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Welcome to GigInk (“the Site”, “the Service”, “Services”, “Us”, “We,” "Our", "Company", "Website"). GigInk connects Brands directly with the Creators who execute their marketing content. These Terms are applicable to all users of our Site and Services, including Brands and Creators.

The Site is owned and operated by GigInk LLC (the "Company", "We", “Our”, or "Us”). By accessing or using our Site or services you signify that you have read, understand and agree to be bound by these Terms and Conditions ("Terms” or “Agreement"), regardless of whether you are a registered user of the Site or not.  By visiting our Site or signing up for any of our services, you engage in our Services (the “Service”, “Services”).  These Terms and Conditions apply to all users of the Site who are browsers or customers. You must be at least 18 years old or older to gain access to our website and its contents. As used herein, “You, “User” or "Users" means anyone who accesses and/or uses the Site or any of our Services.

You can review the most current version of the Terms at any time on this page. We reserve the right to update, change or replace any part of these Terms, without notice, by posting updates and/or changes to our website. It is your responsibility to check this page periodically for any such changes. Your continued use of or access to the website following the posting of any changes constitutes acceptance of those changes.

This is a legal agreement between You and GigInk LLC. You should carefully read this agreement and the Company’s Privacy Policy, which is incorporated into and are part of this agreement. YOU MAY NOT USE OUR SERVICES IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS.

These Terms and Conditions were last updated on October 31, 2020.

Section 1 – Account Creation.

You need an account for most services provided by the Company. When creating an account, the User must select either a Brand account or a Creator account. Users with a Brand account may be referred to throughout this Agreement as “Brand”. Users with a Creator account may be referred to throughout this Agreement as “Creator”.

You may choose to sign in using your Google or Facebook login. If you do so, you authorize us to access and use certain Facebook or Google account information, including but not limited to your public Facebook or Google profile. Alternatively, you may create an account using your email address. When setting up and maintaining your account, you must provide and continue to provide accurate and complete information, including a valid email address. The Company may terminate your account and your access to our services for any or no reason at any time in our sole discretion.

You have complete responsibility for your account and everything that happens on your account, including for any harm or damage (to us or anyone else) caused by someone using your account without your permission. This means you need to be careful with your password. You may not transfer your account to someone else or use someone else’s account. If you contact us to request access to an account, we will not grant you such access unless you can provide us with the information that we need to prove you are the owner of that account.

You may only share your account login credentials with persons who are authorized by You to act on Your behalf. You are responsible for what happens with your account and the Company will not intervene in disputes between users who have shared account login credentials. You must notify us immediately upon learning that someone else may be using your account without your permission (or if you suspect any other breach of security). We may request some information from you to confirm that you are indeed the owner of your account.

Section 2 - Access to the Service.

2.1.     Subject to your acceptance of and compliance with this Agreement, Company grants to you a non-exclusive, non-transferable, revocable limited license to use the Service. Your use of the Service is conditioned upon your compliance with this Agreement; any use of the Service in violation of this Agreement will be regarded as an infringement of Company’s copyrights in and to the Service. ANY BREACH OF THIS AGREEMENT WILL RESULT IN THE TERMINATION OF YOUR ACCESS TO OUR SERVICES. IF GIGINK DECIDES TO TEMPORARILY OR PERMANENTLY CLOSE YOUR ACCOUNT, WE HAVE THE RIGHT WHERE ALLOWED BY LAW BUT NOT THE OBLIGATION TO: (A) NOTIFY OTHER USERS THAT HAVE ENTERED INTO SERVICE CONTRACTS WITH YOU TO INFORM THEM OF YOUR CLOSED ACCOUNT STATUS, (B) PROVIDE THOSE USERS WITH A SUMMARY OF THE REASONS FOR YOUR ACCOUNT CLOSURE. YOU AGREE THAT GIGINK WILL HAVE NO LIABILITY ARISING FROM OR RELATING TO ANY NOTICE THAT IT MAY PROVIDE TO ANY USER REGARDING CLOSED ACCOUNT STATUS OR THE REASON(S) FOR THE CLOSURE.
 

2.2.      Any new features or services which are added, at our sole discretion, shall also be subject to this Agreement. Company may change, modify, suspend, or discontinue any aspect of the Service at any time. Such change, modification, suspension or discontinuation can be for any reason and is not limited to your breach of this Agreement. Company may also impose limits on certain features or restrict or prohibit your access to parts or all of the Service without notice or liability. You agree to be bound by any rules associated with third party applications or tools used within the Service.

Section 3 - Usage Rules.

As a condition of your use of and access to the Service, you shall not: (a) copy or adapt the Service’s software including but not limited to Flash, PHP, HTML, Java, CSS, JavaScript or other code; (b) reverse engineer, decompile, reverse assemble, modify or attempt to discover any software (source code or object code) that the Service create to generate web pages or any software or other products or processes accessible through the Service; (c) distribute any virus, time bomb, trap door, or other harmful or disruptive computer code, mechanism or program; (d) interfere with or circumvent any security feature of the Service or any feature that restricts or enforces limitations on use of or access to the Service; (e) sell the Service or any part thereof including but not limited to user accounts and access to them in exchange for anything of value; (f) violate any applicable law, including without limitation any applicable export laws; or (g) allow another person or entity to use your identity in order to access the Service.

You agree that the Site would be irreparably harmed by the use, by You or others, of the Site or facilities in connection with the transmission of spam, newsgroup postings or unsolicited email in violation of this Agreement, and that the Company is entitled to obtain injunctive relief against any such transmission (in addition to all other remedies available at law or in equity). The Company reserves the right to block, filter or delete unsolicited email, postings or messages.

When communicating directly with members of our team, Creators, or other users, you agree to be respectful and kind. If we feel that your behavior towards any of our team members, Creators, or other users is at any time threatening or offensive, we reserve the right to immediately terminate your account.

You agree that all information that you submit upon creation of your account, including information submitted from your Facebook or Google account if used to sign up, is accurate and truthful and you have the right to post the Content on the Service and grant the license to the Company below. You understand and agree that we may monitor or review any Content you post as part of our Service. We may delete, or require you to delete any Content, in whole or in part, that in our sole judgment violates this Agreement or may harm the reputation of the Company or our Creators.

Section 4 – User Content.

By creating an account and uploading your information, marketing campaigns, pictures, documents, videos, advertisements, or other postings (“Content”) to Our Site, You grant us a worldwide, transferable, sub-licensable, royalty-free, right and license to that Content. Our license to your Content shall be non-exclusive. Brands will be displayed Creators’ Content when searching for Creators. Only Creators specifically selected by Brands will be granted access to view Brand Content. Prior to being granted access to view Brand Content, Creators will be required to enter into a Nondisclosure Agreement. If at any time You notify us that a User has violated the terms of a Nondisclosure Agreement or is misusing or using Your Content to portray Us or You in a negative, derogatory, false or poor light, the Company will investigate and determine whether or not to revoke that user’s account.

Section 5 - Privacy and Protection of Personal Information.

Notwithstanding anything else to the contrary contained in this Agreement, Company’s collection, use, disclosure and sharing of any personally identifiable information you provide via the Site or use of our services shall be governed by our Privacy Policy, which is incorporated into and part of this Agreement. For further information regarding the Company's protection of your personal information, please refer to our Privacy Policy.

Section 6 – Relationships.

6.1       GigInk operates as an online marketplace that connects Brands with Creators. GigInk does not employ Creators. Creators operate as independent business owners and are customarily engaged in an independently established business of the same nature as that involved in the services performed for Brands through the Website. GigInk does not control or direct the Creators’ performance of their services or set their work locations or work hours. Creators provide services under their own name or business name, and not under GigInk’s name. Creators provide their own tools and supplies to perform their services; GigInk does not provide the tools or supplies. Creators are free to maintain a clientele without any restrictions from GigInk and are free to offer and provide their services elsewhere, including through competing platforms. GigInk does not set Creators’ hours or terms of work. Creators are free to accept or reject Brands and contracts. Creators are not penalized for rejecting Brands or contracts, though if Creators accept a Brand or contract through the Website, they are expected to fulfill their contractual obligations. Creators set their own rates for services performed in the GigInk marketplace.

GigInk is not an employment agency service or business and GigInk is not an employer of any User. Users acknowledge and confirm that they are responsible for exercising their own business judgment in entering into contracts with Creators.

6.2       If a Brand enters into a contract with a Creator, the contract is a contractual relationship directly between the Brand and Creator. Brand and Creator have complete discretion both with regard to whether to enter into a contract with each other and with regard to the terms of any contract. You acknowledge, agree, and understand that GigInk is not a party to any contract between Brand and Creator, that the formation of a contract between Users will not, under any circumstance, create an employment or other service relationship between GigInk and any User or a partnership or joint venture between GigInk and any User.

Section 7 – Fees and Payment.

Brands and Creators are responsible for determining the terms of any contract entered into with each other, including but not limited to the payment amount and payment schedule. All payments made to Creators must be conducted through GigInk. Third-party payment processors are utilized by GigInk in order to process payments. Users are required to sign up for and link their account with the third-party payment processor in order to make and receive payments. GigInk shall be entitled to take a service fee from the payments made from Brands to Creators. The service fee (15%) is collected by GigInk during the submission of payment from Brand to Creator.

If a Brand fails to pay Creator any amounts due under contracts entered into between the Brand and Creator, GigInk may without notice temporarily or permanently close the Brand’s Account and revoke the user’s access to the Site and Services, including user’s authority to use the Site to process any additional payments, enter into contracts, or obtain any additional Creator services from other Creators through the Site. However, the Brand will remain responsible for any amounts that accrue on any open projects at the time a limitation is put on the Brand’s Account as a result of the failure to pay. Without limiting other available remedies, Brand must pay GigInk upon demand for any amounts owed, plus interest on the outstanding amount at the lesser of one and one-half percent (1.5%) per month or the maximum interest allowed by applicable law, plus attorneys’ fees and other costs of collection to the extent permitted by applicable law.

At Our discretion and to the extent permitted by applicable law, GigInk may, without notice, charge all or a portion of any amount that is owed on any Account to GigInk or a Creator or otherwise to any Payment Method on file on the Brand’s Account; set off amounts due against other amounts received from User; make appropriate reports to credit reporting agencies and law enforcement authorities; and cooperate with credit reporting agencies and law enforcement authorities in any investigation or prosecution.

GigInk does not guarantee that Brand is able to pay or will pay Creator and GigInk is not liable to Creator if Brand fails to pay. Creator may pursue such remedies against Brand as Creator chooses. If GigInk recovers funds from a Brand that has failed to pay, GigInk will disburse any portion owed to the applicable Creator to the extent not already paid by Brand.

Section 8 – Non-Circumvention.

In exchange for making the site and services available to Brands and Creators, GigInk receives a services fee when a Brand and a Creator pay and receive payment through GigInk. You agree to use the site as the exclusive method to make any payment for work directly or indirectly with any Creator or arising out of your relationship with any Creator.  If you use the Site as an employee, agent, or representative of another business, then the Non-Circumvention agreement applies to you and other employees, agents, or representatives of the business or its successor when acting in that capacity with respect to the other User. Users are expressly prohibited from offering or soliciting or accepting any offer or solicitation from other users to contract hire, invoice, or pay in any manner other than through GigInk. You may not invoice or report a payment amount lower than that actually agreed, made, or received between Brand and Creator. You agree to notify GigInk immediately if another user suggests to you making or receiving payments other than through the Site or if you receive unsolicited contact outside of the Site. If you are aware of a breach or potential breach of this non-circumvention agreement, please submit a confidential report to GigInk via email at support@gigink.com. You acknowledge and agree that a violation this section is a material breach of the Terms of Service. In addition to the other remedies available to GigInk, Your Account will be permanently suspended if you violate this section.

Section 9 - Disclaimers; Limitations; Waivers of Liability.

9.1.      YOU AGREE NOT TO RELY ON THE SITE, THE SITE SERVICES, ANY INFORMATION ON THE SITE OR THE CONTINUATION OF THE SITE. YOU EXPRESSLY AGREE THAT USE OF THE SERVICE IS AT YOUR OWN RISK AND IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE (EXCEPT ONLY TO THE EXTENT PROHIBITED UNDER THE LAWS APPLICABLE TO TERMS OF USE WITH ANY LEGALLY REQUIRED WARRANTY PERIOD TO THE SHORTER OF THIRTY DAYS FROM FIRST USE OR THE MINIMUM PERIOD REQUIRED). WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ITS AFFILIATES OR SUBSIDIARIES, OR ANY OF THEIR OWNERS, DIRECTORS, OR EMPLOYEES, (COLLECTIVELY, “GIGINK PARTIES”) WARRANT THAT THE SERVICE, INCLUDING THE INFORMATION MADE AVAILABLE THROUGH THE SERVICE, WILL BE UNINTERRUPTED, UNCORRUPTED, ACCURATE, RELIABLE, COMPLETE, CURRENT, TIMELY, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE PAGES OR THE SERVER THAT MAKES THE SERVICE AVAILABLE ARE FREE FROM VIRUSES, WORMS OR OTHER HARMFUL COMPONENTS.

9.2.   TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE GIGINK PARTIES WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, PERSONAL INJURY/WRONGFUL DEATH, LOST OR ANTICIPATED PROFITS, LOST DATA, OR BUSINESS INTERRUPTION, THE USE OR MISUSE OF SUBMISSIONS OR CONTENT IN ANY WAY WHATSOEVER ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE SERVICE, WHETHER OR NOT THE GIGINK PARTIES ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN THE EVENT THAT THE FOREGOING EXCLUSION OF LIABILITY IS FOUND BY A COURT OF COMPETENT JURISDICTION TO BE UNENFORCEABLE, THE PARTIES INSTEAD AGREE THAT THE GIGINK PARTIES WILL NOT BE LIABLE TO YOU FOR MORE THAN THE LESSER OF THE AMOUNTS YOU HAVE PAID THE COMPANY AFTER DEDUCTING THE AMOUNTS PAID TO CREATORS IN THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH YOU FIRST ASSERT ANY SUCH CLAIM, OR ONE THOUSAND DOLLARS ($1000).

9.3. TO THE FULLEST EXTENT PERMITTED BY LAW, THESE DISCLAIMERS OF LIABILITY APPLY TO ANY AND ALL DAMAGES OR INJURY WHATSOEVER CAUSED BY OR RELATED TO USE OF, OR INABILITY TO USE, THE SERVICE UNDER ANY CAUSE OR ACTION OF ANY JURISDICTION, INCLUDING, WITHOUT LIMITATION, ACTIONS FOR BREACH OF WARRANTY, BREACH OF CONTRACT OR TORT (INCLUDING NEGLIGENCE).

Section 10 - Release.

You forever release, discharge, and covenant not to sue the GigInk Parties from any and all liability, claims, actions, and expenses whether known or unknown that may arise, whether caused by the negligence of the GigInk Parties, or otherwise, in connection with use of the Service or through or as a result of the Service. In other words, you agree that you cannot sue the GigInk Parties if anything happens to you, any individual that you provide access to use the Service, or your property in connection with use of the Service or through or as a result of the Service. You agree that the provisions in this paragraph will survive any termination of your account(s), the Service, or this Agreement.

Section 11 - Indemnification.

You agree at all times to indemnify, defend and hold harmless the GigInk Parties harmless from any claim, causes of action, damages, liabilities, demands, costs and expenses, including reasonable attorneys’ fees, made by any third-party due to or arising out of your use or misuse of the Site or Services, your breach of this Agreement or the documents they incorporate by reference, or your violation of any law or the rights of a third-party.

Section 12 - Governing Law and Dispute Resolution.

The laws applicable to the interpretation of this Agreement shall be the laws of the State of New Jersey, and applicable federal law, without regard to any conflict of law provisions. You agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within the County of Essex, New Jersey. You also agree that, in the event any dispute or claim arises out of or relating to your use of the Site or the Services, that you and Company will attempt in good faith to negotiate a written resolution of the matter directly between the parties. You agree that if the matter remains unsettled for forty-five (45) days after notification (via certified mail or personal delivery) that a dispute exists, shall be resolved by final and binding arbitration in South Orange, New Jersey under the rules of the American Arbitration Association then in effect. Should you file any arbitration claims, administrative or legal actions without first having attempted to resolve the matter by mediation, then you will not be entitled to recover attorney's fees, even if you would otherwise be entitled to them.

You agree that all matters relating to your access to or use of the Site, including all disputes, will be governed by the laws of the United States and by the laws of the State of New Jersey without regard to its conflicts of laws provisions. You agree to the personal jurisdiction by and venue in the state and federal courts in Essex County, New Jersey, and waive any objection to such jurisdiction or venue.

THE PARTIES HEREBY IRREVOCABLY WAIVE ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY. IN ADDITION, YOU HEREBY AGREE THAT ANY DISPUTES RELATED TO YOUR USE OF OUR SERVICES SHALL BE RESOLVED INDIVIDUALLY, WITHOUT RESORT TO ANY FORM OF CLASS ACTION.

Section 13 – Third Party Links.

Any links to third party sites are provided for Your convenience only, and the Company makes no recommendation or endorsement as to such sites or the products or services offered thereon. You may link to the Site, unless notified otherwise in writing by the Company. However, You may not frame the Site in a manner that may cause confusion to Our customers, nor may You interfere or attempt to interfere in any way with the operation of the Site, including without limitation through data mining, the use of any robot, scraper or other automated device, or circumvention or attempted circumvention of any Site security features.

Section 14 – Severability.

In the event that any provision of this Agreement is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from this Agreement, such determination shall not affect the validity and enforceability of any other remaining provisions.

Section 15 – Intellectual Property.

All copyrights and other intellectual property rights in the Site, including without limitation all software and written and graphical content included in the Site, are owned by the Company. The GigInk logos and any other marks used on the Site are trademarks of GigInk or their respective owners. Such marks may not be used without the prior written consent of the Company. Any use of those marks, or any others displayed on the Site, will inure solely to the benefit of their respective owners. All rights reserved.

Section 16 – Miscellaneous.

(a) Company operates and controls the Service from its offices in the United States of America. Company makes no representation that the Service is appropriate or available in other locations. The information by the Company is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject the Company to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Service from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable. (b) This Agreement is effective until terminated by either party. The privileges granted to you under this Agreement will terminate immediately and automatically without notice from the Company if, in our sole discretion, you fail to comply with any term or provision of this Agreement or for any reason in the Company’s sole discretion. (c) Neither the course of conduct between the parties nor trade practice will act to modify this Agreement to any party at any time without any notice to you. (d) You may not assign this Agreement without the Company’s prior written consent, which may be withheld in Company’s sole discretion, and any assignment without such consent shall be deemed null and void. Such anti-assignment provision shall not apply to any entity that has a right to assign its written agreement with the Company relating to the Service. (e) The section headings used in this Agreement are for convenience only and will not be given any legal import. (f) Upon Company’s request, you will furnish Company any documentation, substantiation or releases necessary to verify your compliance with this Agreement. (g) You hereby waive any and all defenses you may have based on the electronic form of this Agreement and the lack of signing by the parties hereto to execute this Agreement.

Section 17 - Statute of Limitations.

You and Company both agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or this Agreement (including the Privacy Policy) must be filed within ONE (1) YEAR after such claim or cause of action arose or will be forever barred.

Section 18 – Force Majeure.

Neither You nor the Company will be responsible for the failure to perform, or any delay in performance of, any obligation hereunder for a reasonable period due to labor disturbances, accidents, fires, floods, telecommunications or Internet failures, pandemics, strikes, wars, riots, rebellions, blockades, acts of government, governmental requirements and regulations or restrictions imposed by law or any other conditions beyond the reasonable control of such party.

Section 19 - Changes to this Agreement.

You can review the most current version of the Terms and Conditions at any time at this page.  We reserve the right, at our sole discretion, and without notice to update, change or replace any part of these Terms and Conditions by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the Service following the posting of any changes to these Terms and Conditions constitutes acceptance of those changes.

Section 20 – Entire Agreement.

These Terms and Conditions and any policies or operating rules posted by us on this Site or in respect to the Service constitutes the entire Agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous Agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms and Conditions). Any ambiguities in the interpretation of these Terms and Conditions shall not be construed against the drafting party.

Section 21 – Contact Information.

Questions about the Terms and Conditions should be sent to us at support@gigink.com.