(Last Updated May 1, 2021)
1. Acceptance of Terms
"Influencer" means an individual who controls and operates a Social Media Account and who is captured in the Wild Timber Services.
"Social Media Account" means a registered account with a social media, social network or content sharing platform, including but not limited to Facebook, Twitter, Instagram, Snap, YouTube, Vimeo and Pinterest.
Wild Timber reserves the right, at its sole discretion, to modify these AToU at any time and without prior notice. If we modify these AToU, we will post the modification on the Site. We will also update the "Last Updated Date" at the top of these AToU. Modifications to these AToU will automatically take effect upon posting; provided, however, that material changes to the AToU will be effective as to an existing Influencer thirty (30) days after posting. By continuing to access or use the Site or any Services available to Influencers after we have posted a modification, you are indicating that you agree to be bound by the modified AToU. If the modified AToU are not acceptable to you, your only recourse is to cease accessing or using the Site and Services as an Influencer.
The eligibility provisions in the Terms apply.
Registered Influencers may participate in any marketing campaigns to which they are invited.
Influencers retained to participate in a marketing campaign may be compensated in a number of ways: by monetary payment; through receipt of goods; or a combination of both. The compensation for each marketing campaign will be communicated in the marketing campaign description.
5. Use of Your Content; Responsibility for Your Content
When you as an Influencer post Content on your Social Media Accounts pursuant to our agreement, you represent and warrant as follows:
(a) that you have the right, power, and authority to post that Content and grant the licenses specified below;
(b) that by posting or providing such Content you will not violate third-party rights of any kind, including, without limitation, any Intellectual Property Rights, rights of publicity, and privacy rights;
(c) you are the owner of all the copyright rights to your original Content and that we may exercise the rights to your Content granted under the AToU without any liability or obligation for any payment beyond the compensation agreed to between you and the Wild Timber that commissioned your Content;
(d) As to any Content you created pursuant to an agreement, you will immediately remove such Content on any Social Media Account on the request of Wild Timber whom commissioned the Content;
(e) You are solely responsible for all and Content and all postings to your Social Media Accounts;
(f) all of your Social Media Account postings made under or based on an agreement with Wild Timber: (a) will be in compliance with all applicable laws, rules and guides (such as FTC Guides Concerning Sponsored Endorsements); (b) will have all necessary intellectual property and other rights for such use; (c) will not infringe the rights of any third party.
Wild Timber assumes no responsibility for compliance with any agreements. Influencers compliance with applicable laws, rules and regulations. We reserve the right, at any time and without prior notice, to remove influencer from the program for any reason, in violation of these AToU or any of our then-current policies and guidelines, or otherwise harmful to the Service."Content" means text, graphics, images, music,, audio, video, information or other materials.
If you are selected to provide Content in support of a marketing campaign, you agree that the terms of your selection include granting Wild Timber (i) the right, in its sole discretion, to require that any posting of your Content be removed, (ii) the right and opportunity to include one or more metadata files, pixels,tagging software, or other tracking technology as part of any Content you post, and (iii) the option, in its sole discretion, to require that your Content be reviewed and approved prior to posting.
(a) Wild Timber License to You. Subject to your compliance with these AToU and the Terms, we grant you a limited, non-exclusive, revocable, non-transferable license.
(b) Your License to the Marketing Campaign. By posting Content on your Social Media Accounts pursuant to an agreement with Wild Timber to support a marketing campaign, you hereby grant to that Wild Timber a worldwide, irrevocable, perpetual, exclusive, transferable, royalty-free license, with the right to create derivative works, sublicense, use, edit, view, copy, adapt, modify, distribute, license, sell, host, market, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, and otherwise fully exploit such Content in any media anywhere in the world. Nothing in these AToU will be deemed to restrict any rights that you may have to use and exploit any such Content; however, your rights to use or exploit Content may be restricted by the terms of your agreement with Wild Timber that retained you to create such Content.
10. Confidentiality; Non-Disparagement
You understand and agree that the information contained within a marketing campaign to which you are invited, as well as other information you may receive from Wild Timber posting such marketing campaign, contains confidential business, technical or financial information relating to Wild Timber’s business (hereinafter referred to as "Confidential Information").You agree: (i) to take reasonable precautions to protect such Confidential Information from disclosure to third parties; and (ii) to only use such Confidential Information in the performance of the Services or satisfaction of any agreement you reach with the Wild Timber posting the marketing campaign.Your obligations under the provision expire five (5) years following the disclosure of the Confidential Information to you, or when such Confidential Information (a) is or becomes generally available to the public, or (b) was in your possession or known to you prior to receipt, or (c) was rightfully disclosed to you without restriction by a third party, or (d) was independently developed by you without the use of any Confidential Information, or (e) is required to be disclosed by law.
You further understand and agree that you will not make any (i) negative, critical, hostile, or disparaging public or private statements concerning Wild Timber, any marketing campaign, or any product or service in any way associated with a marketing campaign. This agreement shall not in any way prevent you from disclosing information in response to a lawful subpoena or court order, or to your personal attorney, accountant or other professional obligated to maintain the confidentiality of the information disclosed.
We may, in our discretion and without liability to you, with or without cause, with or without prior notice, and at any time terminate these AToU, the Terms, or your access to the program. You may cancel your Influencer commitment at any time by contacting us at email@example.com. Please note that if your Influencer commitment is cancelled, we do not have an obligation to delete or return to you any Content you have posted, including, but not limited to, any reviews or feedback.
The failure of Wild Timber to enforce any right or provision of these AToU will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Wild Timber. Except as expressly set forth in these AToU, the exercise by either party of any of its remedies under these AToU will be without prejudice to its other remedies under these AToU or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these AToU invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these AToU will remain in full force and effect.
Disclaimer: The original, legally binding version of this document is written in English.If it is translated into other languages by non-native English-speakers or by software, there may be discrepancies between the English version and the translated version.If so, the English version supersedes the translated version.