Terms and Conditions of Service
The following Terms Of Service (hereinafter, the "TOS") are the rules under which are governed all services (hereinafter, the “Services”) provided to any users of the platform as an Influencer hereinafter “You” or the “Influencer”) by Buzzoole Limited, a private company registered in England and Wales with Company Number 1001491 and registered office in Palladium House, 1-4 Argyll Street, London, England, W1F 7LD (hereinafter, "Buzzoole" or “We”), through the website www.buzzoole.com (hereinafter, the "Platform").
Buzzoole Limited is a company of the Buzzoole Group and is fully licensed in the UK to offer and provide the services of the above-mentioned Platform, the rights of which belong to Buzzoole S.r.l., a company registered in Italy with Tax Number and VAT no. 05180070657 and registered office in Via Vannella Gaetani 27, 80121, Naples, Italy.
Buzzoole reserves the right to modify its terms and conditions at any time by amending this page. Please check this page from time to time to take notice of any changes, as they are binding. Note that where appropriate you may also be notified by email using the email address provided when registering or when you login to the site for the first time after the change. In these instances, Buzzoole will ask you to accept the new version of the terms and conditions.
1. Registration and Conclusion of the Contract
1.1 To access Buzzoole’s services the Influencer must read and accept the TOS. The Influencer shall be required to register solely using an active account owned by them in one of the social networks listed on the login page.
1.2 The TOS will be effective upon acceptance by the Influencer and shall govern the entire relationship between the Influencer and Buzzoole for the entire term of this contract.
1.3 The Influencer has sole responsibility for maintaining the confidentiality of the username and password used to access the Platform (hereinafter the “Login Details”) and must immediately notify Buzzoole of any loss of exclusive control over this information.
Please be advised that in the absence of such notification, the Influencer shall be considered fully and solely liable for any potential damage caused to himself/herself or to any third party by the inappropriate use of this information.
2. Contract Duration and Termination
2.1 This contract shall remain in force for an undetermined period, unless terminated either by the Influencer or Buzzoole, pursuant to the following Art. 2.2.
2.2 The Parties may terminate this contract at any time by giving notice in writing to the other party. Buzzoole may terminate this contract by giving notice through the email address provided by the Influencer at registration-stage and such termination shall be effective seven (7) days after notification. The Influencer may terminate this contract by communicating notice to email@example.com or by using the feature “account deletion” available via a link on the FAQ (https://buzzoole.com/faq), and such termination shall be effective seven (7) days after the notification, unless a Campaign being participated in by the Influencer is still in progress, as defined in below paragraph 3. Should Buzzoole receive a notice to terminate this contract by the Influencer whilst a Campaign is still running, then the contract shall only be terminated on the same date as such Campaign is effectively concluded; Pursuant to following Art. 4, the termination of the contract shall not affect any rights already accrued by the Influencer, unless the termination is due to any of the causes for immediate termination pursuant to following Art. 6 and Art.9.
3. Personal Data
3.1 Upon registration, the Influencer shall provide Buzzoole with correct and truthful information and shall keep such information up-to-date for the entire term of this contract. Buzzoole shall not be liable for any damage or loss that the Influencer may incur by not updating such information (for example, missed communications sent by Buzzoole to an email address no longer in use);
3.2 The Influencer acknowledges and agrees that registration to the Platform involves the use of their account on an enabled social media network and that Buzzoole may acquire any and all personal or sensitive data directly from such registered account;
4. Use of the Platform, Assignment, Conversion or Cancellation of Buzzoole Credits
4.1 Buzzoole acts solely as an intermediary that provides services through a Platform. The Influencer, through the Platform, may participate in initiatives (the "Campaign/s") disseminated by the proposing brand or agency (the "Brand"), according to the terms set forth in Art. 5. Each Campaign and some additional activities offered within the Platform will allow the Influencer to accumulate credits ("Buzzoole Credits"), which are convertible into Gift Cards upon reaching a certain threshold within 2 months of the date of assignment;
4.2 For each activity associated with a bonus reward, the Influencer will be able to know, prior to participation, the total number of Buzzoole Credits available for such activity, as well as the conditions for being granted with such credits. The Influencer will also be allowed to verify the Buzzoole Credits totally accrued by accessing the dedicated area on the Platform.
4.3 All the Buzzoole Credits that reach the conversion threshold as in above Art. 4.1, must be converted within 60 days of the date of such reaching, otherwise they will be automatically cancelled from the Platform and lost. Equally, all the Buzzoole Credits which do not reach the conversion threshold within 60 days of the latest assignment date, will be automatically cancelled from the Platform and lost. Hence, for the avoidance of doubt, the Influencer will be solely in charge to request the conversion of the Buzzoole Credits that have already reached the threshold within a certain period or to accumulate further Buzzoole Credits so that the threshold is reached within the relevant 60 days deadline.
4.4 In case of termination of the contract pursuant to above Art. 2 or immediate termination of the contract pursuant to Art. 9, the Influencer will not have the right to convert Buzzoole Credits accrued so far unless one of the thresholds is reached at the time of the termination.
5. Participation in Campaigns
5.1 Participation in Campaigns is subject to invitation by the proposing Brand. The invitation to join a Campaign from a Brand is solely based on the Influencer’s profile and their degree of influence on the topic/s of interest for such Brand. The Influencer may, at their sole discretion, accept or refuse to participate in Campaigns to which they have been invited.
5.2 Participation in a Campaign is governed by a document issued by the proposing Brand, which defines the conditions and rules for participation (the "Brief").
5.3 The Influencer acknowledges and agrees that the granting of the Buzzoole Credits for participating in a Campaign is subject to the full respect of any condition set by the Brand in the relevant Brief, as well as to the online maintenance of the content published for the entire duration of the Campaign and for the 3 (three) months following the end of such Campaign, unless this three month period is extended by the proposing Brand.
5.4 The Influencer, in posting content for a Campaign, also acknowledges and agrees not to publish, for at least two days following its publication, any other content on topics, goods or services similar to those created for the Campaign and, for at least four hours following its publication not to publish any other type of content.
5.5 With reference to content created for a Campaign, the Influencer acknowledges and agrees that the Brand, at its sole discretion, can request up to two amendments or changes to each piece of content at any time prior to its publication and up to 48 hours post its publication.
5.6 At the end of a Campaign, the Brand shall be entitled to communicate to the Influencer any breach to the conditions and rules set out in the Brief and, consequently, shall inform Buzzoole of such breach so as to deny the granting of the associated Buzzoole Credits.
6. Obligations and Responsibilities of the Influencer
6.1 The Influencer confirms to have read the guidelines for the use of the Platform. Should the Influencer be afforded use of the services which enable the distribution of content through the Platform, the Influencer agrees not publish any content in infringement of the law or of the rights of any third party. Particularly, the Influencer must have any and all intellectual property rights for each piece of content published (for example, text, images, photographs and audio-visual material), including such cases where content was acquired from a third party in accordance with applicable regulations, as well as all necessary permits in accordance with current data protection regulations. The Influencer shall also undertake not to publish through the Platform any defamatory, offensive, or illegal material that encourages or may encourage any third party to participate in illegal conduct and/or criminal and/or civil liability.
6.2 The Influencer shall commit to maintain the confidentiality of any and all information regarding Campaign/s promoted through the Platform. Notably, should an Influencer decide not to participate in a Campaign proposed by a Brand, that Influencer shall not disclose information about the existence of such a Campaign and/or about the conditions and rules for participation.
6.3 Any failure in respecting the conditions as set in above Art. 6.1 and Art. 6.2 will result in the denial of the Buzzoole Credits potentially due for the Campaign, as well as the application of one or more of the following penalties: 1) permanent revocation of Verified Influencer status (Section 2); 2) immediate revocation of any Buzzoole Credit previously granted but not yet assigned for the Campaign; 3) the inability to participate in any further Campaigns for a period of between three and five months immediately after the failure to comply. Finally, any breach to the conditions set out in Art. 6.2 shall also entitle the Brand potentially damaged by such a breach to legally prosecute the Influencer and claim for any damages incurred;
6.4 The Influencer acknowledges and agrees that any product and/or goods supplied by the Brand for a Campaign shall be used exclusively in the manner and for the purposes specified in the Brief and, if so required in the Brief, to return them at the end of the Campaign. In instances where products and/or goods supplied are not returned, the Influencer shall be liable for the market or nominal value of such products or goods.
6.5 The Influencer shall indemnify and keep indemnified Buzzoole from and against any and all proceedings, claims, fines, damages, losses, costs, expenses (including legal costs and expenses) and liabilities which Buzzoole may incur or sustain arising directly or indirectly from the use of the Platform and/or publication of any content by the Influencer or any third party using the platform through their Login details.
7. Intellectual Property
7.1 Buzzoole owns all intellectual property rights to each component of the Platform [e.g. text, images, videos, software etc.] made available to the Influencer. Any reproduction, duplication, copying, selling, reselling or exploiting for any commercial purpose is prohibited except where expressly authorised by Buzzoole.
7.2 By participating in a Campaign, The Influencer shall grant Buzzoole an exclusive and perpetual licence, without any territorial limitation, to use in any form any and all content published and/or created by the Influencer for the Campaign (for example, content published for a Campaign through the Influencer’s social media account or owned sites), with explicit rights given to Buzzoole to grant the Brand with such license. However, the Influencer shall still be entitled to use any and all content as mentioned above for use allowed by the Campaign they have been published or created for. Such license is to be considered fully remunerated by the granting of Buzzoole Credits or any other form of remuneration to the Influencer potentially agreed.
8. Warranties and Limitations of Liability
8.1 Buzzoole will make every reasonable effort to provide the Influencer with continuous access, without interruption, to the content and services offered through the Platform but shall not, under any circumstances, be held responsible if one or more of its services or content is temporarily inaccessible to the Influencer. By way of example, Buzzoole shall not be liable for any interruption of its services occurring by reason of force majeure or malfunctioning of services due to telephone lines or electricity network failure.
8.2 Furthermore, Buzzoole shall not be responsible for any potential damage suffered, directly or indirectly, by the Influencer or by third parties who use the Platform.
8.3 Buzzoole is also not responsible for the verification of data, news, information, and, in general, for the content of the material distributed through the Platform, the reliability and security of such content and widespread links by third parties and for the use of such data and content by the Influencer. Specifically, the parties mutually agree that the Influencer is, and shall be solely and exclusively responsible for the use of data, news, information, and for any material distributed through the Platform.
8.4 Buzzoole does not guarantee that an Influencer will take part in Campaigns published by Brands and shall not, in any way, be held responsible for the failure of an Influencer to be engaged by a Campaign.
8.5 Buzzoole shall not be held responsible for the content of Campaigns and the rules of participation defined by the Brands, nor for the revocation or denial of Buzzoole Credits requested by the Brands.
9. Suspension of Services and Immediate Termination of the Contract
9.1 The Influencer acknowledges and agrees that, in the case of a breach of these TOS, Buzzoole may, at its absolute and sole discretion, suspend access to any and/or all services provided by the Platform by means of an email sent to the Influencer’s email address to communicate such suspension without prior notice.
9.2 Furthermore, Buzzoole, in the case of a serious violation of the TOS by the Influencer, may, at its absolute and sole discretion, bring this contract to immediate termination by means of an email sent to the Influencer’s email address to communicate such termination without prior notice.
9.3 However, in no case shall Buzzoole be held responsible for any damage arising from the suspension, interruption or immediate termination of services.
10.1 If any undertaking or other provision in this TOS shall be held to be illegal or unenforceable in whole or in part under any enactment of rule of law, such undertaking or other provision or part thereof shall, to that extent, be deemed not to form part of this TOS but the enforceability of the remainder of the undertakings and other provisions of this TOS shall not be affected;
11. Applicable Law
11.1 These TOS shall be governed by and construed in accordance with the law of England and Wales.
11.2 The parties irrevocably agree that the courts of England shall have exclusive jurisdiction to settle any dispute which may arise out of, under, or in connection with these TOS, and for those purposes irrevocably submit all disputes to the jurisdiction of the English courts.
Special Conditions for Campaigns Proposed to Verified Influencers
These special conditions of service (the “Special Conditions”) are the rules under which is governed the participation in specific Campaigns (the “Top Campaigns”) proposed by the Brands only to the Influencers with a high degree of influence and visibility in certain topics of interest indicated by the proposing Brand (hereafter, the “Verified Influencer”).
These Special Conditions shall integrate the TOS for the Influencers as set forth in Section I above. Therefore, the participation of Verified Influencers in Top Campaigns is intended to be governed both by the TOS and by these Special Conditions.
1. Participation in Top Campaigns
1.1 The Verified Influencer may be invited to participate in Top Campaigns promoted by a Brand through the Platform that are intended for Verified Influencers only;
1.2 The invitation to join such Campaigns is based on the Influencer’s profile and their degree of influence in the topics of interest for the Brand. The Verified Influencer may, at their sole discretion, agree or disagree to join a Top Campaign. The Verified Influencer acknowledges and agrees that Buzzoole cannot guarantee an invitation to Top Campaigns.
1.3 By participating in a Top Campaign, the Verified Influencer will receive a cash remuneration, the value of which will be indicated at the time of the invitation to join the Top Campaign. The payment of such remuneration shall be subject to compliance with all the conditions for participation mentioned in the invitation to the Top Campaign and along with the conditions set forth in following Art. 2.
1.4 At the end of each Top Campaign, the Brand shall be entitled to communicate to the Verified Influencer any breach to the conditions and rules set out in the Brief and, consequently, shall inform Buzzoole of such a breach so as to deny the payment of the proposed remuneration.
1.5 The Verified Influencer can require the payment of remuneration accrued for participation in a Top Campaign through their personal area within the Platform by means of a regular receipt or tax invoice to be issued at the end of the relevant Top Campaign. The payment will be made within 30 days of the date of the receipt or tax invoice by means of bank transfer into the bank account of the Verified Influencer of which the details will be provided on the receipt and or tax invoice issued by Verified Influencer. The Verified Influencer shall also be allowed to receive the payment into a PayPal account, if specified on their personal profile. Should the Verified Influencer not issue the receipt or the tax invoice at the end of the Top Campaign, the payment will still be made within 30 days of the actual date of issue and no interest shall be accrued on the amount due. Should the receipt or tax invoice contain any mistakes, the Verified Influencer will be asked for a new fiscal document and the payment will then be made within 30 days of the new date of issue, without any entitlement for the Verified Influencer to claim for interest accrued on the amount due.
2. Obligations of Top Influencers
2.1 The Verified Influencer participating in a Top Campaign undertakes to clearly report the advertising nature of the content created and published as part of the Top Campaign, and therefore to mark all messages with sufficiently explicit endorsements on social media and blogs:
- If the Top Campaign includes content to be published on the Verified Influencer’s Blog, the advertising nature shall be marked by adding the following:
“Advertising” or “Sponsored by” or “Promoted by” or “In Partnership with” followed by the name of the Brand
- If the Top Campaign includes content to be published on the Verified Influencer’s social media, the advertising nature shall be marked by adding the following within the first three hashtags:
“#Advertising” or “#Sponsored by” or #In Partnership with” followed by the name of the Brand
The Verified Influencer acknowledges and agrees that in the event of non-compliance with the above conditions, Buzzoole shall be entitled to deny the payment of the relevant remuneration as set forth in above Art. 1.3;
2.2 The Verified Influencer shall ensure and maintain the confidentiality of any and all information regarding each Top Campaign promoted in the Platform. Specifically, should a Verified Influencer decide not to participate in any Top Campaign proposed by a Brand, that Verified Influencer shall not disclose information about the existence of such Top Campaign and/or about the conditions and rules for participating in it.
2.3 Any failure in respecting the conditions as set in above Art. 2.1 and Art. 2.2 will result in the denial of the remuneration potentially due for the Top Campaign as well as the application of one or more of the following penalties: 1) permanent suspension of Verified Influencer status; 2) immediate revocation of any remuneration already granted but not yet paid for that Top Campaign; 3) the inability to participate in any further Top Campaign for a period between three and five months after the breach occurs. Finally, any breach in the conditions set in above Art. 2.2 shall also entitle the Brand potentially damaged by such a breach to legally prosecute the Verified Influencer and to claim for any damage incurred;
3. Limitations of Liability
To the extent of what in Art.8 of the TOS, the Influencer acknowledges and agrees that Buzzoole shall in no way be held responsible for the content created and/or published as part of a Top Campaign and, therefore, shall not be held in any way responsible for any damage or loss as already specified in the TOS. Furthermore, Buzzoole is not responsible for any damage or loss the Verified Influencer may incur by participating in a Top Campaign, including any adverse consequences that may arise from failure to comply with the conditions set forth in above Art. 2.1.
Last update: 11/04/2019