Terms of Service

Last Updated: June 30, 2023

The following terms and conditions govern the use of all websites related to the online marketing, promotion, and user interactions of Brandfluence, Inc. via its websites https://mybrandfluence.com/, https://brands.mybrandfluence.com/, https://donate.brandfluence.com, https://dashboard.mybrandfluence.com/ and other websites we own or manage.

The Website is owned and operated by Brandfluence, Inc.(“Brandfluence,” “We,” or “Us.”).

We may be contacted by using the following information:

Brandfluence, Inc., 260 Peachtree Street NW, Suite 2200, Atlanta, Georgia 30303

info@brandfluence.com

The Website and its use are offered subject to your acceptance without modification of the terms and conditions contained herein and all other operating rules, policies (including, without limitation, the Brandfluence Privacy Policy), and procedures that may be published from time to time on the website by Brandfluence (collectively, the “Agreement”).

Please read this Agreement carefully before accessing or using the Website. By accessing or using any part of the Website, you agree to become bound by the terms and conditions of this agreement.

If you do not agree to all the terms and conditions of this agreement, you may not access the Website or use any services. If these terms and conditions are considered an offer by Brandfluence, acceptance is expressly limited to these terms.

User interactions with the Website.

Brandfluence facilitates online marketing Campaigns for its Partners via its technology Platform and network of Influencers. Influencers use Brandfluence’s Platform, including but not limited to dashboards, overlays, landing pages, and panels on third-party social media platforms.

Campaign means a marketing initiative hosted on Brandfluence’s Platform by a partnered Influencer.

Influencer means a partnered individual or entity contracted by Brandfluence to run Campaign(s) for Partners.

Users mean any third party who views a Campaign and wishes to participate by taking voluntary action for the Partner.

Partner means a third-party organization that contracts Brandfluence to facilitate Campaigns on the Partner’s behalf. Brandfluence has direct partnerships with various organizations, including registered charities and non-profits. For Brandfluence’s Charity Campaigns, Brandfluence will not partner with any organization that is not either a registered 501(c)(3), registered non-profit, or registered charity that meets the Givinga Foundation’s vetting requirements.

Third-Party Streaming Website means any website service that allows users to stream audiovisual content online, whether live or static, including, but not limited to, YouTube, Twitch, Facebook, Kick, etc.

Influencer Interactions.

For Influencers who choose to host a Campaign, an administrator must create a Campaign. Personally identifying information provided during Campaign creation includes, but is not limited to, information such as your name, email address, username or handle for Third-Party Websites, and other information relevant to our stated function of facilitating online marketing.

Influencers are personally responsible for reporting income collected from Campaigns as taxable income. Brandfluence in no way guarantees or warrants it will indemnify an Influencer before the Internal Revenue Service. The terms of compensation an Influencer may receive are covered in a separate agreement between Brandfluence and the Influencer. If Influencers receive compensation, then it is likely creating a financial relationship between the Partner and the Influencer. The Federal Trade Commission has specific requirements under the Federal Trade Commission Act as codified in 15 U.S.C. Sections 41-58 as it relates to sponsorships.

However, Brandfluence will not and cannot provide legal advice, and if Influencer has questions, then Brandfluence recommends Influencer seek outside legal counsel for compliance. Failure to make a required disclosure may result in legal liability for Influencer, Brandfluence, or the Partner, so we ask that Influencers follow any applicable agreements and seek counsel where necessary. If Brandfluence becomes liable as a result of the Influencer failing to properly make a legally required disclosure, then Influencer shall indemnify and hold Brandfluence harmless of any and all claims related to the failed or improper disclosure.

Incentives.

Brandfluence may choose to use incentives or perks as a motivation to potential users to participate in any given Campaign. If Brandfluence offers incentives for a Campaign, then Brandfluence is solely responsible for any reward they may offer. The cost and logistics of incentives provided during a given Campaign will be agreed upon between Brandfluence, Partner, and/or the Influencer prior to the incentive being provided during a Campaign. Should any Brandfluence-approved Incentive for a Campaign feature a gift or reward of monetary value to be sent to a User, then Brandfluence shall be responsible for any necessary tax filings or forms associated with such an Incentive.

If the Influencer or Partner provides any Incentives without Brandfluence approval, then the Influencer or Partner is solely responsible for any reward they may offer, including but not limited to the cost and logistics associated with such an Incentive. Further, any and all tax forms associated with Incentives provided by the Partner or Influencer shall be solely the responsibility of the Partner or Influencer. The Partner agrees to hold Brandfluence harmless and indemnify Brandfluence before any and all claims that may result from the Internal Revenue Service (the “IRS”) or any state taxation agency for failure on the part of the Partner to properly identify any Incentive and file any necessary filings.

Brandfluence does not represent or warrant that it will provide any tax advice, and it does not represent to be a tax advisor for Influencers or Partners, generally. Any information provided regarding taxes and Influencers or Partners should be treated solely as information and not specific tax advice. Brandfluence encourages each Influencer or Partner to seek its own tax advisor for purposes of complying with local, federal, or international tax obligations.

User Interactions.

For Users who participate in a Campaign hosted via our Platform, interactions involving personally identifying information generally occur via Campaign landing pages we host and manage. During User interactions, Users do not create an account on our platform. Therefore, we only collect the personally identifying information required to process Users’ actions. At the option of the Users, potentially personally-identifying information may be displayed publicly, such as a name or username, in association with a given action.

As part of the User interaction, cookies may be installed on the User’s browser to assist in the proper functioning of our platform and facilitate your online marketing efforts.

We do not store, maintain, or otherwise collect personal financial information, such as credit card numbers. All payment processing is handled by Braintree and is subject to their terms of service. No personal financial information is passed from Braintree to Brandfluence. Braintree passes relevant information to ensure that transactions are routed to the proper organization but holds all confidential financial information.

If a User chooses to participate in a Campaign, the User should know that Brandfluence may have mutually agreed to compensate the Influencer based on the terms of external agreements. The exact terms of compensation are confidential and vary by agreement.

For agreements between Brandfluence and Partner, Brandfluence will be compensated. As a result of agreements between Brandfluence and Charity Partners, Brandfluence has registered as a Paid Solicitor in the State of Georgia. For more information, please refer to Section 4. Paid Solicitor below. If you do not wish to contribute through a Campaign with Brandfluence, then you may always contribute to the Charity Partner directly.

Content & Responsibility of Site-Users.

In certain circumstances, Influencers are permitted to upload additional Content, including, but not limited to, audiovisual, pictorial, and text content, through the creation of a Campaign using Brandfluence’s platform. In certain circumstances, Users are permitted to upload additional Content, including, but not limited to, audiovisual, pictorial, and text content through their participation in a Campaign on Brandfluence’s platform. Any Content posted by the Influencer or a User during a Campaign shall be subject to review and possible take-down by the Third-Party Website.

Influencers using Brandfluence’s platform for a Campaign should use their best efforts to avoid posting, sharing, creating, streaming, playing, or otherwise facilitating the use of potentially infringing Content. Any Influencer who recklessly or knowingly posts, shares, creates, streams, plays, or otherwise facilitates the use of infringing copyrighted works during a Campaign will materially violate the terms of this Agreement.

If you post material to the Websites, communicate information to Brandfluence, or otherwise make (or allow any third party to make) material available by means of your user account or your interactions with the Website (any such material, “Content”), you are entirely responsible for the content of, and any harm resulting from, that Content. That is the case regardless of whether the Content in question constitutes text, graphics, an audio file, or computer software. By making Content available, you represent and warrant that: the downloading, copying and use of the Content will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark or trade secret rights, of any third party; if your employer has rights to intellectual property you create, you have either (i) received permission from your employer to post or make available the Content, including but not limited to any software, or (ii) secured from your employer a waiver as to all rights in or to the Content; you have fully complied with any third-party licenses relating to the Content, and have done all things necessary to successfully pass through to end users any required terms; the Content does not contain or install any viruses, worms, malware, Trojan horses or other harmful or destructive content; the Content is not spam, is not machine- or randomly-generated, and does not contain unethical or unwanted commercial content designed to drive traffic to third party sites or boost the search engine rankings of third party sites, or to further unlawful acts (such as phishing) or mislead recipients as to the source of the material (such as spoofing); and the Content is not pornographic, does not contain threats or incite violence towards individuals or entities, and does not violate the privacy or publicity rights of any third party.

By submitting Content and participating in a Campaign, you grant Brandfluence a worldwide, royalty-free, and non-exclusive license to reproduce, modify, adapt, and publish the Content for the purpose of displaying, distributing, and promoting the content on the Website. If you delete Content, Brandfluence will use reasonable efforts to remove it from the Website, but you acknowledge that caching or references to the Content may not be made immediately unavailable.

Without limiting any of those representations or warranties, Brandfluence has the right (though not the obligation) to, in Brandfluence’s sole discretion (i) refuse or remove any content that, in Brandfluence’s reasonable opinion, violates any Brandfluence policy or is in any way harmful or objectionable, or (ii) terminate or deny access to and use of the Website to any individual or entity for any reason, in Brandfluence’s sole discretion.

Should any User find Content posted by either an Influencer, an Partner, or Brandfluence on a Website to violate their own, and solely their own Copyrights, then the User may notify Brandfluence via email at info@brandfluence.com.

Links to Third Party Websites or Resources. Websites created during the course of a Campaign may contain links to third party websites or resources. We provide these links only as a convenience and are not responsible for the content, products or services on or available from those websites or resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from your use of any third-party websites or resources.

Use of a Donor-Advised Fund (DAF).

For Charity Campaigns, both Influencers and Users should understand that funds donated are not given directly to the intended Charity Partner. The Partners are aware and have agreed to receive funds in this way. Funds donated via our platform during a given Campaign are processed by Braintree and subject to their terms of service. After the payments are processed by Braintree, the payments are temporarily transferred and then processed within 30 days by Givinga Foundation, subject to their terms and conditions and privacy policies. When funds are temporarily held at Givinga Foundation, it is for the purposes of verifying compliance with government regulations surrounding nonprofit organizations or verifying transaction information with a given organization. Pursuant to the terms of Givinga Foundation, funds are forwarded to the Partners from the DAF. We implement this donation structure for various legal and strategic reasons.

Questions regarding our use of a DAF may be directed to Brandfluence, using the contact information listed above. For more information about DAF, please refer to Internal Revenue Service’s resources: https://www.irs.gov/charities-non-profits/charitable-organizations/donor-advised-funds.

Your User Account(s).

Brandfluence may create an account for you on the Websites. Some areas of the Websites may allow you to create your own user account. In all situations, you may only interact with Brandfluence via a user account if you are 18 years or older and not otherwise subject to a legal disability.

By accessing your user Account, you agree that you are responsible for maintaining the security of your account, and that you are fully responsible for all activities that occur under the account and any other actions taken in connection with the Websites.

Brandfluence may change or remove any information you place in any area of the site that it considers inappropriate, unlawful, or otherwise likely to cause Brandfluence liability.

You must immediately notify Brandfluence of any unauthorized uses of your account or any other breaches of security. Brandfluence will not be liable for any acts or omissions by You, including any damages of any kind incurred as a result of such acts or omissions.

Paid Solicitor.

Brandfluence is registered as a Paid Solicitor pursuant to O.C.G.A. Section 43-17-2 in the State of Georgia in the United States. Brandfluence shall comply with the regulations and laws surrounding paid solicitors. As a user of this site, you understand that Brandfluence’s direct partnership with the Charity Partner is to raise funds by means of hosting a platform where Influencers raise funds for a cause via a Campaign. In doing so, Brandfluence may receive compensation from the Partner for involvement in planning, promoting, facilitating, or otherwise administering a Campaign.

Influencers will never be directly compensated by the Partner while using Brandfluence. However, to be clear, they may receive compensation from Brandfluence that Brandfluence received from the Partner through the Campaign.

Influencers utilizing Brandfluence’s platform are not intended to serve as professional Influencers or paid solicitors, themselves. Influencers are mere agents of Brandfluence who bears the liability of being a paid solicitor. Both the Influencers and Brandfluence understand that any and all liability and obligation associated with being associated as a paid solicitor, and only in that capacity, remains with Brandfluence during any given Campaign. This liability is limited solely to the duration of any Campaign where an Influencer has engaged Brandfluence’s platform, and Brandfluence does not represent or warrant to act as a paid solicitor or principal of any Influencer outside of a Campaign.

Influencers who receive payment from Brandfluence for Campaigns may be required by the Federal Trade Commission (the “FTC”) or other state or federal entities to make certain disclosures. The required disclosures and any and all laws and regulations associated are solely set by the FTC or other related government agencies, and Brandfluence does not have control or the ability to change or affect such policies and laws. Influencers agree and understand that Brandfluence may provide general guidance about the FTC’s policies and procedures, but such information and guidance may not be consistent with the policies and laws the FTC requires. By using Brandfluence’s platform, Influencer agrees and understands that they may be liable for breaching the FTC’s disclosure requirements for failing to make the required disclosures. Brandfluence does not represent or warrant to be the Influencer’s lawyer, and it may be necessary for Influencer to acquire separate legal advice or information regarding the FTC’s disclosure requirements to be legally compliant.

For more information that may be relevant to the interactions of users related to this Provision, see Section 1(a) and (b) regarding Influencer and User Interactions.

Intellectual Property.

This Agreement does not transfer from Brandfluence to You any Brandfluence or third party intellectual property, and all rights, titles, and interests in and to such property will remain (as between the parties) solely with Brandfluence.

Brandfluence, Inc., the Brandfluence logo, and all other trademarks, service marks, graphics, and logos used in connection with Brandfluence or the Websites are trademarks or registered trademarks of Brandfluence or Brandfluence’s licensors.

Other trademarks, service marks, graphics, and logos used in connection with the Website may be the trademarks of other third parties. Your use of the Website grants you no right or license to reproduce or otherwise use any Brandfluence or third-party trademarks.

Changes.

Brandfluence reserves the right, at its sole discretion, to modify or replace any part of this Agreement. It is your responsibility to check this Agreement periodically for changes. Your continued use of or access to the Website following the posting of any changes to this Agreement constitutes acceptance of those changes. Brandfluence may also, in the future, offer new services and/or features through the Website (including the release of new tools and resources). Such new features and/or services shall be subject to the terms and conditions of this Agreement.

Termination.

Brandfluence may terminate your account, including your access to all or any part of the Websites, if you materially breach this Agreement and fail to cure such breach within thirty (30) days from Brandfluence’s notice to you thereof. Brandfluence may also terminate the Website immediately as part of the general shut down of our service. If you wish to terminate this Agreement or your account(s) on any of our Websites, you may simply discontinue using the Websites. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Limitation of Liability.

In no event will Brandfluence, or its suppliers or licensors, be liable with respect to any subject matter of this agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to Brandfluence under this agreement during the three (3) month period prior to the cause of action. Brandfluence shall have no liability for any failure or delay due to matters beyond its reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.

General Representation and Warranty.

You represent and warrant that (i) your use of the Websites will be in strict accordance with the Brandfluence Privacy Policy, with this Agreement, and with all applicable laws and regulations (including without limitation any local laws or regulations in your country, state, city, or other governmental areas, regarding online conduct and acceptable content, and including all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside) and (ii) your use of the Websites will not infringe or misappropriate the intellectual property rights of any third party.

Indemnification.

You agree to indemnify and hold harmless Brandfluence, its contractors, its licensors, and their respective directors, officers, employees, and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of the Websites, including but not limited to your violation of this Agreement.

Notice.

Notice, including written notice, as contemplated by this Agreement, must be given in the following manner:

From You to Brandfluence.

You must provide notice to Brandfluence via the contact via email at info@brandfluence.com. Attempts to contact Brandfluence through other means made available on the website will not constitute notice under this agreement.

From Brandfluence to You.

Brandfluence will provide notice to You via the email address provided with your notice to Brandfluence. If Brandfluence must provide notice to You but no email address is available, Brandfluence may provide notice through the Website.

Miscellaneous.

This Agreement constitutes the entire agreement between Brandfluence and You concerning the subject matter hereof and may only be modified by a written amendment signed by an authorized executive of Brandfluence, or by the posting by Brandfluence of a revised version.

Except to the extent applicable law, if any, provides otherwise, this Agreement, any access to or use of the Website will be governed by the laws of the State of Georgia, U.S.A., excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be the state and federal courts located in Fulton County, Georgia.

If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof.

You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; Brandfluence may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.

Disclaimer of Warranties.

THE WEBSITE IS PROVIDED “AS IS.” BRANDFLUENCE HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. BRANDFLUENCE IS ALSO NOT RESPONSIBLE FOR INFORMATION APPEARING ON THIRD-PARTY WEBSITES THAT BRANDFLUENCE LINKS TO. BRANDFLUENCE MAKES NO WARRANTY THAT THE WEBSITE WILL BE ERROR FREE OR THAT ACCESS THERETO WILL BE CONTINUOUS OR UNINTERRUPTED. YOU UNDERSTAND THAT YOU DOWNLOAD FROM, OR OTHERWISE OBTAIN CONTENT OR SERVICES THROUGH, THE WEBSITE AT YOUR OWN DISCRETION AND RISK.

Influencers, you shall meet all commitments you make in or relating to your Campaign (including any rewards offered by you). You accept that you do not own or control any Campaign and you do not have any approval or removal rights with respect thereto. You must respond promptly and truthfully to all questions posed to you by Brandfluence and Users. If you are unable to fulfill any of your commitments, you will work with the Partner and the Users who have supported your Campaign to reach a mutually satisfactory resolution, which may include refunding monies paid by Users. You are responsible for collecting and remitting any taxes on amounts received by you. Brandfluence may attempt to verify your identity and other information you provided to us, and we may delay, withhold, reverse or refund any amounts paid without notice or liability in the event we are unable to verify any information to our satisfaction.

If you are an Influencer or User, you are solely responsible for asking questions and investigating the Partner to the extent you feel is necessary before taking any action. Regardless of whether you are an Influencer or User, you are solely responsible for the actions you take to participate in a Campaign. Brandfluence cannot and does not guarantee that donations raised will be used as promised by the Charity Partner. Brandfluence does not endorse, guarantee, make representations, or provide warranties for or about the quality, safety, morality, or legality of any Partner or Influencer or the truth or accuracy of the Content made available on Brandfluence. If you are a User, you are solely responsible for determining how to treat the Contributions made by you, including for tax purposes.