Terms & Conditions
1. Introduction
By applying or setting up an account on the OIM platform ("platform") or by using the platform, you agree that you shall be bound by these terms and conditions ("Terms") in relation to your use of the platform, our provision of it and our provision of the services and functionality as set out in these terms ("services"). Please read these terms carefully as they contain important information about your rights and responsibilities when using the platform and services.
2. Platform
2.1 It is the platform’s sole discretion to accept or reject a request to join this platform at the time of submitting a request or at a later stage. Upon acceptance, you must treat your login details (including any password) as confidential and not disclose them to any third party.
2.2 The information about the influencers is provided as a service and reference only. Business should conduct their due diligence on the influencers they choose to work with. Inclusion in this platform is not an endorsement from the platform.
2.3 The platform enables you to upload the scope of work (SOW) and the brief you would like content creators to use to create and upload social media content ("Content").
2.4 A SOW is an offer by you to a content creator setting out the basis on which you will contract with the content creator to a campaign for:
2.5 The platform is not involved with such negotiations, any terms agreed, or any involvement in the contractual relationship between you and the content creator.
3. Your Responsibilities
3.1 You agree that all information you submit when creating your brand account or otherwise make available through the platform is accurate, complete, and not misleading and will not harm the platform.
3.2 You represent and warrant on an ongoing basis that your use of the services and platform, and each campaign and each content does not infringe the rights of any other person or body and complies with all applicable laws, regulations, codes, and standards, including without limitation all applicable advertising standards and regulations concerning sponsored or advertorial content. Such obligation includes but is not limited to the responsibility of you to ensure that any content includes the necessary hashtags that exist in respect of all applicable advertising standards and regulations.
3.3 You agree that you shall not do any of the following without our prior written consent, either solely or jointly with or on behalf of any third party directly or indirectly:
3.4 You agree that you shall not do any of the following:
3.5 in the event of a breach by you of clauses 3.3 or 3.4 we reserve the right, without liability or prejudice to our other rights under these terms, to
4. Our responsibilities
4.1 we shall have no responsibility for any act or omission of any content creator in any way whatsoever, including their compliance with any campaign agreement or the processes set out in these terms
4.2 we do not warrant that the use of the services or the platform will be uninterrupted or error-free and you acknowledge that we may make changes to the platform or suspend or terminate the platform or services or your access to them for any reason without notice to you.
4.3 we do not guarantee that the services or the platform will be secure or free from bugs or viruses. You are responsible for configuring your information technology, mobile device, computer programs, and platform to access the platform.
4.4 we assume no responsibility and shall not be liable for any loss or damage caused by a virus, or other technologically harmful material that may infect your computer or other equipment or other property on account of your access to, use of, or browsing of the platform or any website linked to it.
5. Intellectual property & data protection
5.1 We, and/or our licensors, own all intellectual property rights (including but not limited to copyright, database rights, design rights, and trademarks) (“intellectual property rights”) in the platform and the services and your only right to use such rights is as set out in these terms, any other use by you is prohibited.
5.2 You acknowledge and agree that the personal data may be transferred or stored outside Canada or the country where you are in order to carry out the services and our other obligations under the terms.
5.3 Each party shall take appropriate technical and organizational measures against unauthorized or unlawful processing of the personal data or its accidental loss, destruction, or damage.
6. Termination
Either of we or you may terminate the access immediately for any reason by giving written notice to the other party, except that your right to terminate is subject to the completion of any live campaigns.
7. Confidentiality
7.1 You undertake that you shall keep secure and not at any time disclose to any person any information relating to us or any of the content creators which we reasonably consider to be confidential, including but not limited the details of our business methods, finances, marketing or development plans or strategies and any other information made available to you via the platform or services which is or ought to be reasonably considered confidential in nature (“confidential information”) without our prior written consent, except as permitted by clause 7.2.
7.2 You may disclose confidential information as required by law or to your employees, officers, sub-contractors, representatives, or advisers who need to know such information for the purposes of carrying out your obligations under the contract if you ensure that such employees, officers, sub-contractors, representatives and advisers comply with this clause 7
8. Competition
For the duration of the access to the platform and for one year following termination, you shall not attempt to engage (whether directly or indirectly) with any content creator that you have had contact with via the platform, other than through us or the platform without our prior written consent.
9. Non-circumvention & good faith
You shall not in any manner, directly or indirectly attempt to circumvent the operation of this agreement or the introduction of any content creator that otherwise deprive us of any of the benefits intended under or pursuant to this agreement.
10. Indemnity
10.1 You agree to indemnify us and keep us indemnified against all and any expenses, losses, liabilities, damages, costs (including reasonable legal costs) incurred or suffered by us in relation to any claims or proceedings, which arise in any way from:
10.2 Clause 10 shall survive termination of the contract.
11. Liability
11.1 nothing in these terms excludes or limits our liability for death or personal injury arising from our negligence, our fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by Canadian law.
11.2 to the extent permitted by law, we exclude all conditions, warranties, representations, or other terms which may apply to access the platform or the services, whether express or implied, and the platform and the services are provided on an "as is" basis.
11.3 we shall not be liable for any loss of profits, reputation, business, goodwill, data, or for any special, direct, indirect, or consequential loss, costs, or damages, whether it is foreseeable, known, foreseen, or otherwise, under or in connection with the platform, services. This exclusion of liability shall apply to all such losses whether they are direct, indirect, or consequential losses.
11.4 We provide a platform for brands and content creators, we do not represent, investigate, or contract on behalf of any brands or content creators. As such, by entering into a campaign agreement you agree that we are not responsible for and shall not be liable to you, or to any third party, in relation to a campaign or for any acts or omissions of a content creator. We will not carry out any checks in relation to content creators and shall in no way be responsible or liable for their acts or omissions or for any damage or problem caused by them. You must conduct your own due diligence and inquiries. You accept all risks in relation to the content creators and their contributions to the campaign.
11.5 If we must contact you or give you notice in writing, we will do so by e-mail or by sending a notification to your brand account.
12. Other important terms
12.1 We shall be entitled to change these terms at any time in our sole discretion by providing an updated copy of these terms on the platform. For the avoidance of doubt, your use of the platform following any update to these terms shall be deemed as acceptance of those updates which (following such acceptance) shall apply to the contract with effect from the day they were uploaded to the platform.
12.2 Nothing in these terms is intended to, or shall be deemed to, establish any partnership or joint venture between you and us, constitute either you or us as the agent of the other, or authorize either you or us to make or enter any commitments for or on behalf of the other.
12.3 We may transfer our rights and obligations under these terms to a third party. You are not entitled to assign or transfer your rights or obligations under these terms unless we consent in writing.
12.4 Each of the clauses of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining clauses will remain in full force and effect.
12.5 The contract shall be governed and interpreted in accordance with Canadian law. You and we both agree to submit to the exclusive jurisdiction of the Canadian courts.