KOFLUENCE - TERMS AND CONDITIONS
GENERAL TERMS AND CONDITIONS
This is an electronic generated document in accordance with the Information Technology Act, 2000 and Rules made thereunder and does not require any physical or digital signature.
This is a legal agreement between you, the potential user of this website ("You", "Your", "User", "Influencer") and Kofluence ("We", "Us", "Our", "Kofluence"). Your use of Our products, services and web sites or any of the products and services offered on this site (collectively, the "Services") is conditioned upon your acceptance without modification of these General Terms and Conditions ("General Terms & Conditions").
These General Terms & Conditions apply to the entire contents of the platform "Kofluence" operated by Kofluence Tech LLP including, without limitation, the website or any application or software used to access the platform ("Website" or "mobile application").
Please read these General Terms & Conditions carefully along with the Influencer Terms & Conditions and Brands Terms & Conditions. If you do not agree to these General Terms & Conditions read with other Terms & Conditions and/or other documents / information / rules /regulations, you should not use the Services. You understand and agree that Kofluence will consider your use of the Services as agreement to all the Terms and Conditions (General, Brands and Influencer Terms & Conditions).
Kofluence may at its sole discretion modify these General Terms & Conditions along with the Influencer Terms & Conditions and Brands Terms & Conditions at any time and such modifications will be effective immediately upon being posted on the Kofluence platform.
Your use of Kofluence website https://www.kofluence.com, mobile application (hereinafter referred to as "Kofluence") and services & tools are governed by the following General Terms and Conditions as applicable to Kofluence. If you transact on Kofluence, you shall be subject to the policies that are applicable to the Kofluence platform for such transaction. For the purpose of these General Terms & Conditions and other specific Terms & Conditions, wherever the context so require, " You" shall mean any natural or legal person who has agreed to become a member of this Kofluence platform by providing registration data / information while registering on this platform as a Registered User.
When You use any of the services provided by Kofluence, including but not limited to customer reviews, You will be subject to the rules, regulations, guidelines, policies, terms and conditions applicable to such service, and they shall be deemed to be incorporated into these General Terms & Conditions and shall be considered as part and parcel of these General Terms & Conditions. Kofluence reserves the right, at its sole discretion, to change, modify, add or remove portions of these General Terms & Conditions, at any time. It is your responsibility to check all the Terms and Conditions (General, Brands and Influencer Terms & Conditions) periodically for changes. Your continued use of the Kofluence platform following the posting of changes shall mean that You accept and agree to all the changes. As long as You comply with all the Terms and Conditions (General, Brands and Influencer Terms & Conditions), we grant You a personal, non-exclusive, non-transferable, limited privilege to enter and use the Kofluence platform.
By subscribing/registering to/on or using platform including the website/app, its sub-domains and/or any services provided on the website/app, You agree that You have read, understood and have agreed to be bound by all the Terms and Conditions (General, Brands and Influencer Terms & Conditions), regardless of how You subscribe to or use the Services. If You do not want to be bound by all the Terms and Conditions, You must not subscribe to or register or use the Kofluence platform or any of its Services.
1.1 Kofluence Tech LLP owns and operates the platform 'Kofluence' available on any compatible device including computers, mobile device, tablet device etc. that links the user to these General Terms and Conditions.
1.2 Kofluence Tech LLP is pleased to offer to a person who accesses Kofluence through any compatible device the ability to collaborate with Brands by participating in the Campaigns / promotional activity offered by the Brands through the Kofluence platform in consideration of Fees / Compensation.
2. KOFLUENCE SERVICE
2.1 Kofluence shall be entitled to modify these General Terms & Conditions (along with Brands Terms & Conditions and Influencer Terms & Conditions) at any time, by posting the same on the Kofluence platform. Use of Kofluence constitutes your acceptance of such amended Terms & Conditions (modified General Terms & Conditions or modified Brands Terms & Conditions or modified Influencer Terms & Conditions) and the rules referred to herein or provided by Kofluence in relation to any Kofluence services, as may be amended from time to time. You may then exercise the options provided in such an email and/or notification to indicate non-acceptance of all the modified Terms & Conditions or the rules. If You do not exercise such an option within the prescribed time frame in the email or notification, You will be deemed to have accepted all the modified Terms & Conditions and the rules provided by Kofluence.
2.2 Users accessing and/or using the Kofluence platform from a particular jurisdiction shall comply with all the applicable laws, rules and regulations in that jurisdiction. Kofluence shall not be held liable for non-adherence and/or non-compliance by the said Users with the applicable laws, rules and regulations of the said jurisdiction that they are accessing and/or using the Kofluence platform from.
2.3 Kofluence platform may contain links to third-party websites that are not owned or controlled by Kofluence. Kofluence has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites. In addition, Kofluence will not and cannot censor or edit the content of any third-party site. By using the Kofluence platform and its services, you expressly acknowledge and agree that Kofluence shall not be responsible for any damages, claims or other liability arising from or related to your use of any third-party website.
3. USER REGISTRATION
3.1 You may use the Kofluence platform without registration. However, to participate in the activities of the Kofluence platform You shall be required to create an account by logging in through your mobile number and/or email ID on the Kofluence platform. You, after verifying the One-Time Password (OTP) received on your registered mobile number and/or email ID, shall then be required to connect your third-party social media accounts including but not limited to Instagram account, Twitter account, Facebook account, LinkedIn account or any other third-party service account permitted by the Kofluence platform. You agree and accept that You will:
a) Provide true, accurate, correct and complete information through connecting your third-party social media account and/or as prompted by the applicable registration form and/or while updating any information on the Kofluence platform after registration.
b) Maintain and update true, accurate, correct and complete information provided by you during the registration process and/or through third-party social media account and/or through the applicable registration form.
3.2 You shall be solely responsible for maintaining the confidentiality of your account including but not limited to username and password (if any).
3.3 You shall be solely responsible for the registration information provided by You and the consequences of posting or publishing them through the Kofluence platform. Kofluence is only acting as a repository of data and makes no guarantee as to the validity, accuracy, or legal status of any information.
3.4 If, at any time, Kofluence believes that your account and password (if any) is being misused in any manner, or that the information provided by you during the above stated registration process is not true, inaccurate or incomplete, then Kofluence reserves the right to terminate/cancel or suspend/deactivate your account and block your access to the Kofluence platform. For the period your account is suspended/deactivated, we will not display and/or use your profile and/or any data to anyone using the Kofluence platform.
3.5 You shall be solely and exclusively responsible for any and/or all the activities that are carried through your account. You agree to notify Kofluence of any unauthorized use of your account and/or any breach of security via email at email@example.com. Kofluence shall not be liable for any loss that You may incur as a result of another person(s) using your account username and/or password (if any) and/or your failure to comply with this Clause. You shall be solely and exclusively liable for all the losses to Kofluence and/or other claims, damages, fines due to such an unauthorized use.
3.6 If Kofluence charges you a platform fee (facilitation fee) in respect of any Kofluence service(s) and/or pursuant to the Campaign guidelines, Kofluence shall refund such platform fee (facilitation fee) on a pro rata basis in the event of suspension and/or termination of your account or Kofluence services on account of any fault on the part of Kofluence.
4. UNSOLICITED SUBMISSIONS
4.1 We are pleased to hear from our customers and welcome their comments on Kofluence. Unfortunately, however, our company policy does not allow us to accept or consider creative ideas, suggestions or materials other than those it has specifically requested. We hope the User will understand that it is the intent of this policy to avoid the possibility of future misunderstandings when projects developed by our professionals might seem to others to be similar to their own creative work. Accordingly, we shall, regretfully, request that the User do not send us any original creative materials such as ideas or original artwork. While we do value the User's feedback on Kofluence, we request that the User be specific in his/her comments and not submit any creative ideas, suggestions or materials.
4.2 If, despite our request, the User sends us creative suggestion(s), idea(s), note(s), drawing(s), concept(s) or other information (collectively, the "Unsolicited Submissions"), such Unsolicited Submission(s) shall be deemed, and shall remain, the property of Kofluence. None of the Unsolicited Submission(s) shall be subject to any obligation of confidence on the part of Kofluence, and we shall not be liable for any use or disclosure of any Unsolicited Submission(s).
4.3 Without limitation of the foregoing, we shall exclusively own all now known or hereafter existing rights to the Unsolicited Submission(s) of every kind and nature, in perpetuity, throughout the universe and shall be entitled to unrestricted use of the Unsolicited Submission(s) for any purpose whatsoever, commercial or otherwise, without compensation to the provider of the Unsolicited Submission(s). The User waives any and/or all moral rights in any such Unsolicited Submission(s) as well as any claim to a right of credit or approval. The foregoing shall also apply to any creative submissions the User makes at our specific request, unless otherwise agreed in writing.
5. CONDUCT OF THE USER
5.1 The User's use of the Kofluence platform constitutes the User's representation and warranty that the User is of legal age of 18 years or above to form a binding contract and that the User is not a person barred from using Kofluence by any law or decision of an authority.
5.2 The User, under The Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011 , hereby consents to provide any 'Sensitive personal data or information' such as financial information such as bank account or credit card or debit card or other payment instrument details or any other information detail, required by the Company at any time.
5.3 The User hereby also agrees to use the Kofluence platform only for lawful purposes. Specific prohibited activities include, but are not limited to:
i) criminal or tortuous activity, including child pornography, fraud including financial fraud and money laundering, trafficking in obscene material, drug dealing, gambling, harassment, stalking, spamming, spimming, sending of viruses or other harmful files, copyright infringement, patent infringement, or theft of trade secrets;
ii) promoting illegal or tortuous activities or conduct that is abusive, threatening, obscene, defamatory or libellous;
iii) using photos and/or pictures that are sexually explicit or pornographic, exposing the female breast or full exposure of either male or female buttocks, or any or all portions of the human genitalia; exposing anyone or anything involved in explicit sexual acts and/or lewd and lascivious behaviour, including masturbation, copulation, pedophilia, intimacy involving nude or partially nude people in heterosexual, bisexual, lesbian, or homosexual encounters; depicting anyone or anything that is crudely vulgar or grossly deficient in civility or behaviour or that shows scatological impropriety and any other content contravening good moral standards;
iv) attempting to circumvent, disable or otherwise interfere with security-related features of Kofluence or features that prevent or restrict use or copying of any content or enforce limitations on use of Kofluence or the content therein;
v) using cheats, exploits, automation software, bots, hacks, mods or any other unauthorized software designed to modify or interfere with the Kofluence platform, and taking advantage of cheats or exploits;
vi) using any software that intercepts, mines, or otherwise collects information about other Users or copies and stores any Proprietary Materials;
vii) interfering with, disrupting, or creating an undue burden on Kofluence or the networks connected to Kofluence;
viii) attempting to impersonate another User or person;
ix) soliciting personal information from anyone under the eighteen (18) years of age;
x) collecting, harvesting, soliciting or posting passwords or personally identifiable information from other Users;
xi) using the account, username, or password of another account holder at any time or disclosing the User account password to any third party or permitting any third party to access the User Account;
xii) using any information obtained from Kofluence in order to harass, abuse, or harm another person;
xiii) using any unfair, misleading or deceptive content intended to draw traffic to one's profile;
xiv) using Kofluence in a manner inconsistent with any and all applicable laws and regulations;
xv) sublicense, rent, lease, sell, trade, gift, bequeath or other transfer of the User account associated with the User account to anyone;
xvi) access or use of a third-party account that have been sublicensed, rented, leased, sold, traded, gifted, bequeathed, or otherwise transferred from the holder or the original account creator; and
5.4 The Users will immediately be banned from the accessing Kofluence if they are found to be participating in any one of these activities and/or any other activity not specifically stated under these General Terms & Conditions (read with Brands Terms & Conditions and Influencer Terms & Conditions). Any conduct by the User in violation of the foregoing prohibitions and/or any other activity not specifically stated under these General Terms & Conditions (read with Brands Terms & Conditions and Influencer Terms & Conditions) may result in the suspension or termination of his/her Account.
6.3 You shall note that Brands may have additional privacy policies and/or statements that govern their practices in collecting, storing, using and disclosing your personal information. You shall read those additional privacy policies and/or statements carefully. You hereby represent and warrant to Kofluence that you have familiarized yourself and agree with those privacy policies and/or statements imposed by any Brands, with whom you elect to deal through the Kofluence platform.
7. UNLAWFUL / PROHIBITED USE
7.1 You shall not, without Kofluence's prior written permission, use the Kofluence 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 Kofluence platform and/or the Content and/or any part thereof on any commercial or non-commercial website/platform;
b) access, monitor or copy any part of the Kofluence platform and/or the Content using any robot, spider, scraper or other automated means and/or any manual process for any purpose without Our expressed written permission;
c) violate the restrictions in any robot exclusion headers on the Content and/or the Kofluence platform and/or bypass and/or circumvent other measures employed to prevent or limit access to the Kofluence platform;
d) take any action that imposes, or may impose, in Kofluence's discretion, an unreasonable or disproportionately large load on the Kofluence platform;
e) deep-link to any portion of the Kofluence platform for any purpose;
f) remove (or permit anyone else to remove) any watermarks, labels and/or other legal or proprietary notices included in any Campaign, the Kofluence platform and/or the Content;
g) modify or attempt to modify (or permit anyone else to modify or attempt to modify) the Kofluence platform and/or any Campaigns, including any modification for the purpose of disguising and/or changing any indications of the ownership and/or source of the Kofluence platform and/or a Campaign;
h) use the Kofluence platform and/or any Campaign and/or Content as part of any service for sharing, lending or multi-person use, and/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;
i) attempt to, assist, authorize 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 Kofluence platform;
j) copy, reproduce, modify, distribute, transfer, sell, publish, broadcast, perform, transmit, publish, license or circulate in any form any part of the Kofluence platform and/or the Content;
k) create derivative works based on the Kofluence platform and/or the Content, in whole and/or in part, and/or to decompile, disassemble, reverse engineer and/or other exploit any part of the Kofluence platform and/or the Content;
l) use of access the Kofluence platform in a manner that violates the rights (including, but not limited to intellectual property rights) of any third party; or
m) upload to and/or transmit through the Kofluence platform any information, images, text, data, media or other content that is offensive, pornographic, hateful, obscene, defamatory or violates any laws, rules and regulations, in each case as determined by Kofluence in its sole discretion,
n) post, upload, publish, submit or transmit any Content that:
(i) infringes, misappropriates and/or violates a third party's patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity and/or privacy;
(ii) violates, or encourages any conduct that would violate, any applicable law, rule and regulation and/or would give rise to civil liability under relevant law in India;
(iii) is fraudulent, false, misleading or deceptive;
(iv) is defamatory, obscene, pornographic, vulgar or offensive;
(v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group;
(vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or
(vii)promotes illegal or harmful activities or substances.
7.2 You shall be solely liable for any damages resulting from any violation of the foregoing restrictions, and/or any other harm resulting from your posting of content on the Kofluence platform. You acknowledge that Kofluence may exercise its rights (e.g. use, publish, delete) to use any submissions without any notice to you.
8. THIRD PARTY WEBSITES
8.1 The Kofluence platform may provide links to third party websites. Kofluence does not endorse the information contained on those websites and/or guarantee their quality, accuracy, reliability, completeness, currency, timeliness, non-infringement, merchantability and/or fitness for any purpose. The content in any linked website is not under Kofluence's control, and if You choose to access any such web site, you do so entirely at your own risk.
8.2 Kofluence may enable you to link your User Account with a valid account on a third party social networking, email and/or content service such as Facebook, Instagram, YouTube, or Twitter (such service, a "Third-Party Service" and each such account, a " Third-Party Account") by allowing Kofluence to access your Third-Party Account, as is permitted under the applicable terms & conditions that govern your use of each Third-Party Account. You represent that You are entitled to disclose your Third-Party Account login information to Kofluence and/or grant Kofluence access to your Third-Party Account (including, but not limited to, for use for the purposes described herein) without you breaching any terms and conditions that govern your use of the applicable Third-Party Account and without obligating Kofluence to pay any fees and/or making Kofluence subject to any usage limitations imposed by such third-party service providers.
8.3 By granting Kofluence access to any Third-Party Accounts, You understand that Kofluence may access, make available and store (if applicable) any information, data, text, software, music, sound, photographs, graphics, video, messages, tags and/or other materials accessible ("Content") that You have provided to and/or stored in your Third-Party Account ("TPS Content") so that it is available on and through the Kofluence platform via your User Account. Depending on the Third-Party Accounts you choose and subject to the privacy settings that you have set in such Third-Party Accounts, personally identifiable information that you post to your Third-Party Accounts may be available on and through your User Account on the Kofluence platform. You hereby authorize Kofluence to retrieve information from, and submit information to, such Third-Party services at your request; and to provide services relating to any information we retrieve from those Third-Party Accounts.
Please note that if a Third-Party Account or associated service becomes unavailable or Kofluence's access to such Third-Party Account is terminated by the third-party service provider, then TPS Content will no longer be available on and through the Kofluence Materials. You have the ability to disable the connection between your User Account and Third-Party Accounts at any time by accessing the "Settings" section on the Kofluence platform. In most cases, we do not actually store the entirety of your TPS Content, but instead we collect and store the metadata associated with such TPS Content. You hereby authorized such collection and storage.
8.4 Relationship with Third-Party Services. Your relationship with the third-party service providers associated with your third-party accounts is governed solely by your agreement(s) with such third-party service providers, and Kofluence disclaims any liability for personally identifiable information that may be provided to it by such third-party service providers in violation of the privacy settings that You have set in such third-party accounts. Kofluence makes no effort to review any TPS Content for any purpose, including but not limited to, for accuracy, legality or non-infringement, and Kofluence is not responsible for any TPS Content. You should note that a Third-Party Service may change or amend its guidelines and our access to it at any time, and we cannot guarantee that our Services will always include a connection to such Third-Party Service.
8.5 We may hire other companies to perform certain business related functions such as processing payments on our behalf. Our payment processing partner(s) may request that You provide certain personal data (e.g., a valid government issued ID, your legal name, address, and data of birth) for the purpose of making payment through its financial institutions and complying with any laws, rules and regulations. They may also communicate directly with You regarding any issues with a payment. Any information provided to our third party will be confidential and only be used for intended purposes.
9.1 We may terminate your access to and use of the Services, at our sole discretion, at any time and without notice to you. You may cancel / delete your Account at any time by sending an email to us at firstname.lastname@example.org.
9.2 Upon any termination, discontinuation or cancellation of Services or your Account, all provisions of these General Terms & Conditions which by their nature should survive will survive, including but not limited to ownership provisions, warranty disclaimers, limitations of liability, and dispute resolution provisions.
10. KOFLUENCE'S INTELLECTUAL PROPERTY RIGHTS
10.1 All Kofluence Materials on the Kofluence 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 General Terms & Conditions. Nothing in these General Terms & Conditions will be taken to constitute a transfer, assignment or grant of any ownership rights in any Intellectual Property Rights in the Kofluence Materials to a Brand or Influencer.
10.2 All right(s), title(s) and interest(s) in all Intellectual Property Rights in all Kofluence's brands, logos, images, buttons, codes, layout, text, content, products and services as displayed on the Kofluence platform (the "Brand Features") are properties of Kofluence and shall remain or be vested in Kofluence at all times. Your use of the Kofluence 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 Kofluence platform. Kofluence, on a case by case basis and to the extent required, grants 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 Kofluence platform.
11.1 The Brand and the Influencer acknowledge that:
a) neither the Influencer nor Kofluence is required to purchase any of the Brand's products and/or services;
b) 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 shall be under no obligation to do so;
c) Kofluence shall not be responsible or liable in any way for late delivery or non-arrival of any products sent from a Brand to an Influencer;
d) 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 shall reflect the Influencer's genuinely held beliefs;
e) If an Influencer chooses to purchase a product, there is no guarantee that Influencer's post(s) and/or paid content about the product shall be approved by the Brand;
f) A product, service or other non-monetary arrangement cannot be offered or used as partial and/or full payment by a Brand for an Influencer's post and/or paid content;
g) Nothing in these General Terms & Conditions (read with Brands Terms & Conditions and Influencer Terms & Conditions) grants to the Influencer any ownership rights in the Intellectual Property Rights of the Brand; and
h) Nothing in these General Terms & Conditions (read with Brands Terms & Conditions and Influencer Terms & Conditions) requires the Brand to make use of any of the rights granted to the Brand by the Influencer under this Agreement.
12. INTERNATIONAL USERS
12.1 The Services can be accessed from countries around the world and may contain references to services and content that are not available in your country. These references do not imply that Kofluence intends to announce such services and/or content in your country.
12.2 The Services are controlled and offered by Kofluence from its facilities in India. Kofluence makes no representations that the Services are appropriate and/or available for use in other locations. Those who access and/or use the Services from other countries do so at their own volition and are responsible for compliance with the local law, rules and/or regulations.
13. COMMUNICATIONS NOT CONFIDENTIAL
13.1 Kofluence does not guarantee the confidentiality of any communications provided by You through the Kofluence platform. Although Kofluence generally adheres to the accepted industry practices in securing the transmission of data to, from and through the Kofluence platform, You understand, agree and acknowledge that Kofluence cannot and does not guarantee the security of data transmitted over the Internet and/or public networks in connection with your use of the Kofluence platform and/or any Campaign.
If Kofluence becomes aware of your possible violations of the General Terms & Conditions (read with Brands Terms & Conditions and Influencer Terms & Conditions), Kofluence reserves the right to investigate such violations. If, as a result of the investigation, Kofluence believes that criminal activity has occurred, Kofluence reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. Kofluence is entitled, except to the extent prohibited by applicable law/rule/regulation, to disclose any information or materials on or in the Services, including your Content, in Kofluence's possession in connection with your use of the Services:
a) comply with applicable laws, legal process or governmental request;
b) enforce the General Terms & Conditions (read with Brands Terms & Conditions and Influencer Terms & Conditions);
c) respond to any claims that your Content violates the rights of third parties;
d) respond to your requests for customer service; or
e) protect the rights, property or personal safety of Kofluence, its Users or the public, and all enforcement or other government officials, as Kofluence in its sole discretion believes to be necessary or appropriate.
In the event that Kofluence determines, in its sole discretion, that You have breached any portion of the Agreement, or have otherwise demonstrated conduct inappropriate for the Services, Kofluence reserves the right to:
a) Warn You via e-mail (to the e-mail address You have provided to Kofluence) that You have violated the Agreement;
b) Delete any of your Content provided by You and/or your agent(s) to the Services on the Kofluence platform;
c) Discontinue your registration(s) with any of the Services, including any Services or any Kofluence community;
d) Discontinue your subscription to any Services;
e) Notify and/or send Content to and/or fully cooperate with the proper law enforcement authorities for further action; and/or
f) Pursue any other action which Kofluence deems to be appropriate.
15. APPLICABLE LAW AND JURISDICTION
15.1 Kofluence is created and controlled by Kofluence Tech LLP in India. As such, the laws of India shall govern these General Terms & Conditions along with the Influencer Terms & Conditions and the Brands Terms & Conditions.
15.2 The User hereby irrevocably and unconditionally consents to submit all disputes pertaining to these General Terms & Conditions, the Influencer Terms & Conditions and the Brands Terms & Conditions to the exclusive jurisdiction of a sole arbitrator appointed as per the Arbitration and Conciliation Act 1996, as amended from time to time. The seat of arbitration shall be Bengaluru (Bangalore), India and the language of the proceedings shall be English.
16. DISCLAIMER AND LIMITATION OF LIABILITY
16.1 The Kofluence platform and/or the content are provided "as is" without warranty or condition of any kind use of the Kofluence platform and/or the content is at your own risk. Kofluence does not make any representations, warranties or conditions about the quality, accuracy, reliability, completeness, currency, or timeliness of the Kofluence platform and/or the content. The Kofluence platform and/or the content may include errors, omissions and inaccuracies, including, without limitation, pricing errors. Kofluence does not assume any responsibility for any errors, omissions or inaccuracies in the Kofluence platform and/or the content. In addition, Kofluence expressly reserves the right to correct any pricing errors on the Kofluence platform.
16.2 To the fullest extent permitted by law, Kofluence disclaims all warranties, representations and conditions of any kind with respect to the Kofluence 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 Kofluence platform and/or the content are and/or will be error-free and/or will operate without interruption.
In no event will Kofluence 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 Kofluence is advised of the possibility of such damages, resulting from or related to the use of, or the inability to make use of, the Kofluence platform or the content or any campaign agreement.
16.3 Businesses / Brands engaging your services through the Kofluence platform are independent organizations and not contractors, agents or employees of Kofluence. Kofluence 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 and/or campaign agreements.
16.4 Some jurisdictions do not allow exclusion and/or limitation of liability for consequential or incidental damages, so the above limitation may not apply to You. To the extent that the foregoing limitation does not apply, in no event will the total aggregate liability of Kofluence in connection with or under these General Terms & Conditions (read with Brands Terms & Conditions and Influencer Terms & Conditions), including from a campaign agreement, and/or your use of, or inability to make use of, the Kofluence platform and/or the content, and/or for any other claim related in any way to a campaign agreement, and/or your use of, or inability to make use of, the Kofluence platform and/or the content shall not exceed the total aggregate amount paid for the services or the equivalent in local currency. For greater certainty, the existence of one or more claims under these General Terms & Conditions (read with Brands Terms & Conditions and Influencer Terms & Conditions) shall not increase the maximum liability amount.
16.5 The limitations above reflect the allocation of risk between the parties. The limitations specified in this Clause shall survive and apply even if any limited remedy specified in these General Terms & Conditions is found to have failed of its essential purpose.
17.1 You shall defend, indemnify and hold harmless Kofluence and all of its officers, directors, employees and agents from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature including but not limited to reasonable legal and accounting fees, brought in connection with or as a result of:
a) Your breach of any of your warranties, representations or obligations under these General Terms & Conditions and/or any documents referenced herein or on the platform;
b) Your violation of any law, rules, requirements or guidelines and/or the rights of a third party (including, without limitation, intellectual property rights);
c) Your unauthorised use of the Kofluence platform;
d) breach of and/or failure to perform under any Campaign Agreement by You and/or by any third party acting on your behalf or with your permission; or
e) the use of any media content created by You, Brands and/or third parties in connection with a Campaign by You, Brands and/or by any third party acting on your behalf and/or with your permission; or
f) Any other breach or violation or unauthorised use not covered in sub-clauses (a) to (e) above of Clause 17 of these General Terms & Conditions and/or Brands Terms & Conditions and/or Influencer Terms & Conditions.
18. NON-COMMERCIAL USE
18.1 Kofluence User Account is for the User's personal use only and may not be used in connection with any commercial endeavours except those that are specifically endorsed and/or approved by us.
18.2 Any use of the Kofluence User Account in violation of the above provision, including communicating any advertisement or solicitation, or collecting usernames and/or email addresses of account holders by electronic or other means for the purpose of sending unsolicited email and/or unauthorized framing of or linking is prohibited and strict action shall be taken by us in our sole discretion.
19. FORCE MAJEURE
19.1 Neither Party shall be liable for delays and/or any failure to perform the Services under these General Terms & Conditions due to causes beyond its reasonable control. Such delays include, but are not limited to, fire, explosion, flood or other natural catastrophe, governmental legislation, acts, orders, or regulation, strikes or labour difficulties, to the extent not occasioned by the fault and/or negligence of the delayed Party. Any such excuse for delay shall last only as long as the event remains beyond the reasonable control of the delayed Party.
19.2 However, the delayed Party shall use its best efforts to minimize the delays caused by any such event beyond its reasonable control.
19.3 The delayed Party shall notify the other Party promptly upon the occurrence of any such event, or performance by the delayed Party shall not be considered excused pursuant to this Clause 19 (Force Majeure) and inform the other Party of its plans to resume performance.
20.1 All actions shall be subject to the limitations set forth herein. The language in these General Terms & Conditions, Brands Terms & Conditions and Influencer Terms & Conditions shall be interpreted as to its fair meaning and not strictly for or against any party. Should any part of these General Terms & Conditions, Brands Terms & Conditions and Influencer Terms & Conditions be held invalid or unenforceable, that portion shall be construed consistent with applicable law(s)/rules/regulations and the remaining portions shall remain in full force and effect. To the extent that anything in or associated with the Kofluence platform is in conflict and/or inconsistent with these General Terms & Conditions, these General Terms & Conditions shall take precedence. Our failure to enforce any provision of these General Terms & Conditions and/or a Campaign shall not be deemed a waiver of such provision nor of the right to enforce such provision. Our rights under these General Terms & Conditions and/or a Campaign shall survive any termination of the Agreement(s) with Kofluence.
The provisions of these General Terms & Conditions, Brands Terms & Conditions and Influencer Terms & Conditions are intended to be severable. If for any reason any provision of these General Terms & Conditions or Brands Terms & Conditions or Influencer Terms & Conditions is held invalid and/or unenforceable in whole or in part in any jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such invalidity or unenforceability without in any manner affecting the validity or enforceability thereof in any other jurisdiction or the remaining provisions hereof in any jurisdiction.
20.3 Confidentiality Restrictions on Use and Disclosure
i) Each Party, as an influencer ("Receiving Party"), represents, warrants and agrees with the other that:
a) It will not copy or reproduce any of Kofluence or Brand's (" Disclosing Party") Confidential Information without the consent of Disclosing Party for a period of three (3) years following receipt of such Confidential Information;
b) It will not disclose any of the Disclosing Party's Confidential Information to any third party, other than to those employees, attorneys, accountants and other advisors of the Receiving Party and its subsidiaries ("Agents") who have a need to know such Confidential Information for purposes of this Agreement (General Terms & Conditions read with the Brands Terms & Conditions and Influencer Terms & Conditions), without the consent of the Disclosing Party for a period of three (3) years following receipt of such Confidential Information;
c) In fulfilling its obligations of this Clause above, it will use the same care and discretion to avoid disclosure, publication, or dissemination of Confidential Information of the Disclosing Party as the Receiving Party employs with respect to similar information of its own that it does not desire to publish, disclose or disseminate, but in no case less than reasonable care;
d) It will inform any Agents to whom it discloses Confidential Information of the confidentiality provisions of this Agreement and obtain a written agreement from such Agents to abide by such provisions, except where such obligation already exists by reason of a prior agreement or relationship;
e) It will not make any public statement or comment on the existence or provisions of this Agreement, or the existence or content of the Discussions, without the prior written consent of the other party, except as may be required in the reasonable opinion of its legal counsel;
f) It will not use any Confidential Information of the other party except for the sole purpose of participating in the discussions; and
g) It will immediately return or destroy all or any part of the Disclosing Party's Confidential Information as requested by the Disclosing Party at any time during the term of this Agreement and at the termination and/or expiration of this Agreement.
20.4 Disclosure Pursuant to Court or Governmental Order
i) Notwithstanding the provisions above, a Receiving Party may disclose Confidential Information of the Disclosing Party pursuant to a request or order made pursuant to applicable law, rule, regulation or legal process, provided that
a) the Receiving Party gives the Disclosing Party prompt written notice of such request or order so that the Disclosing Party has ample opportunity to seek a protective order, confidential treatment, or other appropriate remedy to such request or order,
b) the Receiving Party provides the Disclosing Party with all reasonable assistance (at the Disclosing Party's expense) in opposing such required disclosure or seeking a protective order or confidential treatment for all or part of such Confidential Information, and
c) the Receiving Party discloses only such portion of the Confidential Information as is either permitted by the Disclosing Party or required by the court, tribunal, governmental agency or other authority, subject to any protective order or confidential treatment obtained by the Disclosing Party.
20.5 Equitable Relief
Each Party acknowledges and agrees that the Confidential Information of the other is deemed by the Disclosing Party to constitute valuable trade secrets of the Disclosing Party, and that any unauthorized reproduction and/or disclosure of such information by the Receiving Party may cause the Disclosing Party irreparable harm for which its remedies at law may be inadequate. Each Party hereby agrees that the Disclosing Party will be entitled, in addition to any other remedies available to it at law or in equity, to seek injunctive relief to prevent the breach or threatened breach of the Receiving Party's obligations hereunder.
20.6 No Impairment
Each Party shall be free to use, develop or market technologies, ideas or products similar to those of the other so long as such use, development or marketing does not infringe on the trade secret, copyright, trademark, patent rights or other intellectual property rights of the other and abides by the other restrictions of this Agreement.
20.7 No Representations
Although each Party will use reasonable efforts to ensure the accuracy of Confidential Information disclosed to the other, neither Party makes any representation or warranty as to the accuracy or completeness of such Confidential Information. Neither Party will have any liability to the other under this Agreement for the accuracy or completeness of Confidential Information.
20.8 Terms updates and changes
Kofluence may change, update, add to and amend these General Terms & Conditions, the Brands Terms & Conditions and the Influencer Terms & Conditions as and when necessary. Kofluence shall inform the Users that it has amended and/or updated these General Terms & Conditions along with the Brands Terms & Conditions and the Influencer Terms & Conditions. The Users will be notified through an email on the email address that the respective User has provided upon sign-up of such change, update, addition and/or amendment.
The User is requested to contact us at email@example.com within forty-eight (48) hours from such notification for any objection to such amendments, updates, additions and/or changes to the General Terms & Conditions, the Brands Terms & Conditions and the Influencer Terms & Conditions otherwise it shall be deemed that the User has accepted such amendments, updates, additions and/or changes to the General Terms & Conditions, the Brands Terms & Conditions and the Influencer Terms & Conditions. Also, it shall be the User's responsibility to inform Kofluence of any change in his/her email address by updating his/her profile.
All communications by and to Kofluence shall be in written form via Electronic mail at the User's respective email address provided at the time of registration on the Kofluence platform.
To contact Kofluence in relation to its branded software or products, the User is required to submit a support request to customer support team to firstname.lastname@example.org or deliver a post to physical/postal address stated below:
Kofluence Tech, 2nd Floor,
Salarpuria Tower -1, No. 22,
Landmark: Forum Mall, Hosur Rd, 7th Block, Koramangala, Bengaluru, Karnataka 5600 9 5
Date Last Modified : This Document was last modified on 8th July 2019