Terms and Conditions
Effective as of May 23, 2025
1. Agreement to Terms
These Terms of Use are a legally binding agreement between you, whether personally or on behalf of an entity (“you”) and 1stCollab Inc. (“Company”, “we”, “us”, “our”) concerning your access to and use of of the https://app.1stcollab.com website as well as any other media form, media channel, website, mobile application related, linked, or otherwise connected thereto (collectively, the “Site”). We operate this site to provide information and certain services to visitors (the “Services“). If you access the Site or accept these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that legal entity and, in such event, “you” and “your” will refer to that legal entity. In addition, in these Terms, unless the context requires otherwise, words in one gender include all genders and words in the singular include the plural and vice-versa.
By using the Site or any Services available through the Site, you agree to comply with and be legally bound by the terms, conditions, and restrictions of these Terms of Use (“Terms“). Please read these Terms carefully, as well as our Privacy Policy, which may be found at https://app.1stcollab.com/privacy-policy, and which are incorporated by reference into these Terms. These Terms, together with our Privacy Policy, govern your access to and use of the Site and Services, and constitute a binding legal agreement between you and 1stCollab. If you do not agree to these Terms, you have no right to obtain information from or otherwise continue using the Site or Services.
This site is not tailored to comply with industry-specific regulations (such as Health Insurance Portability and Accountability Act (HIPAA), Federal Information Security Management Act (FISMA), etc.), so if your interactions would be subjected to such laws, you are forbidden from using this site. You also may not use this Site in such a way that would violate the Gramm-Leach-Bliley Act (GLBA).
This Site is intended for users who are at least 18 years old. Persons under the age of 18 are not permitted to use or register for the Site, create a profile, run campaigns, or conduct any other activity on this Site.
IF YOU DO NOT AGREE WITH ALL OF THESE TERMS OF USE, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SITE AND ALL OF OUR OFFERINGS AND YOU MUST DISCONTINUE USE IMMEDIATELY.
YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SITE OR SERVICES, YOU ARE INDICATING THAT YOU HAVE READ, AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS.
2. Modification
We reserve the right, at our sole discretion, to modify or discontinue, temporarily or permanently, the Site, Services or to modify these Terms at any time and without prior notice. If we modify these Terms, we will post the modification on the Site. We will also update the “Last Updated Date” at the top of these Terms. Modifications to these Terms will automatically take effect upon posting. By continuing to access or use the Site after we have posted a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease accessing or using the Site.
3. Eligibility
The Site is intended solely for persons who are 18 or older. By accessing or using the Site you represent and warrant that you are not legally prohibited from accessing the Site or using the Services under the laws of the country in which you access or use the Site.
4. About the Site
The Site allows a User to access information and the Services (including but not limited to searching for influencers, viewing influencer profiles, creating a campaign, browsing postings, creating a user profile, creating a roster, participate in an influencer marketing campaign, and more). The Site also allows users to apply for an account, signup for notifications or a newsletter, or engage with 1stCollab through provided communication options. You agree to provide accurate, current and complete information in all communications with 1stCollab and in all other use of the Site or Services.
THE SITE AND SERVICES ARE INTENDED TO BE USED TO FACILITATE MARKETERS, AGENTS, AND INFLUENCERS TO CONNECT AND ENTER INTO AGREEMENTS DIRECTLY WITH EACH OTHER. 1STCOLLAB CANNOT AND DOES NOT CONTROL THE CONTENT POSTED BY USERS AND IS NOT RESPONSIBLE FOR AND DISCLAIMS ANY AND ALL LIABILITY RELATED TO ANY AND ALL SUCH USER CONTENT, INCLUDING COMPLIANCE WITH APPLICABLE LAWS, RULES, AND GUIDES (SUCH AS FTC GUIDES CONCERNING SPONSORED ENDORSEMENTS).
5. User Affirmations, Conduct and Use
By using the Site, you represent, warrant and agree to the following:
•You are at least 18 years of age.
•You are solely responsible for compliance with any and all laws, rules, regulations, or obligations that may apply to your use of the Site.
•You agree that you will safeguard your password and that you are solely responsible for any activities or actions under your Account, whether or not you have authorized such activities or actions.
•Nothing that you upload, publish, represent, warrant or transmit using the Site, will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
• You will not use manual or automated software, devices, scripts, redirects, robots, other means or processes to access, “scrape”, “crawl” or “spider” any web pages or other services contained in the Services.
• You will not use the Site for any commercial or other purposes that are not expressly permitted by these Terms.
• You will not copy, store or otherwise access any information contained on the Site for purposes not expressly permitted by these Terms.
•You will not interfere with or damage the Site, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
•You will not, directly or indirectly: reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms relevant to the Site or Services, documentation or data related to the Services; modify, translate, or create derivative works based on the Site or Services (except to the extent expressly permitted by Company or authorized within the Services); use the Services or Site for timesharing or service bureau purposes or otherwise for the benefit of a third; or remove any proprietary notices or labels.
•You will not impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity. You will provide us with—and keep updated—accurate, and complete information about yourself. This includes but is not limited to your name and username (i.e., you should not select a name or username that you don’t have the right to use).
•You will not systematically retrieve data or other content from our Services to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise.
•You will not access, tamper with, or use non-public areas of the Site, 1stCollab’s computer systems, or any third-party provider system.
•You will not attempt to probe, scan, or test the vulnerability of any 1stCollab system or network or breach any security or authentication measures.
•You will not avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by 1stCollab or any of 1stCollab’s providers or any other third party (including other Users) to protect the Site.
•You will not advocate, encourage, or assist any third party in doing any of the foregoing. 1stCollab will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. 1stCollab may involve and cooperate with law enforcement authorities in prosecuting Users who violate these Terms.
You acknowledge that 1stCollab has no obligation to monitor your access to or use of the Site, but has the right to do so for the purpose of operating the Site, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or another governmental body.
6. Intellectual property rights
Unless otherwise indicated, this Site and Services are our proprietary property. All source code, databases, functionality, software, designs, audio, video, text, photographs, and graphics on the Site (collectively, the “Content”) and the trademarks, service marks, and logos contained therein (the “Marks”) are owned or controlled by us or licensed to us and are protected by copyright, trademark, and other laws of the United States, international copyright laws, and international conventions. The Content and the Marks are provided on the Site “AS IS” for your information and personal use only. You acknowledge and agree that the Site and Services, including all associated intellectual property rights, are the exclusive property of 1stCollab and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site or Services. Except as expressly provided in these Terms, no part of the Site or Services and no Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.
Provided that you are eligible to use the Site, you are granted a limited license to access and use the site and to download or print a copy of any portion of the content to which you have properly gained access solely for your personal, non-commercial use. We reserve all rights not expressly granted to you in and to the site, the Content and the Marks.
Note that content displayed from other websites, such as an embedded post from Instagram, is not owned by 1stCollab and is subject to the terms of use from the original website. We do not claim ownership over such content.
7. Third-party websites, links, and content
The Site may contain, or you may be sent via the Site, links to third-party websites (“Third-Party Websites”) or resources, as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software, and other content or items belonging to or originating from third parties (“Third-Party Content”). Such Third-Party Websites and Third-Party Content are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third-Party Websites accessed through the Site or any Third-Party Content posted on, available through, embedded on, or installed from the Site, including the content, accuracy, offensiveness, opinions, reliability, privacy practices, or other policies of or contained in the Third-Party Websites or the Third-Party Content. Inclusion of, linking to, or permitting the use or installation of any Third-Party Websites or any Third-Party Content does not imply approval or endorsement thereof by us. If you decide to leave the site and access the Third-Party Websites or to use or install any Third-Party Content, you should do so at your own risk, and you should be aware these Terms no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any website to which you navigate from the site or relating to any applications you use or install from the site. Any agreements, purchases, or transactions that you make through Third-Party Websites will be through other websites and from other companies, and we take no responsibility whatsoever in relation to such purchases and agreements, which are exclusively between you and the applicable third party. You agree and acknowledge that we do not endorse their products or services offered on Third-Party Websites and you shall hold us harmless from any harm caused by your use of such products or Services. Additionally, you shall hold us harmless for many losses sustained by you or harm caused to you or relating to or resulting in any way from any Third-Party Content or any contact with Third-Party Websites. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the content, products or services on or available from such websites or resources.
Further, you are responsible for all Content you contribute, in any manner, to the Site and Services, and you represent and warrant you have all rights necessary to do so, in the manner in which you contribute it.
8. Confidentiality and Proprietary Rights
Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of 1stCollab includes non-public information regarding features, functionality and performance of the Service. Your Proprietary Information includes non-public data provided to 1stCollab to enable the provision of the Services (“Customer Data”). The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information after five (5) years following the disclosure thereof or any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party or (e) is required to be disclosed by law.
You shall own all right, title and interest in and to the Customer Data. 1stCollab shall own and retain all right, title and interest in and to (a) the Services and Software, all improvements, enhancements or modifications thereto, (b) any software, applications, inventions or other technology developed in connection with Implementation Services or support, and (c) all intellectual property rights related to any of the foregoing.
Notwithstanding anything to the contrary, 1stCollab shall have the right collect and analyze data and other information relating to the provision, use and performance of various aspects of the Services and related systems and technologies (including, without limitation, information concerning Customer Data and data derived therefrom; Campaign parameters, budget, and performance; Influencer preferences and agreements; and other information concerning Campaigns), and 1stCollab will be free (during and after the term hereof) to (i) use such information and data to improve and enhance the Services and for other development, diagnostic and corrective purposes in connection with the Services and other offerings, and (ii) disclose such data solely in aggregate or other de-identified form in connection with its business. No rights or licenses are granted except as expressly set forth herein.
9. Advertisements
1stCollab may include advertisements on its own behalf or paid advertisements on behalf of interested companies and/or individuals on the Site. By clicking on the advertisements, you may be shifted to a website of the advertiser or receive other messages, information, or offers from the advertiser. You acknowledge and agree that 1stCollab is not liable for the privacy practices of advertisers or the content of their websites, information, messages or offers. Users are wholly liable for all communications with advertisers and for all transactions subsequently executed.
10. Proprietary Rights Notices
All trademarks, service marks, logos, trade names and any other proprietary designations of 1stCollab used herein are trademarks or registered trademarks of 1stCollab. Any other trademarks, service marks, logos, trade names, and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
11. Termination
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 Terms or your access to our Site.
If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of a third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.
12. Disclaimers
IF YOU CHOOSE TO USE THE SITE OR SERVICE, YOU DO SO AT YOUR SOLE RISK. THE SITE AND SERVICE ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, 1STCOLLAB EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SITE’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THE SITE AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR (1) ANY ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE OR SERVICES, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PART, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND AS A RESULT OF THE USE OF THIS SITE, SERVICES, OR CONTENT. 1STCOLLAB MAKES NO WARRANTY THAT THE SITE OR SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. 1STCOLLAB MAKES NO WARRANTY REGARDING THE QUALITY OF THE SITE OR SERVICES. YOU AGREE THAT YOUR USE OF THE SITE AND OUT SERVICES WILL BE AT YOUR SOLE RISK.
13. Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SITE OR SERVICES REMAINS WITH YOU. IN NO EVENT WILL 1STCOLLAB NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SITE OR ANY SERVICES BE LIABLE FOR ANY DIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, FROM THE USE OF OR INABILITY TO USE THE SITE OR SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT 1STCOLLAB HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
14. Indemnification
You agree to release, defend, indemnify, and hold 1stCollab and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal fees, arising out of or in any way connected with (a) your access to or use of the Site, or your violation of these Terms; (b) your reliance on the Site; (c) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (d) any claim that your use of the Site caused damage to a third party. 1stCollab shall have the right to control all defense and settlement activities.
15. Assignment
You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. 1stCollab may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
16. Notices and Corrections
Unless otherwise specified herein, any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by 1stCollab by posting to the website or via electronic mail. For notices or communications by 1stCollab made by e-mail, if any, the date of receipt will be deemed the date on which such notice is transmitted.
There may be information on the Site that contains typographical errors, inaccuracies, or omissions that may relate to the Site or Services, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change our update the information on the Site at any time, without prior notice.
17. Governing Law and Jurisdiction
You agree that (i) the Site shall be deemed solely based in California, and (ii) the Site shall be deemed a passive website that does not give rise to personal jurisdiction over 1stCollab, either specific or general, in jurisdictions other than California. These Terms shall be governed by the internal substantive laws of the State of California, without respect to its conflict of laws principles. You and we agree to submit to the personal jurisdiction of a state court located in California for any actions for which the parties retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights, as set forth in the Dispute Resolution Provision below.
YOU AND 1STCOLLAB AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SITE, SERVICES OR CONTENT MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED AND WAIVED.
18. Severability
These Terms are intended to govern the agreement between 1stCollab and you to the extent permitted by all applicable laws, ordinances, rules, and regulations. If any provision of these Terms or the application thereof to any person or circumstances shall, for any reason or to any extent, be invalid or unenforceable, the remainder of these Terms and the application of such provision to other persons or circumstances shall not be affected thereby, but rather shall be enforced to the greatest extent permitted by law.
19. Dispute Resolution Provision
You and 1stCollab agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, or to the use of the Site (collectively, “Disputes”) will be settled by binding arbitration; except that each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights.
You acknowledge and agree that you and 1stCollab are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and 1stCollab otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.
Arbitration Rules and Governing Law. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer-Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. (The AAA Rules are available at www.adr.org/ or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this section.
Arbitration Process. A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. The AAA provides a form Demand for Arbitration at www.adr.org/ and a separate form for California residents at www.adr.org/. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of California and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.
Arbitration Location and Procedure. Unless you and 1stCollab otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and 1stCollab submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
Arbitrator’s Decision. The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law.
Fees. Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $20,000, 1stCollab will pay all such fees unless the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).
No Class Action. YOU AND 1STCOLLAB AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and we agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
Changes. Notwithstanding the provisions of the “Modification” section above, if 1stCollab amends this “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms) you will be notified in accordance with these Terms. You may reject any such change by sending us written notice (including by email to hello@1stcollab.com) within 30 days of the date such change became effective, as indicated in the “Last Updated Date” above or in the date of 1stCollab’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and 1stCollab in accordance with the provisions of this “Dispute Resolution” section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
Enforceability. If the “No Class Action” section of this Dispute Resolution Provision is found to be unenforceable, or if the entire Dispute Resolution Provision is found to be unenforceable, then the entirety of the Dispute Resolution Provision will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described above will govern any action arising out of or related to these Terms.
Right to Opt-Out of Arbitration and Class Action/Jury Trial Waiver: You may opt-out of this arbitration and class action/jury trial waiver provision by notifying us in writing within 30 days of the date you first registered for the Services.To opt-out, you must send a written notification to 1stCollab, Inc., 2261 Market Street #4935, San Francisco, CA 94114 that includes (a) your account username, (b) your name, (c) your address, (d) your telephone number, (e) your email address, and (f) a clear statement indicating that you do not wish to resolve claims through arbitration and demonstrating compliance with the 30-day time limit to opt-out of the above arbitration and class action/jury trial waiver provisions. Alternatively or in addition, you may send this written notification to hello@1stcollab.com.
20. Trademark license
You grant to 1stCollab—on behalf of yourself and your company or other entity (if applicable)— a non-exclusive, non-transferable, non-assignable, non-sublicensable, limited right and license to use your trademarks, trade names and service marks in connection with the Services and Sites provided by 1stCollab, and our relationship with you. (For example, this allows 1stCollab to find and recruit influencers to work with you on an influencer marketing campaign).
21. International Users
1stCollab makes no claim that the Site is appropriate or may be downloaded outside of the United States. If you access the Site from a location outside the United States, you do so at your own risk and are responsible for compliance with all applicable laws, rules, regulations or decrees of your jurisdiction.
22. Interactions with others
Your interactions with organizations and/or individuals found on or through the Site or Services are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any of these third parties. You agree that 1stCollab shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings.
Should there be a dispute between participants through our Site or Services, or between users and any third party, you agree that 1stCollab has no obligation to become involved. In the event that you have a dispute with one or more other users, you release 1stCollab, its directors, officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our Services. You shall and hereby do waive California Civil Code Section 1542 or any similar law of any jurisdiction, which says in substance: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”
23. Payments and Fees
Depending on your usage, certain types of actions on the Site and Services may be free, while we may charge a fee for using other actions through our Site and Services. If you are using a free version of the Services, we will notify you before any Services you are then using begin carrying a fee, and if you wish to continue using such Services, you must pay all applicable fees for such Services. We reserve the right to begin charging fees for any or all parts of our Site and Services at any time.
a. Paid Services. Some of our Services may be subject to payments and fees, now or in the future (the “Paid Services”). Please note that any payment terms presented to you in the process of using, signing up, or paying for a Paid Service are deemed part of these Terms.
b. Billing. We use a third-party payment processor (the “Payment Processor”) to bill you for use of the Paid Services linked to your account on the Site or Services (“Billing Account”). This may be done either through the Site, or off-Site through email, messaging, Slack, or some other medium. In addition to the Terms described here, the processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processor. We currently use Stripe, Inc. as our Payment Processor; you can access their Terms of Service here, and their Privacy Policy here. We are not responsible for any error by, or other acts or omissions of, the Payment Processor. By choosing to use Paid Services, you agree to pay us, through the Payment Processor, all charges at the prices then in effect for any use of such Paid Services in accordance with the applicable payment terms, and you authorize us, through the Payment Processor, to charge your chosen payment provider (your “Payment Method”). You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that the Payment Processor makes even if it has already requested or received payment.
c. Payment Method. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method. If we, through the Payment Processor, do not receive payment from you, you agree to pay all amounts due on your Billing Account upon demand.
d. Recurring Billing. Some of the Paid Services may consist of an initial period, for which there is a one-time charge, followed by recurring period charges as agreed to by you. By choosing a recurring payment plan, you acknowledge that such Services have an initial and recurring payment feature and you accept responsibility for all recurring charges prior to cancellation. WE MAY SUBMIT PERIODIC CHARGES (E.G., MONTHLY) WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT.
e. Rolling Billing. For some of the Paid Services, we charge for fees on a rolling basis, for which there is a one-time upfront charge, followed by recurring charges. The amount charged for these recurring charges might be variable, and depends on the specific services rendered by 1stCollab and or by Creators we work with. By using a Paid Service for which we charge on a rolling basis, you acknowledge that such Services have an initial and variable recurring payment feature. You accept responsibility for all recurring and variable charges prior to cancellation. You also acknowledge that there might be a lag between when you cancel the Service and when fees accrued due to the Service actually halt—and you accept responsibility for all charges that take place within that lag period. (For example, you might choose to stop an influencer marketing campaign, but a creator might be about to post a piece of content promoting your brand. In this instance, you would be responsible for the fees incurred for and by that creator, even though it would take place after you stopped the campaign). WE MAY SUBMIT CHARGES WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT.
f. Current Information Required. YOU MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR YOUR BILLING ACCOUNT. YOU MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR BILLING ACCOUNT CURRENT, COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT CARD NUMBER, OR CREDIT CARD EXPIRATION DATE), AND YOU MUST PROMPTLY NOTIFY US OR OUR PAYMENT PROCESSOR IF YOUR PAYMENT METHOD IS CANCELED (E.G., FOR LOSS OR THEFT) OR IF YOU BECOME AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF YOUR USER NAME OR PASSWORD. CHANGES TO SUCH INFORMATION CAN BE MADE BY CONTACTING US AT hello@1stcollab.com. IF YOU FAIL TO PROVIDE ANY OF THE FOREGOING INFORMATION, YOU AGREE THAT WE MAY CONTINUE CHARGING YOU FOR ANY USE OF PAID SERVICES UNDER YOUR BILLING ACCOUNT UNLESS YOU HAVE TERMINATED YOUR PAID SERVICES AS SET FORTH ABOVE.
g. Change in Amount Authorized. If the amount to be charged to your Billing Account varies from the amount you preauthorized (other than due to the imposition or change in the amount of state sales taxes), you have the right to receive, and we shall provide, notice of the amount to be charged and the date of the charge before the scheduled date of the transaction. Any agreement you have with your payment provider will govern your use of your Payment Method. You agree that we may accumulate charges incurred and submit them as one or more aggregate charges during or at the end of each billing cycle.
h. Auto-Renewal for Paid Services. Unless you opt out of auto-renewal, any Paid Services you have signed up for will be automatically extended for successive renewal periods of the same duration as the subscription term originally selected, at the then-current non-promotional rate. If you terminate a Paid Service, you may use your subscription until the end of your then-current term, and your subscription will not be renewed after your then-current term expires. However, you will not be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period. If you do not want to continue to be charged on a recurring monthly basis, you must cancel the applicable Paid Service. Paid Services cannot be terminated before the end of the period for which you have already paid, and except as expressly provided in these terms, we will not refund any fees that you have already paid.
i. Reaffirmation of Authorization. Your non-termination or continued use of a Paid Service reaffirms that we are authorized to charge your Payment Method for that Paid Service. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially selected to use the Paid Service.
j. Free Trials and Other Promotions. Any free trial or other promotion that provides access to a Paid Service must be used within the specified time of the trial. You must stop using a Paid Service before the end of the trial period in order to avoid being charged for that Paid Service. If you cancel prior to the end of the trial period and are inadvertently charged for a Paid Service, please contact us at hello@1stcollab.com.
k. Corrections. If you believe that we have billed you incorrectly, you must contact 1stCollab no later than 60 days after the closing date on the first billing statement in which the error or problem appeared, in order to receive an adjustment or credit. Inquiries should be directed to hello@1stcollab.com.
24. Feedback and Reporting Misconduct
We welcome and encourage you to provide feedback, comments and suggestions (collectively “Feedback”) for improvements to the Site. You may submit feedback by emailing us at hello@1stcollab.com. You acknowledge and agree that all Feedback will be the sole and exclusive property of 1stCollab and you hereby irrevocably assign to 1stCollab and agree to irrevocably assign to 1stCollab all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein. At 1stCollab’s request and expense, you will execute documents and take such further acts as 1stCollab may reasonably request to assist 1stCollab to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.
25. Notice to California Residents.
If any complaints with us are not satisfactorily resolved, you can contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Boulevard, Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.
26. Miscellaneous
These Terms constitute the entire and exclusive understanding and agreement between 1stCollab and you regarding the Site and supersede and replace any and all prior oral or written understandings or agreements between 1stCollab and you regarding the same.
The failure of 1stCollab to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. We may assign any or all our rights and obligations to others at any time. We shall not be responsible or liable for any loss, damage, delay, or failure caused by any cause beyond our reasonable control. If any provision or part of a provision of these Terms of Use is determined to be unlawful, void, or unemployable, that provision or part of the provision is deemed severable from these Terms of Use and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment, or agency relationship created between you and us as a result of these Terms of Use or use of the Services or Site. You agree that these Terms of Use not be construed against us by virtue of having drafted them. You hereby waive any and all defenses you may have based on the electronic form of these Terms of Use and a lack of signing by the parties hereto to execute these Terms of Use.
The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of 1stCollab. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
Additional Terms and Conditions for Creators
1. Agreement to Terms
By accessing or using any Services available to Creators, you agree to these Additional Terms and Conditions (“AT&C“), which amend and add to the 1stCollab Terms of Service referenced above. Please read these AT&C, the Terms, and our Privacy Policy carefully. Our Privacy Policy is at https://app.1stcollab.com/privacy-policy. All capitalized words not defined here have the meaning given to them in the Terms. If there is a conflict between the AT&C and the Terms, the AT&C takes precedence. “Creator” means an individual who controls and operates a Social Media Account and who is captured in the 1stCollab 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.
2. Modification
1stCollab reserves the right, at its sole discretion, to modify these AT&C at any time and without prior notice. If we modify these AT&C, we will post the modification on the Site. We will also update the “Last Updated Date” at the top of these AT&C. Modifications to these AT&C will automatically take effect upon posting. By continuing to access or use the Site or any Services available to Creators after we have posted a modification, you are indicating that you agree to be bound by the modified AT&C. If the modified AT&C are not acceptable to you, your only recourse is to cease accessing or using the Site and Services as a Creator.
3. Eligibility
The eligibility provisions in the Terms apply.
4. Registration
The Service allows registered Creators to access certain information, and provides them opportunities to express interest in participating in marketing campaigns proposed by other Users.
To access and use the Services as a Creator, you may be required to register an account as a Creator (“Creator Account”). You agree to provide accurate, current and complete information during registration and to update such information to keep it accurate, current and complete. You agree that you will safeguard your password and that you are solely responsible for any activities or actions under your Creator Account, whether or not you have authorized such activities or actions. You will immediately notify us of any unauthorized use of your Creator Account. You are solely responsible for your Content and Creator Account. Your “Content” is defined as all social media postings, comments, and other forms of media that is posted on your Third Party Accounts (defined below).
If you create a Creator Account via certain third party social networking services or sites (including, but not limited to, Facebook) (each such account, a “Third Party Account” or “TPA”), you represent that you are entitled to disclose your TPA login information to us and to grant us access to your TPA (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable TPA and without obligating us to pay any fees or making us subject to any usage limitations imposed by such third party service providers.
You acknowledge and agree that you are solely responsible for your Creator Account and all Creator Account information. You represent and warrant that any Creator Account Content that you post, and any agreements you enter into with other Users (i) will not breach any agreements you have entered into with any third parties and (ii) will (a) comply with all applicable laws, tax requirements, licenses, rules and regulations that may apply to you and (b) not conflict with the rights of third parties.
5. Campaign Participation
Creators may use the Services to offer and accept opportunities to participate in any marketing campaigns to which they are invited. These marketing campaigns may be offered by 1stCollab or by other Users (“Brands”). 1stCollab has sole discretion to determine eligibility for a campaign, as well as sole discretion to determine whose proposals are accepted to participate in the marketing campaign. 1stCollab’s determination on eligibility and participation in campaigns is final and binding. Note that if a Creator uses our Services to participate in a campaign, and if they sign and agree to these T&C in a contract presented to them at the start of said campaign, then they are subject to these T&C and AT&C, even if they do not register for an account.
Creators retained to participate in a marketing campaign may be compensated in a number of ways: by monetary payment; through receipt of goods or services; or a combination of both. Some marketing campaigns will provide compensation based on actions taken by end users (such as but not limited to views, engagement, shares, re-posts). The compensation for each marketing campaign will be communicated in the marketing campaign description.
When two Users enter into an agreement with each other through the Services, we will share information with each User as necessary or requested, such as but not limited to (i) the first and last name, Social Media Account handles, and contact information, (ii) links to the other User’s profile or other information expressly made available by that User, and (iii) details of the Users and campaign (including campaign requirements). Users may enter into agreements with each other through the Services by following the prompts to establish all agreed terms and mutual acceptance of those terms.
When an agreement between Users is confirmed through the Services, we will communicate with each User confirming such agreement and facilitating other requested communications. Acceptance of these terms is your consent to receive these communications.
6. Account Profiles
The Services includes creation of a profile for Users that may become Creators, based on that Creator’s publicly available social network posts, followers and activity. Other Users will be able to see your Profile and Users seeking to connect with Creators will be able to search your profile and will use the information to invite you to make a proposal on offered work or otherwise communicate with you. You understand and agree that the placement or ranking of your Profile in search results may depend on a variety of factors, including, but not limited to, Brand or Creator Preferences, ratings and/or offered rates.
7. Use of Your Content; Responsibility for Your Content
When you as a Creator post Content on the Services, or post Content on your Social Media Accounts pursuant to an agreement with another User, 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 knowingly 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 AT&C without any liability or obligation for any payment beyond the compensation agreed to between you and the User that commissioned your Content;
• (d) As to any Content you created pursuant to an agreement with 1stCollab, you will immediately remove such Content from the Service or any Social Media Account on the request of 1stCollab or the User that commissioned the Content, and that 1stCollab may make this request in its sole discretion, and that our determination is final and binding;
• (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 another User or 1stCollab: (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.
8. Performance-Based Compensation
In addition to other forms of compensation, 1stCollab may offer you as the Creator the opportunity to receive performance-based payments. “Performance” metrics may include, but are not limited to, views, likes, shares, comments, and other forms of audience engagement as determined by 1stCollab.
Such compensation is contingent upon the Organic performance of your content on your Social Media Accounts. “Organic” performance refers to genuine, voluntary interaction with content on Social Media Accounts from your audience. This includes likes, shares, comments, views, and other forms of audience participation (as determined by 1stCollab) occurring naturally, without compensation for said participation, and without the influence of automated systems, paid promotions, or any artificial means. “Inorganic” participation refers to any engagement or participation on your content obtained through artificial or non-authentic means, such as the use of automated systems (such as “bots”), click farms, paid advertisements, sponsored content, or any method that artificially inflates engagement metrics.
Creators are expressly forbidden from using any Inorganic engagement methods to enhance their content's performance. This includes any manipulation aimed at artificially increasing content visibility or engagement metrics. Further, otherwise explicitly agreed-upon in an upfront agreement, Creators are forbidden from employing paid advertising (e.g., “boosting” content on TikTok) or other promotional strategies to increase engagement or views on their content that is subject to performance-based compensation. This includes any form of paid ad spend or sponsored content intended to artificially boost content visibility or engagement.
1stCollab reserves the exclusive right to investigate and determine the authenticity of engagement on a Creator's content. 1stCollab holds sole discretion in deciding whether engagement is valid or not, and may provide details of its findings at its discretion. The determination made by 1stCollab regarding the nature of engagement and eligibility for performance-based compensation is final and binding.
Violations of these terms, including the use of Inorganic Engagement, may result in withholding or forfeiture of performance-based compensation and may lead to termination of the Creator's participation in 1stCollab campaigns or services.
9. No endorsement
You understand and agree that 1stCollab is not involved in the interactions between Creators and does not refer or endorse or recommend particular Creators. You also understand and acknowledge that 1stCollab does not edit, modify, filter, screen, monitor, endorse or guarantee User Content or the content of communications between Users.
Users are responsible for investigating and verifying to the extent they deem necessary the identity and credentials of other Users contacted via the Services. By using the Services, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other Users or other third parties will be limited to a claim against the particular User(s) or other third party(ies) who caused you harm, and you agree not to attempt to impose liability on, or seek any legal remedy from, 1stCollab with respect to such actions or omissions.
1stCollab does not endorse, and assumes no responsibility for compliance with, any agreements between Users, or duties owed by a User to a third party, or a User’s compliance with applicable laws, rules and regulations. We reserve the right, at any time and without prior notice, to remove or disable access to any Profile or Content on the Service for any reason, including Profiles or Content that we, in our sole discretion, consider to be objectionable for any reason, in violation of these AT&C or any of our then-current policies and guidelines, or otherwise harmful to the Service. “Content” means text, graphics, images, music, software (excluding the Site), audio, video, information or other materials.
10. Licenses
• (a) 1stCollab License to You. Subject to your compliance with these AT&C and the Terms, we grant you a limited, non-exclusive, revocable, non-transferable license, to (i) access and utilize the Services made available to you, and (ii) access and view any User Content to which you are permitted access. You have no right to sublicense the license rights granted in this section.You represent, warrant and agree that you will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Services or Collective Content, except as expressly permitted in these AT&C. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by 1stCollab or its licensors, except for the licenses and rights expressly granted in these AT&C. “Collective Content” means User Content and 1stCollab Content.
• (b) Your License to 1stCollab. When you participate in a campaign via 1stCollab, you retain full and exclusive ownership of all Content that you create. You do, however, grant 1stCollab a non-exclusive, perpetual, worldwide, royalty-free, sublicensable license to use your name, images, and likeness as incorporated in the Content in connection with the licenses granted hereunder.
11. 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 the User posting such marketing campaign, contains confidential business, technical or financial information relating to that User’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 User 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 or court order.
You further understand and agree that, during the active term of any campaign you participate in and for a period of 30 days thereafter, you will not make any public statements that are knowingly false or intended to maliciously disparage any brand, product, or campaign associated with your participation. This does not restrict you from sharing honest opinions or good-faith feedback, nor from complying with any legal obligation or consulting your professional advisors.
12. Termination
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 AT&C, the Terms, or your access to the Service. You may cancel your Creator Account at any time by contacting us or following the prompts on the Site. Please note that if your Creator Account is canceled, we do not have an obligation to delete or return to you any Content you have posted to the Services, including, but not limited to, any reviews or feedback.
13. Data Sources
In order to keep social platform data up-to-date, and to assist with campaign eligibility, 1stCollab uses the API services of third parties such as YouTube, Instagram, and TikTok, and you may be required to connect these third-party social media accounts (“Third Party Accounts”) to your Creator Account.
You may also link your Creator Account to your TPAs, by either: (i) providing your TPA login information through the Services; or (ii) expressly authorizing us to access your TPA, as is permitted under the applicable terms and conditions of each Third Party Account. You represent that you are entitled to disclose your TPA login information to us and/or grant us access to your TPA (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable TPA and without obligating us to pay any fees or making us subject to any usage limitations imposed by such third party service providers.
You also authorize us to obtain certain information about you from your TPAs, including the content created and/or posted by you, select personal information (including but not limited to: name, social media account metrics, and more), and any information that you may make publicly available on your TPA profiles.We may include some or all of that information and content onto 1stCollab, and make it available to Users. By using 1stCollab and creating an account, you are allowing us to share the previous information, content, and personal information with Users, regardless of your actual interaction with each such User.
1stCollab utilizes YouTube API Services to access and provide information on YouTube creators, such as their publicly displayed name and YouTube handle, video thumbnails, and links to recent videos. When you authorize 1stCollab to access your YouTube account (also referred to as "connecting your YouTube account"), you also agree to be bound by the YouTube Terms of Service, available here.
If you authorize 1stCollab to access your Third-Party Accounts (such as YouTube), you also represent that you are entitled to disclose your Third-Party Account login information to 1stCollab and/or grant 1stCollab access to your Third-Party Account without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account and without obligating 1stCollab to pay any fees or making 1stCollab subject to any usage limitations imposed by such third-party service providers
14. FTC Compliance
You are solely responsible for your Content and your Social Media Properties, including Content produced as a result of a campaign from 1stCollab. Further, it is your sole and exclusive responsibility to ensure the compliance of all Content. For such content, 1stCollab requires that Influencer adhere to the Federal Trade Commission’s Guides Concerning Endorsements and Testimonials in Advertising ("FTC Guides"), available at https://www.ftc.gov/sites/default/files/attachments/press-releases/ftc-publishes-final-guides-governing-endorsements-testimonials/091005revisedendorsementguides.pdf. You shall adhere to any and all applicable consumer protection and privacy-related laws and regulations, including, without limitation, the U.S. Federal Trade Commission’s ("FTC") Guides Concerning the Use of Endorsements and Testimonials in Advertising, all FTC endorsement requirements, and any other such similar FTC rules and regulations (collectively, "FTC Regulations"). You shall include full, fair, and effective disclosures of the material facts relating to your relationship with 1stCollab and any User.
15. Content and Creator Standards
1stCollab depends on the responsibility and goodwill of each User in the community. By accessing or using 1stCollab, you are becoming a member of that community. As such, you agree that all social media postings and comments will always be in good taste and free of inappropriate language and/or content. In particular, you understand that you shall not not transmit or communicate any images, content, or text that: (a) contains material that is unlawful, in violation of or contrary to the laws and regulations of your local, state, federal, and/or international jurisdictions; (b) is obscene, indecent, explicit, abusive, offensive, defamatory, harassing, tortious, violent, hateful, slanderous, libelous, inflammatory, inappropriate or otherwise objectionable; (c) contains sexually explicit or pornographic material; (d) promotes violence; (e) contains material that is discriminatory or promotes bigotry based on race, sex or gender, religion, nationality, disability, gender identity, sexual orientation or age; (f) infringes any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person or entity; (g) is likely to deceive any person; (h) contains information known by Creator to be false, inaccurate, or misleading; (i) promotes any illegal activity, or advocate, promote or assist any unlawful act; (j) violates the legal rights (including the rights of publicity and privacy) of others; (k) contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Policy; (l) causes annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person; (m) impersonates any person, or misrepresent your identity or affiliation with any person or organization; (n) gives the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case; (o) disparages 1stCollab or any other person or party; and/or (p) contains material not consistent with the image and values of 1stCollab or otherwise associates 1stCollab or any of 1stCollab’s products or services with any inappropriate or controversial content that would reflect poorly upon 1stCollab, 1stCollab’s products or services or any products or services on 1stCollab’s sites or channels.
16. Morals
If you participate in a marketing campaign offered by another User, you certify that you (i) have not committed and will not commit any morally repugnant act which may bring Creator, the Brand, or Company, in Company’s sole discretion, by association, into public disrepute, contempt, scandal or ridicule, or which may insult or offend the public or any protected group or class thereof including, without limitation, the general community to which the Company and/or Brand’s products or services are directed, and as such, may reflect unfavorably upon the reputation of the Company, Brand, or products or services through Company’s or Brand’s association with Creator, irrespective of whether such act is related to Creator’s services and of the length of time that has elapsed since such act was committed; and (ii) has not and will not during the Term and thereafter, make public damaging statements regarding Company or Brand, Company’s or Brand’s products, or Creator’s association with Company or Brand in a manner that, may discredit Company or Brand, promote products of a competitor, or injure the success of the Company or Brand, or any of Company’s or Brand’s products or services.
17. Taxes
The fees payable to Creator are inclusive of, and Creator will be solely responsible for, any and all tax obligations or other charges due to all taxing authorities arising from or in connection with amounts paid to Influencer hereunder (collectively, “Taxes”) with respect to any earnings or payments made hereunder, whether or not 1stCollab is legally required to deduct said Taxes from the payments due to Creator.
Creator will not be entitled to any benefits paid or made available by 1stCollab or other Users to their employees, including, without limitation, any vacation or illness payments, or to participate in any plans, arrangements or distributions made by 1stCollab pertaining to any bonus, stock option, profit sharing, insurance or similar benefits. Creator will indemnify and hold 1stCollab harmless from and against any and all Claims arising out of or relating to any employment claims made by Creator or any obligation imposed by law on 1stCollab to pay any withholding taxes, social security, unemployment or disability insurance or similar items in connection with any compensation received by Creator pursuant to this Agreement.
18. General
The failure of 1stCollab to enforce any right or provision of these AT&C 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 1stCollab. Except as expressly set forth in these AT&C, the exercise by either party of any of its remedies under these AT&C will be without prejudice to its other remedies under these AT&C or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these AT&C invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these AT&C will remain in full force and effect.