TERMS & CONDITIONS
Duqqy Creator Terms
Welcome to www.duqqy.com («Duqqy»), an online community connecting content creators («Creator», «you» or «your») with other Creators and our brand partners («Brands»). Duqqy is operated by KTREND PTE. LTD. (company number 201924821K) whose registered office is 195 Pearl's Hill Terrace #03-34 Singapore (168976) («KTREND», «we», «us» or «our»).
Through Duqqy you can invite other Creators to collaborate with you to create content («Creator Content») and/or to jointly promote each other through your social media accounts (together, «Collaborations»). You may also submit offers to create content («Brand Content») for campaigns («Campaigns») that Brands submit to our Brand site («BuzzMarket»). Through Duqqy we also provide you analytics services for your YouTube Channels («Analytics Services»).
These Creator terms (the «Terms»), along with each Collaboration or Campaign (as applicable), govern your use of Duqqy platform, your participation in a Collaboration or Campaign and any Creator Content or Brand Content («Content») you upload or submit to Duqqy. For the purposes of these Terms, Content includes any audio-visual content provided or uploaded by you to KTREND, Duqqy, BuzzMarket, a Brand, or another Creator.
By accepting these Terms when creating an account on Duqqy («Account») or otherwise using Duqqy, you agree to be bound by these Terms. If you do not accept any part of these Terms, then you should not click to accept these Terms, use Duqqy or submit any Content in relation to any Collaboration or Campaign.
You can contact us by writing to us at firstname.lastname@example.org if you have any questions about or issues with Duqqy or the Services. If we have to contact you, we will do so by writing to you at the email address you provided us in your profile.
We may update these Terms from time to time to reflect any changes in our policies, relevant laws, regulatory requirements, or the functionality of Duqqy or to incorporate any conditions which are imposed on us by any Brands. If you have an Account, we will notify you by email within a reasonable time before the change takes effect. You will be asked to click to accept the new Terms the next time you use Duqqy. If you do not agree with the updated Terms you should not click to accept them and you should stop using Duqqy.
- To use Duqqy, or to submit any Content, you will need to register for an Account with Duqqy using your name and a valid email address. As part of the registration process, you will also be required to log into your Google account using your Google email address and password. You must also link at least one YouTube channel affiliated with your Google account to your Account, but can link up to as many YouTube channels as you would like («YouTube Channel(s)»). For each linked YouTube Channel, you must also enable YouTube to transfer information about that YouTube Channel to us. If you do not enable YouTube to transfer information about your YouTube Channel to us, the functionality of Duqqy will be limited and we will not be able to provide information to other Creators or Brands for Collaborations and Campaigns. You will be asked whether you would like to connect any of your other social media accounts to your Account (together with YouTube Channels, «Social Media Account(s)»).
- When you register for your Account and link your YouTube Channels, the default setting is that you are open to sending and receiving invites for Collaborations with other Creators and to receiving information for Campaigns from Brands. You can change the settings for each linked YouTube Channel in your user profile on your Account dashboard to restrict which of your linked YouTube Channels are available to participate in Collaborations and Campaigns.
- If we find that you have created or suspect that you may be setting up fake or "dummy" accounts, we may terminate any of your Accounts.
- Once you have completed the registration process, and your application has been processed by KTREND, we will notify you by email whether your application has been accepted or rejected. We will not approve your application for an Account with us if we consider that your YouTube Channel does not meet the needs of or if your Social Media Accounts have an insufficient number of subscribers to be of value to other Creators and our Brands. Your registration will not be confirmed if you do not have at least one thousand (1000) subscribers on at least one of the YouTube Channels linked to your Account. If you disagree with our decision as to whether to accept or reject your application, you can contact us at email@example.com for more information.
- Duqqy is not targeted at Creators under the age of eighteen (18). KTREND may require proof of age and residency to verify your age and location. By creating an Account with us, you promise that:
- you are not a minor in the jurisdiction in which you live and work;
- you are able to enter a legally binding agreement in the jurisdiction in which you live and work, and you are able to perform your obligations and fulfil your promises as set out in these Terms;
- when using Duqqy you will comply with these Terms in their entirety and the provisions of any Collaboration or Campaign (as applicable);
- you will comply with all applicable laws inperforming your obligations and exercising your rights pursuant to these Terms and in your use of and access to Duqqy, the Services and the Materials (as defined below in clause 2.9.2); and
- all information you supply to Duqqy is at all times accurate, true, current and complete.
- The balance of your Account will consist of any Budget or Fees (as defined below in clauses 6.1 and 7.1 respectively) (or portions thereof) credited to your Account from time to time, along with any funds you may have added yourself («Account Balance»).
- You may permit other individuals to access your Account on your behalf, but you accept full responsibility for their actions when accessing Duqqy and your Account with your permission.
- Subject to clause 2.7 above, you must ensure that your password is, and remains, secure and confidential. You will notify KTREND immediately upon learning of any unauthorised use of your Account or any other breach of security. Unauthorised use of your Account or a breach of the security is damaging to Duqqy and potentially harmful to other Creators or Brands. Once you have notified us of any unauthorised use or breach, we will suspend your Account until the issue has been resolved. During any suspension, we will contact you by email to update you on the status of your Account.
- By registering an Account with KTREND, you:
- consent to being featured on Duqqy or any of our affiliated sites (including, but not limited to BuzzMarket) («Sites») and in our portfolio; and
- acknowledge and agree that some Collaborations, Campaigns, services provided by KTREND pursuant to these Terms (including but not limited to the Analytics Services) («Services»), and content, software, functions, materials and information made available through Duqqy (including but not limited to the Tool defined below in clause 3.1) («Materials»), and on other Sites are not available in all jurisdictions.
- By creating an Account on Duqqy, we will provide the Analytics Services free of charge. As part of the Analytics Services, you will also be provided access to our analytics dashboard tool («Tool») which will provide you with information about viewing trends and changes to your subscribers for your YouTube Channel(s), and basic comparators to other Creators' YouTube Channel(s).
- When registering your Account, we will request access to your analytics tools and data, including analytics data from your Social Media Accounts. You may, at your complete discretion, accept or reject such request for access and data. If granted, KTREND will use your analytics data to improve the Services we provide to you (including, but not limited to, the Analytics Services) and to comply with our obligations under these Terms. If you do not grant us access, the quality and scope of the Analytics Services we will be able to provide you will be limited.
- We will provide the Analytics Services to you using our analytics software. We collect the data to provide you the Analytics Services through the access to your Social Media Accounts analytics data (if provided pursuant to clause 3.2) and through publicly available indicators on YouTube. The Analytics Services will provide you with access to two sets of information: information about your own YouTube Channel(s) and comparisons to other Creator YouTube Channels. Only the information about your YouTube Channel(s) that is publicly available through YouTube will be made available to other Creators through Duqqy and to Brands through BuzzMarket.
Eligibility to apply for and enter into Campaigns
- Directors, officers and employees of: (i) KTREND; (ii) the Brand; (iii) YouTube LLC («YouTube») or any subsidiary thereof; or (iv) any of KTREND's or the Brand's respective parent companies, affiliates, subsidiaries, agents, professional advisors or agencies, are not eligible to submit an offer for a Campaign on Duqqy («Offer»).
- No purchase or payment is necessary to submit an Offer. Any applicable Fees will be paid in accordance with clause 7.17 accordingly.
By creating an Account you will be able to use the chat functionality of Duqqy («Chat Functionality») to connect with other Creators to discuss Collaborations and with Brands to discuss Campaigns.
Collaborations - how the process works
- As a Creator, you are able to both send and receive invitations («Invitations») for Collaborations (each a «Formal Collaboration»). You and the Creators with whom you collaborate may wish to exchange payment («Budget») for a Formal Collaboration (each, a «Paid Collaboration»), but are not obligated to do so and in which case the Formal Collaboration will be free of charge (a «Free Collaboration»). You may also agree to unpaid, informal Collaborations with other Creators without sending or receiving an Invitation through the Chat Functionality («Informal Collaboration»).
- We will recommend YouTube Channels to you for Collaborations («Recommended Channel(s)»), but you are also able to search for YouTube Channels for Collaborations. Pursuant to clause 2.2, if you have indicated that a particular YouTube Channel linked to your Account will not participate in Collaborations, this YouTube Channel will not appear as a Recommended Channel for other Creators or appear in other Creators' search results.
- When you («Inviter») send an Invitation to another Creator («Invitee»), you may select whether the Formal Collaboration will be a Paid Collaboration (and the accompanying Budget) or a Free Collaboration. The Inviter will only be able to select the Free Collaboration option if the YouTube Channel from which they are sending the Invitation has subscribers totalling at least 10% of the subscribers of the Invitee's YouTube Channel.
- The Budget for the Collaboration (less any Commission payable pursuant to clause 8.1) is payable by the Inviter to the Invitee. If the Inviter does not have an Account Balance equal to or greater than the Budget set in the Invitation form, they will be unable to send the Invitation until their Account Balance has been topped up or the proposed Budget adjusted accordingly. Once the Invitation is sent, an amount equivalent to the Budget will be held in the Inviter's Account Balance until the Collaboration has completed in accordance with clause 6.14 or clause 6.15, or any dispute is resolved in accordance with clause 6.16.
- The Invitee must respond to the Invitation with ten (10) days of it being sent. If the Invitee does not respond to the Invitation within this time period, regardless of whether it has been opened by the Invitee, the Invitation will automatically be declined.
- After the Invitation has been sent, but before it has been accepted or declined, the Inviter may opt to cancel the Invitation. If the Inviter cancels an invitation, the Inviter may send that Invitee a new Invitation for that YouTube Channel immediately.
- If the Invitation is declined, either by the Invitee or automatically pursuant to clause 6.5, then the Inviter must wait thirty (30) days to send another Invitation to that Invitee in respect of that YouTube Channel. If the Invitee declines the same Invitation from the Inviter three (3) times, that Inviter will no longer be able to send Invitations to that particular Invitee.
- Before sending an Invitation, the Inviter may communicate with the intended Invitee using the Chat Functionality. Before accepting, sending a counter offer or declining an Invitation, the Invitee may also invite the Inviter to discuss the Invitation using the Chat Functionality. The Inviter may also invite the Invitee to discuss the Formal Collaboration using the Chat Functionality once the Invitee has initiated the completion process.
- Upon receiving an Invitation, the Invitee may elect to propose a counter offer either by changing the Budget, or proposing a Budget for a Free Collaboration. The Budget for the counter offer will be sent to the Inviter, who may elect to decline or accept the counter offer. The Inviter will not be able to accept the counter offer unless their Account Balance is greater than or equal to the budget set out in the counter offer, and will be prompted to top-up their Account Balance if it is insufficient. If the Inviter accepts the counter offer, the Invitee will be resent the Invitation with the updated Budget and asked to accept the updated Invitation. At this time the Invitee may also decline or provide another counter offer. This process will repeat until the current Invitation is ultimately accepted, cancelled or declined.
- The Formal Collaboration will remain in progress for thirty (30) days from acceptance by the Invitee, unless it is marked as completed earlier in accordance clause 6.14 (the «Collaboration Term»).
- During the Collaboration Term, the Inviter and the Invitee are free to discuss the Formal Collaboration in further detail using the Chat Functionality. If either the Inviter or Invitee own more than one Social Media Account, they may agree on additional Social Media Account(s) on which the Formal Collaboration will be publicised. The Formal Collaboration may be publicised on both the Inviter's and Invitee's Social Media Accounts.
- The Inviter and the Invitee may agree to additional terms (such as confidentiality terms) set out in a separate agreement before proceeding with a Collaboration. Neither the Inviter nor the Invitee are required to sign any additional agreements, and neither will be penalized if they decide not to proceed with a Formal Collaboration because they do not want to sign any additional documentation. If the Inviter and the Invitee do choose to enter into a separate agreement, this agreement will only be between the Inviter and Invitee - KTREND will not be a party and will be unaware of any terms agreed. We will have no obligations or liability under any such agreement.
- The subject matter of any Collaboration, including but not limited to any discussions or agreements conducted via or reached using the Chat Functionality are entirely between you and the other Creator(s) engaged in the Collaboration.
- During the Collaboration Term, only the Invitee may initiate the completion process for the Formal Collaboration. Before the Invitee is able to mark the Formal Collaboration as complete, they are required to rate the Inviter. Once the Invitee indicates that the Collaboration is complete, a completion confirmation email will be sent to the Inviter and they will be prompted to confirm completion of the Formal Collaboration and rank the Invitee. The Inviter should mark the Collaboration as complete if they are satisfied that the Invitee has fulfilled their obligations. The Inviter must also rate the Invitee before they are able to agree completion of the Formal Collaboration. The Inviter has five (5) days from receipt of the completion confirmation email to either rate the Invitee and confirm the completion of the Formal Collaboration or commence the Dispute Process (further set out in clause 6.16). If the Inviter fails to rate the Invitee and mark the Formal Collaboration as complete within this time, then the Formal Collaboration will automatically be marked as completed and the Inviter will not be able to commence the Dispute Process.
- If the Formal Collaboration is not completed in accordance with clause 6.14 or made subject to the Dispute Process, upon expiry of the Collaboration Term, both the Inviter and Invitee will receive completion confirmation emails notifying them that the Formal Collaboration has concluded and that they are required to rate each other's performance. The Inviter and the Invitee each have five (5) days from receipt of the completion confirmation email to either rate the other and confirm completion of the Formal Collaboration, or commence the Dispute Process, further set out in clause 6.16. If either or both the Inviter or Invitee fails to rate the other party or respond to the completion confirmation email within five (5) days of receipt, then the Formal Collaboration will automatically be marked as completed.
- Subject to and in accordance with clause 17, the Inviter may indicate that they agree that the Formal Collaboration has completed pursuant to clause 6.14 and either Creator may indicate that they do not agree that the Formal Collaboration has completed by pursuant to clause 6.15. When either Creator indicates they do not agree that the Formal Collaboration has completed, a Duqqy support manager will be notified of the disagreement and will work to resolve the disagreement with both Creators (the «Dispute Process»).
- The provisions of this clause 6.17 apply to any Paid Collaboration.
- If the Inviter decides to terminate its relationship with the Invitee either through the Chat Functionality or as a result of the Dispute Process:
- during the Collaboration Term, but before the Invitee has indicated that it is completed, the Invitee's Account shall be credited by a sum equal to 25% of the agreed Budget (less the amount attributable to the Commission); or
- after the Invitee has indicated that the Collaboration is complete, but before the Inviter has confirmed it is complete, the Invitee's Account shall be credited by a sum equal to 80% of the agreed Budget (less the amount attributable to the Commission).
- Once the Paid Collaboration has completed, the Invitee's Account Balance shall be credited with the agreed Budget less the Commission due payable to KTREND pursuant to clause 8.1.
- Following the Invitee's initial submission of any Creator Content to the Inviter, the Inviter shall be entitled to request reasonable changes to be made to the Creator Content up to two (2) times, without any adjustment being made to the Budget. The Inviter agrees to make any such changes requested within two (2) days. If further changes are required then the Invitee shall be entitled to negotiate a reasonable increase in the Budget with the Inviter.
- The Invitee, and Inviter if so agreed between them, shall be required to keep the Creator Content on their Social Media Account(s) Brand Content in your Social Media Account as long as you maintain that account, unless otherwise agreed between them in writing.
Campaigns - How the process works
- As a Creator, you are able to submit Offers to Brands in response to Campaigns. You will be paid a fee for the Brand Content you create for a Campaign, as agreed with the Brand («Fee»).
- A Brand will upload a Campaign to BuzzMarket, setting out information in relation to the Campaign, which may include:
- Campaign title;
- photo of product or service which is the subject of the Campaign;
- description of the underlying product or service which is the subject of the Campaign;
- date when the Campaign expires («Campaign Closing Date»);
- in what format the Brand Content is required;
- minimum requirement for Creator's average number of views per online video;
- the extent and type of visibility the Brand requires of its product or service in the Brand Content (if any);
- Fee (this shall be capped at the amount of credit the Brand has in its Account at the time it submits the Campaign to us);
- age of target audience;
- gender of target audience;
- minimum number of subscribers to your social media account;
- preferred location of Creator;
- designation of the «Campaign Payment Event», being an event which must occur for the Fee to be credited to your Account Balance and shall be specified in the Campaign by the Brand in its sole discretion as either: (i) the publishing of the finalized Brand Content on your social media accounts; or (ii) the receipt by the finalized Brand Content of a set number of views (the «Required Views»);
- category of Brand Content required (sport, beauty, animals, etc.); and
- link to the Brand's website or Social Media Account(s).
- Brands may either create either:
- a Campaign which is not viewable by a Creator unless they have specifically been invited to submit an Offer in relation to the Campaign («Hidden Campaign»); or
- a Campaign which is available for all Creators to view and submit an Offer for («Open Campaign»). Open Campaigns will appear on your Account dashboard.
- Pursuant to clause 2.2, if you have indicated that a particular YouTube Channel linked to your Account will not participate in Campaigns, this YouTube Channel will not be visible to Brands to propose Campaigns.
- Up until the Campaign Closing Date, you shall be free to submit an Offer through Duqqy to the Brand for any Campaign which has been communicated to you. The Offer should contain the following information:
- the number of days required to create the Brand Content;
- a description of the Brand Content the Creator proposes to create;
- date by which the Creator requires a response from the Brand before his Offer expires («Campaign Deadline»);
- the Fee which the Creator proposes for supplying the Brand Content to the Brand; and
- minimal forecasted views for the Brand Content.
- Up until and including the earlier of the Campaign Closing Date and the Campaign Deadline, the Brand shall be entitled to accept or reject an Offer it has received. When you submit an Offer, the Chat Functionality is automatically engaged to set up a conversation between you and the Brand. The Brand shall also be entitled request further information from you.
- If the Offer is rejected by the Brand, you need take no further action.
- If the Offer is accepted by the Brand (an «Active Campaign»), you will receive an acknowledgement of such acceptance through the Chat Functionality. We will a freeze an amount equivalent to the Fee within the Brand's account balance on BuzzMarket, until the Campaign Payment Event (as set out in the Campaign) has occurred.
- Through the Chat Functionality you will be able to discuss the Active Campaign with the Brand. If you own more than one Social Media Account, the Brand may specify on which Social Media Account(s) you must publish the finalized Brand Content. You should respond to any initial correspondence from the Brand following the acceptance of your Offer within seventy-two (72) hours following the acceptance.
- Within the first seventy-two (72) hours following acceptance of your Offer, the Brand may terminate the relationship without reason, and shall not be obliged to use you as the Creator for the Active Campaign. You will be notified of any such termination through the Chat Functionality.
- The Brand may ask you to agree to additional terms (such as confidentiality terms) set out in a separate agreement before proceeding with creating the Brand Content. You are not required to sign any additional agreements, and you will not be penalized if you decide not to proceed with creating the Brand Content because you do not want to sign any additional documentation. If you and the Brand do choose to enter into a separate agreement, this agreement will only be between you and the Brand - KTREND will not be a party and will be unaware of any terms agreed. We will have no obligations or liability under any such agreement.
- If the Brand decides to terminate its relationship with you:
- after the first seventy-two (72) hours of acceptance of your Offer, but before you have delivered the Brand Content to the Brand, your Account shall be credited by a sum equal to 25% of the agreed Fee (less the amount attributable to the Commission) on behalf of the Brand; or
- after you have delivered the Brand Content to the Brand but before you have published the finalized Brand Content on your Social Media Account(s) in accordance with the Campaign, your Account shall be credited by a sum equal to 80% (less the amount attributable to the Commission) of the full amount of the Fee on behalf of the Brand.
- You must publish the Brand Content privately on your YouTube Channel and include the Duqqy tracking link provided to you in the description on YouTube. Once published, you must provide the the private link to the Brand Content to the Brand for review through Duqqy. The Brand shall be entitled to request that reasonable changes be made to the Brand Content up to two times, without any adjustment being made to the Fee. You agree to make any such changes requested within two (2) days. If further changes are required then you shall be entitled to negotiate a reasonable increase in the Fee with the Brand.
- Once the Brand has approved the Brand Content, you are required to publish the finalized Brand Content on your Social Media Account(s) by the date agreed with the Brand. You shall be required to keep the Brand Content in your Social Media Account(s) as long as you maintain that account, unless otherwise agreed between yourself and the Brand in writing.
- You are entitled to refuse to continue with an Active Campaign at any time during the approval process. If you refuse to continue, you must indicate the reason for such refusal.
- Subject to and in accordance with clause 17, you may indicate that there has been a dispute between you and the Brand. A Duqqy support manager will be notified of the disagreement and will work to resolve the disagreement between you and the Brand.
- If and when you publish the finalized Brand Content to your Social Media Accounts, the Fee shall be held by KTREND until the Campaign Payment Event has occurred. Your Account Balance shall not be credited with the Fee unless and until KTREND has been provided with evidence to its satisfaction that, in accordance with the requirements of the Active Campaign, that either: (i) the finalized Brand Content has been published on your Social Media Account; or (ii) the Brand Content has obtained the Required Views and such views constitute genuine views from individual natural persons (see clause 9.5(b) below). Notwithstanding the above, if the Campaign designates the Campaign Payment Event to be the receipt by the Brand Content of the Required Views, KTREND shall automatically credit a percentage of the Fee to your Account Balance in accordance with the table below. Such sums shall be credited to your Account Balance automatically if the required percentage tier of Required Views is reached (for example, if the Required Views for the Campaign is five million (5,000,000), Tier 2 would be reached once the Brand Content has received one million (1,000,000) views and forty percent (40%) of the Fee will be credited to your Account Balance). The number of views received by the Brand Content will be checked by KTREND on the date that is ten (10) clear calendar days starting from the date on which you uploaded the finalized Brand Content to your social media account (the «Campaign Closing Date»). Any percentage of the Fee not credited to your Account Balance in accordance with this clause 7.17 by the Campaign Closing Date shall be unfrozen in the Brand's Account Balance and you shall have no right to any further payment with respect such Brand Content and Campaign. The Active Campaign will conclude once the Brand Content has obtained the Required Views or on the Campaign Closing Date, whichever is earlier.
|Percentage of Required Views actually received by the Brand Content||Percentage of the Fee which will be credited to your Account Balance|
|Tier 1: 0-19% of Required Views||0%|
|Tier 2: 20-39% of Required Views||40%|
|Tier 3: 40-59% of Required Views||50%|
|Tier 4: 60-79% of Required Views||80%|
|Tier 5: 80-100% of Required Views||100%|
- KTREND shall, as applicable, credit or debit your Account Balance automatically with the Budget or Fee from a Paid Collaboration or Campaign or a percentage thereof in accordance with clause 6.17.2 or 7.17 above. At any time, you may submit a request for withdrawal of available sums from your Account Balance (a «Withdrawal Request»). KTREND shall use commercially reasonable endeavors to transfer any such sums from your Account Balance to your personal bank account or e-wallet (as designated by you in your Account settings) within forty (40) days starting from the date of your Withdrawal Request.
- The Budget or Fee for any Collaboration or Campaign, as applicable, will be what is agreed between you and the other Creator or Brand. KTREND will charge a Commission of five percent (5%) of the value of the Budget in relation to each Paid Collaboration from the Inviter and twenty percent (20%) of the value of the Fee in relation to each Campaign (each, a «Commission»). Any payment you are to receive will be reduced by the Commission.
- We shall be responsible for facilitating payment processing between you and the Inviter or the Brand, as applicable. However, we shall not be responsible for the payment of any third party payment processing fees which arise when you withdraw funds from your Account Balance.
- You shall be responsible for the payment of any personal tax liability which arises in relation to payment of a Budget or Fee.
Your obligations and promises to KTREND
- Any content you submit to Duqqy, a Brand or another creator must be your own original work. Your Content must not previously have been published, released or distributed in any form, unless you have discussed any prior publication, release or distribution with the other Creator in relation to a Collaboration or with the Brand in relation to a Campaign, and they have agreed that you may use it.
- Any audio, music, images, audio visual content and graphics used in your Content must be original to you, or you must have legal permission from its creator and/or owner to enable you to use it in your Content. You must be able to provide evidence of this permission to other Creators or the Brand involved in the Collaboration or Campaign as applicable.
- You must have the permission of every person appearing in your Content for it to be published on YouTube as part of a Collaboration or Campaign. If the person is under the age of eighteen (18), you must obtain the permission from their parent or legal guardian.
- You shall at all times promise that your Content does not:
- contain any content, information or material that violates the Intellectual Property Rights or privacy rights of a third party (where «Intellectual Property Rights» includes: (i) all rights in works of authorship, copyrightable works, registered and unregistered copyrights; (ii) all rights in registered and unregistered trademarks, service marks, trade names, corporate names, logos, plans and drawings, trade dress, designs, packaging, internet domain names, and registrations and applications for registration thereof, together with all goodwill associated therewith; (iii) all rights relating to the protection of business and trade secrets, know-how and proprietary and confidential information (iv) any right similar to those set out above:
- violate any applicable laws;
- contain any content or material that is offensive, abusive, defamatory, libellous, derogatory, bullying, discriminatory, obscene, violent, sexually explicit, indecent, which promotes or encourages violence, terrorism or any other illegal acts or which is likely to harass, upset, embarrass or alarm any person;
- in any way promote or incite anyone to commit or assist in any unlawful or criminal activity or anti-social behaviour, or encourage activities which could endanger the safety or wellbeing of others;
- except as set out in a Collaboration or Campaign, include any advertising or promotional messages;
- except as set out in a Collaboration or Campaign, include or refer to any names, products or services of any company or contain any third party trade marks or logos;
- cause harm to or degrade the goodwill associated with the trade marks, trade names, name, products or services of any other Creator or Brand;
- for Campaigns, and without prejudice to (e) above, advertise or promote any competitor of the Brand;
- impersonate any third party or otherwise misrepresent your affiliation with any third party; and
- disclose anyone's personal contact details or invade their privacy.
- You shall not:
- upload Content which contain any viruses or other malicious or harmful programs; and
- seek to artificially boost the number of views or likes in relation to any Content you have supplied through Duqqy (for example, by using or engaging bots, computer programs or services, whether paid or unpaid, which are intended to artificially increase the number of views on your Content).
- It is important for us to ensure the Content uploaded to Duqqy does not violate the rights of other Creators, Brands or third parties. For this reason, KTREND reserves the right in its sole discretion to disqualify or remove any Content from Duqqy that in its opinion does not comply with these Terms and the applicable Collaboration or Campaign.
Availability of Duqqy
Whilst we will do our best to make sure that access to Duqqy, the Services and the Materials is uninterrupted and error free, we cannot guarantee this. If our provision of the Services is delayed by an event outside our control then we will contact you as soon as possible to let you know. If we need to suspend or restrict access to, or update, Duqqy or your Content, we will do our best to minimize any disruption to you.
Rights in Content
- The provisions of this clause 11.1 will apply to any and all Brand Content.
- By submitting any Brand Content to Duqqy, you acknowledge and agree that, upon the Fee being credited the Creator's Account Balance pursuant to clause 8.1 above, you assign to the Brand which issued the Campaign (by way of present assignment of present and future rights) with full title guarantee the entire copyright and all other rights, title and interest in and to the Brand Content submitted throughout the world for the full period of copyright. This means your Brand Content will belong to the Brand and they will be able to decide how to use it Subject to any licence granted pursuant to clause 12 below to use your Brand Content for your own portfolio, the Brand shall have the exclusive use of your Brand Content for all means of exploitation in all media and may assign these rights in your Brand Content to any other third party in its absolute discretion.
- By submitting any Brand Content to Duqqy, you waive for the benefit of the relevant Brand and its successors in title, assignees, licensees and sub-licensees all moral and like rights which may now or in the future vest in you in respect of the Brand Content submitted. You agree that you have obtained all relevant consents and assignment of rights from all persons who have contributed to the Brand Content submitted in your Brand Content in order to enable you to make the grant of rights set out in these Terms. As a Creator, you have certain "moral rights" in your Brand Content. This means you can require that you be recognised as the creator of your Brand Content and can object to your work being altered in a way that distorts it or is prejudicial to your reputation. By submitting your Brand Content to Duqqy, you agree to waive your "moral rights" in your Brand Content.
- You agree that you shall, if required to do so by the relevant Brand or by KTREND, execute all further agreements and provide all necessary consents needed to ensure that all rights granted under these Terms fully vest in the relevant Brand and that the Brand holds all consents required for its full use of your Brand Content.
- This clause 11.2 will apply to any and all Creator Content. All Intellectual Property Rights and all right, title and interest in and to the Creator Content shall be the sole and exclusive property of the creating Creator. The Creator of the Creator Content hereby grants to any other Creator engaged in the Collaboration a limited, non-exclusive, non-transferable worldwide licence to use the Creator Content in its Social Media Accounts for the purposes agreed as part of the Collaboration. This means that you retain ownership of any Creator Content you create, but the Creator who you have collaborated with is entitled to use your Creator Content on their Social Media Accounts.
- You further grant to KTREND the right to use and authorize others to use your name, photograph, biography (as provided by you), voice and likeness, or the name and any associated trade marks of any business you represent when using Duqqy or uploading Content, for any purpose connected with our activities in relation to Duqqy, including for marketing purposes.
Licence of your Brand Content
- Should you wish to use, reproduce or display the Brand Content submitted for any other commercial or professional purpose, you must first contact us at firstname.lastname@example.org
- We shall then request from the Brand to which you assigned the rights in and to the Brand Content a limited licence for your proposed use. Neither KTREND nor the Brand shall be obliged to grant such licence and such licence shall be granted at the Brand's sole discretion.
- The legal rights (including the Intellectual Property Rights and any and all rights relating to the protection of computer software (in both source code and object code form) («Software Intellectual Property Rights»)) in Duqqy including any content on it (excluding your Content) and the compilation of this content is owned by us, or licensed to us by third parties («Duqqy Content»). Duqqy and the Duqqy Content are protected by international copyright laws and database rights.
- Subject to your compliance with these Terms, KTREND grants you a limited, revocable, non-transferrable, non-exclusive licence, while these Terms remain in effect, to use our name and trade marks solely to the extent necessary for delivering Content in accordance with a Campaign or Collaboration in compliance with these Terms. You agree not to infringe any Intellectual Property Rights or Software Intellectual Property Rights of KTREND or third parties.
- You will not, and will not allow a third party to, without our prior written consent: (i) sublicense, distribute or use Duqqy, the Services or the Materials; (ii) copy, modify, adapt, translate, convert or otherwise create derivative works of the Materials; (iii) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of any software used to provide Duqqy or the Services, except as expressly permitted by the law in effect in the jurisdiction in which you live and work; (iv) rent, lease, sell, assign or otherwise transfer rights in or to Duqqy, the Services or the Materials; (v) use, post, transmit or introduce any device, software or routine which interferes or attempts to interfere with the operation of the Duqqy, the Services or the Materials; or (vi) use data labelled as belonging to a third party for purposes other than set out in these Terms.
- You will not, and will not allow a third party to circumvent any privacy features that are part of Duqqy, the Services or the Materials.
Limitation of Liability
- We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these Terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill. We are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and you knew it might happen. For example, you acknowledge that you are best placed to assess the risks associated with the undertaking of any activity or the visiting of any location in connection with your entry or participation in any Collaboration or Campaign. Any loss or damage you suffer as a result of any such undertaking is not foreseeable by KTREND.
- We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for: (i) death or personal injury caused by our negligence or the negligence of KTREND employees, agents or subcontractors; (ii) fraud or fraudulent misrepresentation; and (iii) breach of your legal rights in relation the Services provided pursuant to these Terms.
- We are not liable for business losses. We provide the services for your private use. We will not be liable for any loss of profit, loss of business, business interruption or loss of business opportunity.
- We will not be liable for any delays caused by an event outside of our control, provided we notify you in accordance with clause 10.1.
- You agree to compensate us, our affiliates, and us and their employees, officers, directors and representatives from any losses or damage we or they suffer arising out of or in connection with your actions or inactions relating to: (i) your use of Duqqy (including any Content uploaded through Duqqy), the Services, and the Materials; (ii) any Campaign or Collaboration with which you engage; (iii) any actual or alleged infringement of any Intellectual Property Rights of another by your Content; (iv) any promises made by you concerning your use of Duqqy, the Services, the Materials and your Content; (v) any dispute between you and another Creator or Brand; or (vi) your breach of these Terms.
- Nothing in these Terms or on the Sites constitutes an offer or solicitation to buy or sell any product or service to anyone in any jurisdiction in which such an offer or solicitation is prohibited by law.
Processing of Personal Data
- We will continue to provide the Services to you until your Account with us is terminated either by you or by us in accordance with the Terms. We may terminate your Account by providing notice in writing to you if: (i) you violate these Terms in a significant way or (ii) you do not provide us with the information that is necessary for us to provide the Services. We will not terminate your Account during periods in which there is an ongoing Collaboration or Campaign. We may write to you to let you know that we are going to stop providing the Services or making available Duqqy.
- You may have certain cancellation rights available to you as a consumer, and nothing in these Terms precludes the cancellation rights available to you under law. You are always entitled to terminate these Terms and your Account, as set out in clause 16.
- We shall have the sole right to settle any disputes between you and a Brand or Creator as applicable in respect of any Content delivered through Duqqy, and the payment of any agreed Fee, if applicable.
- We shall have the express right to compel the Inviter or Brand to issue payment to the recipient Creator, or to adjust the Budget or Fee as we see fit.
Governing Law and Jurisdiction
These terms are governed by English law and you can bring legal proceedings in respect of the Services in the English courts. If you live in another jurisdiction in European Union, you can bring legal proceedings in respect of the Services in the courts of your jurisdiction. In addition, if you are an EU citizen, you have a statutory right to refer disputes that may occur to the EU Online Dispute (ODR) platform, available here https://ec.europa.eu/consumers/odr/
- We are giving you personally the right to use the Services in accordance with these Terms. You may not assign, sub-license or otherwise transfer your Account to someone else, whether for money, for anything else, or for free.
- Nothing in these Terms is intended to create a relationship between you and KTREND akin to that of employer and employee, principal and agent, partnership or joint venture or any other fiduciary relationship. You shall not be entitled to insurance or any other benefits afforded to KTREND employees.
- Other than the Brands and other Creators with whom you have engaged in Campaigns and Collaborations, no third party shall have any rights of enforcement of these Terms under the Contracts (Rights of Third Parties) Act 1999.
- If we do not insist immediately that you do anything you are required to do under these Terms, or if we delay in taking steps against you in respect of your violation of these Terms, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.
- If a court finds part of these Terms illegal, the rest will continue in force. Each of the paragraphs of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
- These Terms constitute the entire agreement between you and KTREND in relation to Duqqy, the Services, the Materials, any Campaigns or Collaborations and your Content.