Notice of Termination is sent. It is important to note that any sublicense(s) to use the Content issued during the term of this Agreement shall not be impacted by the termination of this Agreement. The sublicense(s) issued during the term of this Agreement shall remain in effect subject to the terms outlined in the relevant license. If You decide to terminate this Agreement, please sent your Notice of Termination to C+R at businessaffairs@catchandrelease.com. Any Notice of Termination to You shall be delivered via the email address You provided during the registration for the Creator Community.
Effect of Termination: Any Sections that by their nature are intended to survive, including but not limited to: Limitation of Liability, Confidentiality, Effect of Termination, and Miscellaneous shall survive termination.
Content Deletion Requirements: Upon notice of termination being given, it may take C+R up to ninety (90) days to remove Your Content from the Platform, backups and/or disaster recovery systems. Content will not be deleted within ninety (90) days of the notice of termination in the following situations: if Your Content was used by others in accordance with this license or any other separate license and/or Agreement You enter into with C+R with regard to the Content; and/or (ii) deletion within ninety (90) days is not possible due to technical limitations of the Platform, in which case, C+R will complete the deletion as soon as technically feasible; Deletion of Your Content will also not occur within ninety (90) days where immediate deletion would restrict C+R’s ability to: (i) investigate or identify illegal activity or violations of C+R’s terms and policies (for example to investigate misuse of the Platform); (ii) protect the safety, integrity, and security of the Platform, C+R’s services, products, employees and ability to defend the same; (iii) comply with legal obligations for the preservation of evidence and/or record keeping obligations required by law; and/or (iv) comply with a request of a judicial or administrative authority, law enforcement or government agency, in which case Your Content will be retained for no longer than is necessary for the purposes for which it has been retained (the exact duration will vary on a case-by-case basis). In each of the above-referenced situations, the license granted herein will continue until the Content has been fully deleted.
6. Confidentiality.
You acknowledge that the terms of this Agreement and any non-public information regarding the business of C+R, including but not limited to C+R’s customers, sublicensees, products, and services shall be confidential (“Confidential Information”) and You agree to keep Confidential Information in strict confidence and not to use it in any way, except in performing Your obligations hereunder.
7. Miscellaneous.
Independent Contractor: Your relationship with C+R is that of an independent contractor and nothing in this Agreement is intended to, or shall be construed to, create a partnership, agency, joint venture, employment or similar relationship.
General: This Agreement shall be governed in all respects by and construed in accordance with the laws of the State of California, without regard to its conflicts of laws principles. Any controversy or claim arising out of or relating to this Agreement, or any breach thereof, shall be determined and settled by arbitration in San Francisco, California, pursuant to the rules then pertaining of the American Arbitration Association, and any award rendered shall be final and conclusive upon the parties and a judgment thereon may be entered in the highest court of the forum, state or federal, having jurisdiction. We will share equally the administrative costs of such arbitration proceedings. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to the law, the remaining provisions of this Agreement will remain in full force and effect. The waiver of any breach or default of this Agreement will not constitute a waiver of any subsequent breach or default.
Entire Agreement: This Agreement constitutes the complete and exclusive agreement between the parties with respect to the subject matter hereof and supersedes and replaces any and all prior or contemporaneous discussions, negotiations, understandings and agreements, written and oral, regarding such subject matter.
Assignment/Amendment: You agree that You shall not assign this Agreement without C+R’s prior written consent. C+R may assign this Agreement to a successor in interest in the event of a merger, acquisition or asset sale.
Updating C+R Terms: C+R is constantly working to improve our services and develop new features to make the Platform better for You and our customers. As a result, C+R may need to update the terms of this Agreement from time to time to: accurately reflect C+R’s services and practices; promote a safe and secure experience on the Platform; and/or comply with applicable law. Unless otherwise required by law, C+R will notify You before C+R make changes to this Agreement and give You an opportunity to review it before the changes go into effect. Once any updated terms in this Agreement are in effect, You will be bound by them if You continue to use the Platform and participate in the Creator Community.
Costs: You will be responsible for all costs expended by You and C+R will be responsible for all costs expended by C+R in connection with this Agreement.
Consent to Process and Store Personal Data: Pursuant to C&R’s obligations under the General Data Protection Regulations (“GDPR”), C&R is required to inform You that in order to fulfill its obligations under this Agreement, Your personal data which You provide to C&R in conjunction with this Agreement, including Your name, address, telephone number and email address, shall be processed and stored in accordance with GDPR.
No Guarantee of Revenue: You acknowledge that by entering into this Agreement and joining the Creator Community You are receiving good and valuable consideration, including the potential that Content will be publicly accessible on the Platform. You also acknowledge that C+R is not making any representation that You will receive revenue or other benefits from joining the Creator Community and You agree not to make any claim that C+R has not properly exploited the Content.
General Acknowledgement: You acknowledge and agree that You have read the foregoing terms of this Agreement, that You are at least eighteen (18) years of age and warrant that You fully understand and agree to the contents hereof.