The Black Enterprise Social Boost Terms of Service

THESE TERMS OF SERVICE INCLUDE A CLASS ACTION WAIVER

The following terms of use (the “Terms of Use”) govern your access to and use of (1) The Black Enterprise Social Boost, located at the website located at http://www.theblackenterprise.com (the “Website”), (2) TheBlackEnterprise online platform facilitating the matching of persons offering to create promotional online media content (each, an “Influencer”) and Advertisers (as defined below), and (3) all other services provided by TheBlackEnterprise , as described on the Website (collectively, the “Platform”). These Terms of Use form an agreement between TheBlackEnterprise , LLC (“TheBlackEnterprise “, “us”, “we”, “our”) and you. The term “you” refers to the person or entity visiting the Platform, browsing or otherwise using the Platform, or communicating with individuals or businesses registered with TheBlackEnterprise (each, a “Advertiser”) for the purpose of creating promotional online media content for your products or services (each, a “Campaign”). By accessing and using (the term “use” when used herein in respect of the Platform shall mean access or use, and using shall have a corresponding meaning) the Platform, you accept and agree to be bound by and comply with these Terms of Use. If you do not accept and agree to be bound by these Terms of Use, please do not access or use the Platform. If you are accessing or using the Platform on behalf of another person or a corporate entity, you represent and warrant that you have the authority to bind such person or entity to these Terms of Use.

The Platform is provided solely (the “Permitted Use”) to: (1) assist you in gathering information about the various types of Campaign opportunities and Influencers (if ever applicable) available on the Platform, including profiles, price ranges, and Influencer descriptions (each, a “Influencer Profile”); (2) enable you to post information regarding your Campaign and to respond to any Campaign opportunities; (3) post reviews of Advertisers and Influencers; (4) facilitate communication with Advertisers or Influencers with the objective of entering into a Campaign Agreement; and (5) facilitate the transmission of payments from the Advertiser to Influencer under a Campaign Agreement (“Platform Services”).

Changes to these Terms of Use and Platform

Except where prohibited by applicable law, TheBlackEnterprise reserves the right to change these Terms of Use at any time without notice. Your continued access to or use of the Platform after any changes to these Terms of Use indicates your acceptance of such changes. It is your responsibility to review these Terms of Use regularly.

TheBlackEnterprise reserves the right to change any information, material or content (including, but not limited to, price, features, availability of Influencers, Influencer Profiles, types of Campaigns, and reviews of Influencers and Advertisers) contained on or provided through the Platform (the “Content”) at any time, and from time to time, without notice.

Overview (Main terms, in a nutshell)

Advertiser Terms

  1. TheBlackEnterprise reserve the right to refuse any shoutout request if promotional image does not adhere to their content guidelines (balance refund will be provided).
  2. TheBlackEnterprise may require additional information before posting a social boost, please allow up to 72 hours after scheduled time of post, for TheBlackEnterprise to contact you or update you on the status of your campaign.
  3. All orders require payment by balance at the time of booking.
  4. You are eligible for cancellation and reversal anytime before your preferred social boost time. Simply contact us and cancel the social boost.
  5. Permanent orders with bio links, are eligible to have bio link published for 24 hours, after which TheBlackEnterprise is allowed to remove the link.
  6. While permanent Social Boosts do stay on TheBlackEnterprise profiles for the lifetime of our accounts, TheBlackEnterprise can not guarantee that shoutouts stay published on influencers profiles longer than 30 days.

Cancellations and Refunds of Campaign Deposits

  1. Its possible that your Social Boost might not get posted by TheBlackEnterprise for various reasons. 72hrs after your booked time, you will be able to cancel the Social Boost and claim credit to your balance if your post did not meet the time requirements.
  2. Once your Social boost order changes from pending to running/confirmed status, your payment is not refundable.
  3. No refunds will be made on orders that have been shouted out incorrectly due to purchaser error (such as forgetting to include your username or spelling usernames incorrectly).
  4. Due to the nature of our service, generally, refunds will not be offered. Exceptions to this rule would be fraudulent deposits and misuse of the network.
  5. Only full deposit amounts are eligible for refund. If you manage to spend your balance partially, you are not eligible for a refund, and will have to spend the entire remaining balance on Social Boosts. We may charge a $5 refund processing fee on case by case basis.

Use of the Platform

As a condition of your use of the Platform, you warrant that: (a) you have reached the age of majority in your jurisdiction of residence; (b) you possess the legal authority to create a binding legal obligation; (c) you shall use the Platform in accordance with these Terms of Use; and (d) all information supplied by you on the Platform is true, accurate, current and complete.

TheBlackEnterprise retains the right, at its sole discretion, to deny access to anyone to the Platform or the services it offers, at any time and for any reason, including, but not limited to, for violation of these Terms of Use. You shall cease and desist from any such access or use immediately upon request by TheBlackEnterprise .

License Grants

Subject to these Terms of Use, The Black Enterprise grants you a personal, revocable, non-exclusive and non-transferable license during the Term to permit you to access and use the Platform in accordance with these Terms of Use.

Subject to these Terms of Use, you grant to The Black Enterprise a perpetual, transferrable, irrevocable, royalty-free, fully paid-up, worldwide and fully sublicensable license to access, collect, store and use any data, information, records and files that (1) you load, transmit to or enter into the Platform, or (2) we collect from your local computer system or from third-parties with your permission, and (in each case) including all results from processing such data, including compilations, and derivative works thereof solely for the purpose of: (A) providing the Platform Services, (B) complying with applicable law, and (C) The Black Enterprise’s reasonable audit and data retention policies.

User Account

You will be required to successfully sign up for a user account (the “User Account”) using the available interfaces at the Platform and be issued with a username and password login credentials by The Black Enterprise (“User ID”) in order to use the Platform and communicate with Advertisers and Influencers through the Platform. If you are issued with a User ID, you shall keep your User ID secure and shall not share your User ID with anyone else, and you shall not collect or harvest any personal data of any other user of The Black Enterprise, including account names. The Black Enterprise reserves the right to disable any User Account issued to you at any time in The Black Enterprise’s sole discretion. If The Black Enterprise disables access to a User Account issued to you, you may be prevented from accessing The Black Enterprise, your account details or any Campaigns that are associated with your account.

Term and Termination

We may terminate your access to and use of the Services, at our sole discretion, at any time and without notice to you. You may cancel your Account at any time by sending an email to us at [email protected] Black Enterprise.com Upon any termination, discontinuation or cancellation of Services or your Account, all provisions of these Terms which by their nature should survive will survive, including, without limitation, ownership provisions, warranty disclaimers, limitations of liability, and dispute resolution provisions

Ownership

All Content, including (without limitation) all designs, infrastructure graphics, pictures, illustrations, software, artwork, video, music, sound, names, words, titles, phrases, logos and marks displayed on the Platform, are owned or licensed by The Black Enterprise and are protected by copyright, trade-mark and other intellectual property laws.

The Black Enterprise expressly reserves all rights in the Platform and all materials provided by The Black Enterprise in connection with these Terms of Use that are not specifically granted to you. You acknowledge that all right, title and interest in the Platform, all materials provided by The Black Enterprise in connection with these Terms of Use (including the Content), and any update, adaptation, translation, customization or derivative work thereof, and all intellectual property rights therein will remain with The Black Enterprise (or third party suppliers, if applicable), and that the Platform and all materials provided by The Black Enterprise hereunder are licensed and not “sold” to you.

All contents of The Black Enterprise website are: © 2018 The Black Enterprise, LLC.

Privacy Policy

Please visit https://The Black Enterprise.com/page/privacy to review our current Privacy Policy, which contains important information about our practices in collecting, storing, using and disclosing your personal information, and which is hereby incorporated into and forms a part of these Terms of Use.

No Unlawful or Prohibited Use

You shall not, without The Black Enterprise’s prior written permission, use the Platform and the Content for purposes other than the Permitted Use. Without limiting the generality of the foregoing, you shall not, and shall not permit anyone else to:

(a) “frame”, “mirror” or otherwise incorporate the Platform or the Content or any part thereof on any commercial or non-commercial website;

(b) access, monitor or copy any part of the Platform or the Content using any robot, spider, scraper or other automated means or any manual process for any purpose without our express written permission;

(c) violate the restrictions in any robot exclusion headers on the Content or the Platform or bypass or circumvent other measures employed to prevent or limit access to the Platform;

(d) take any action that imposes, or may impose, in The Black Enterprise’s discretion, an unreasonable or disproportionately large load on the Platform;

(e) deep-link to any portion of the Platform for any purpose;

(f) remove (or permit anyone else to remove) any watermarks, labels or other legal or proprietary notices included in any Campaign, the Platform or the Content;

(g) modify or attempt to modify (or permit anyone else to modify or attempt to modify) the Platform or any Campaigns, including any modification for the purpose of disguising or changing any indications of the ownership or source of the Platform or a Campaign

(h) use the Platform or any Campaign or Content as part of any service for sharing, lending or multi-person use, or for the purpose of any other institution, except as specifically permitted by an applicable Campaign Agreement and only in the exact manner specified and enabled by therein;

(i) attempt to, assist, authorize or encourage others to circumvent, disable or defeat any of the security features or components, such as digital rights management software or encryption, that protect the Platform;

(j) copy, reproduce, modify, distribute, transfer, sell, publish, broadcast, perform, transmit, publish, license or circulate in any form any part of the Platform or the Content;

(k) create derivative works based on the Platform or the Content, in whole or in part, or to decompile, disassemble, reverse engineer or other exploit any part of the Platform or the Content;

(l) use of access the Platform in a manner that violates the rights (including, but not limited to intellectual property rights) of any third party; or

(m) upload to or transmit through the Platform any information, images, text, data, media or other content that is offensive, pornographic, hateful, obscene, defamatory or violates any laws or regulations (including but not limited to criminal laws and FTC regulations), in each case as determined by The Black Enterprise in its sole discretion,

(n) post, upload, publish, submit or transmit any Content that:

(i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy;

(ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability;

(iii) is fraudulent, false, misleading or deceptive;

(iv) is defamatory, obscene, pornographic, vulgar or offensive;

(v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group;

(vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or

(vii) promotes illegal or harmful activities or substances.

You shall be solely liable for any damages resulting from any violation of the foregoing restrictions, or any other harm resulting from your posting of content to the Platform. You acknowledge that The Black Enterprise may exercise its rights (e.g. use, publish, delete) to use any Submissions without any notice to you.

Third Party Websites

The Platform may provide links to third party websites. The Black Enterprise does not endorse the information contained on those web sites or guarantee their quality, accuracy, reliability, completeness, currency, timeliness, non-infringement, merchantability or fitness for any purpose. The content in any linked web site is not under The Black Enterprise’s control, and if you choose to access any such web site, you do so entirely at your own risk.

The Black Enterprise may enable you to link your User Account with a valid account on a third party social networking, email or content service such as Facebook, YouTube, or Twitter, (such service, a “Third-Party Service” and each such account, a “Third-Party Account”) by allowing The Black Enterprise to access your Third-Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent that you are entitled to disclose your Third-Party Account information to The Black Enterprise and/or grant The Black Enterprise access to your Third-Party Account (including, but not limited to, for use for the purposes described herein) without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account and without obligating The Black Enterprise to pay any fees or making The Black Enterprise subject to any usage limitations imposed by such third-party service providers.

By granting The Black Enterprise access to any Third-Party Accounts, you understand that The Black Enterprise may access, make available and store (if applicable) any information, data, text, software, music, sound, photographs, graphics, video, messages, tags and/or other materials accessible (“Content”) that you have provided to and/or stored in your Third-Party Account (“TPS Content”) so that it is available on and through The Black Enterprise Platform via your User Account. Depending on the Third-Party Accounts you choose and subject to the privacy settings that you have set in such Third-Party Accounts, personally identifiable information that you post to your Third-Party Accounts may be available on and through your User Account on The Black Enterprise Platform. You hereby authorize The Black Enterprise to retrieve information from, and submit information to, such Third Party Services at your request; and to provide Services relating to any information we retrieve from those Third-Party Accounts. Please note that if a Third-Party Account or associated service becomes unavailable or The Black Enterprise’s access to such Third-Party Account is terminated by the third-party service provider, then TPS Content will no longer be available on and through The Black Enterprise Materials. You have the ability to disable the connection between your Account and your Third-Party Accounts at any time by accessing the “Settings” section. In most cases, we do not actually store the entirety of your TPS Content, but instead we collect and store the metadata associated with such TPS Content. You hereby authorized such collection and storage.

Relationship with Third-Party Services . PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE PROVIDERS, AND The Black Enterprise DISCLAIMS ANY LIABILITY FOR PERSONALLY IDENTIFIABLE INFORMATION THAT MAY BE PROVIDED TO IT BY SUCH THIRD-PARTY SERVICE PROVIDERS IN VIOLATION OF THE PRIVACY SETTINGS THAT YOU HAVE SET IN SUCH THIRD-PARTY ACCOUNTS. The Black Enterprise makes no effort to review any TPS Content for any purpose, including but not limited to, for accuracy, legality or non-infringement, and The Black Enterprise is not responsible for any TPS Content. You should note that a Third-Party Service may change or amend its guidelines and our access to it at any time, and we cannot guarantee that our Services will always include a connection to such Third Party Service.

We may hire other companies to perform certain business related functions such as processing payments on our behalf. Our payment processing partner may request that you provide certain personal data (e.g., a valid government issued ID, your legal name, address, and data of birth) for the purpose of making payment through its financial institutions and complying with any federal and state laws and regulations. They may also communicate directly with you regarding any issues with a payment. Any information provided to our third party will be confidential and only be used for intended purposes.

Viruses

The downloading and viewing of Content is done at your own risk. The Black Enterprise cannot and does not guarantee or warrant that the Platform or the Content are compatible with your computer system or that the Platform or the Content, or any links from the Platform or the Content, shall be free of viruses, worms, trojan horses or disabling devices or other code that manifests contaminating or destructive properties. You are responsible for implementing safeguards to protect the security and integrity of your computer system, and you are responsible for the entire cost of any service, repairs or connections of and to your computer system that may be necessary as a result of your use of the Platform.

Communications Not Confidential

The Black Enterprise does not guarantee the confidentiality of any communications made by you through the Platform. Although The Black Enterprise generally adheres to the accepted industry practices in securing the transmission of data to, from and through the Platform, you understand, agree and acknowledge that The Black Enterprise cannot and does not guarantee the security of data transmitted over the Internet or public networks in connection with your use of the Platform or any Campaigns.

DISCLAIMER AND LIMITATION OF LIABILITY

THE PLATFORM AND THE CONTENT ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND. USE OF THE PLATFORM OR THE CONTENT IS AT YOUR OWN RISK. THE BLACK ENTERPRISE DOES NOT MAKE ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS ABOUT THE QUALITY, ACCURACY, RELIABILITY, COMPLETENESS, CURRENCY, OR TIMELINESS OF THE PLATFORM OR THE CONTENT. THE PLATFORM AND THE CONTENT MAY INCLUDE ERRORS, OMISSIONS AND INACCURACIES, INCLUDING, WITHOUT LIMITATION, PRICING ERRORS. THE BLACK ENTERPRISE DOES NOT ASSUME ANY RESPONSIBILITY FOR ANY ERRORS, OMISSIONS OR INACCURACIES IN THE PLATFORM OR THE CONTENT. IN ADDITION, THE BLACK ENTERPRISE EXPRESSLY RESERVES THE RIGHT TO CORRECT ANY PRICING ERRORS ON THE PLATFORM.

BUSINESS, INFLUENCER AND CAMPAIGN REVIEWS DISPLAYED ON THE SITE ARE INTENDED AS ONLY GENERAL GUIDELINES, AND THE BLACK ENTERPRISE DOES NOT GUARANTEE THE ACCURACY OF THE REVIEWS. THE BLACK ENTERPRISE MAKES NO GUARANTEES ABOUT THE AVAILABILITY OF SPECIFIC BUSINESSES, CAMPAIGNS OR TYPES OF CAMPAIGNS.

TO THE FULLEST EXTENT PERMITTED BY LAW, THE BLACK ENTERPRISE DISCLAIMS ALL WARRANTIES, REPRESENTATIONS AND CONDITIONS OF ANY KIND WITH RESPECT TO THE PLATFORM AND THE CONTENT WHETHER EXPRESS, IMPLIED, STATUTORY OR COLLATERAL, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OR THAT THE PLATFORM OR THE CONTENT ARE OR WILL BE ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION. IN NO EVENT WILL THE BLACK ENTERPRISE BE LIABLE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER LEGAL THEORY, FOR ANY DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, LOST PROFITS, LOSS OF USE, LOSS OF DATA, PERSONAL INJURY, FINES, FEES, PENALTIES OR OTHER LIABILITIES), WHETHER OR NOT THE BLACK ENTERPRISE IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM OR RELATED TO THE USE OF, OR THE INABILITY TO MAKE USE OF, THE PLATFORM OR THE CONTENT OR ANY CAMPAIGN AGREEMENT.

BUSINESSES ENGAGING YOUR SERVICES AND INFLUENCERS MARKETING THEIR SERVICES THROUGH THE PLATFORM ARE INDEPENDENT ORGANIZATIONS AND NOT CONTRACTORS, AGENTS OR EMPLOYEES OF THE BLACK ENTERPRISE. THE BLACK ENTERPRISE IS NOT LIABLE FOR THE ACTS, ERRORS, OMISSIONS, REPRESENTATIONS, WARRANTIES, BREACHES OR NEGLIGENCE OF ANY BUSINESSES OR FOR ANY PERSONAL INJURIES, DEATH, PROPERTY DAMAGE, OR OTHER DAMAGES OR EXPENSES RESULTING THEREFROM AND TAKES NO RESPONSIBILITY WHATSOEVER RELATED TO ANY CAMPAIGNS OR CAMPAIGN AGREEMENTS.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. TO THE EXTENT THAT THE FOREGOING LIMITATION DOES NOT APPLY, IN NO EVENT WILL THE TOTAL AGGREGATE LIABILITY OF THE BLACK ENTERPRISE IN CONNECTION WITH OR UNDER THESE TERMS OF USE, INCLUDING FROM A CAMPAIGN AGREEMENT, OR YOUR USE OF, OR INABILITY TO MAKE USE OF, THE PLATFORM OR THE CONTENT, OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO A CAMPAIGN AGREEMENT, OR YOUR USE OF, OR INABILITY TO MAKE USE OF, THE PLATFORM OR THE CONTENT EXCEED ONE UNITED STATES DOLLAR ($1) OR THE EQUIVALENT IN LOCAL CURRENCY. FOR GREATER CERTAINTY, THE EXISTENCE OF ONE OR MORE CLAIMS UNDER THESE TERMS OF USE WILL NOT INCREASE THE MAXIMUM LIABILITY AMOUNT.

The limitations above reflect the allocation of risk between the parties. The limitations specified in this section will survive and apply even if any limited remedy specified in these terms is found to have failed of its essential purpose.

Limitations Period . YOU AND THE BLACK ENTERPRISE AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THESE TERMS, THE BLACK ENTERPRISE WEBSITE, THE SERVICES OR THE CAMPAIGNS MUST COMMENCE WITHIN THREE (3) MONTHS AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

Indemnification

You shall defend, indemnify and hold harmless The Black Enterprise and all of its officers, directors, employees and agents from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature including but not limited to reasonable legal and accounting fees, brought in connection with or as a result of: (a) your breach of any of your warranties, representations or obligations under these Terms of Use or any documents referenced herein; (b) your violation of any law (including without limitation any FTC requirements or guidelines) or the rights of a third party (including, without limitation, intellectual property rights); (c) your use of the Platform; (d) breach of or failure to perform under any Campaign Agreement by you or by any third party acting on your behalf or with your permission; or (d) the use of any media content created by you, Campaign Initiators or third parties in connection with a Campaign by you, Campaign Initiators or by any third party acting on your behalf or with your permission.

Geographic Application of the Platform

Not all of the Influencers, Campaigns and services described on the Platform are available in all jurisdictions. Furthermore, nothing on the Platform 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.

Governing Law

These Terms of Use and any action related thereto shall be governed by the laws of the State of Washington without regard to its conflict of laws provisions. These laws apply to your access to or use of the Platform or the Content, notwithstanding your domicile, residency or physical location. The Platform and the Content are intended for use only in jurisdictions where they may lawfully be offered for use. Except as restricted by applicable law, you hereby consent to the exclusive jurisdiction and venue of the state and federal courts located in Clark County, Washington in all disputes arising out of or relating to the use of the Platform or the Content.

Entire Agreement, Waiver and Severability

These Terms of Use constitute the entire agreement between The Black Enterprise and you pertaining to the subject matter hereof and supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and The Black Enterprise with respect to the Platform. A printed version of these Terms of Use and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

The Black Enterprise’s failure to insist upon or enforce strict performance of any provision of these Terms of Use shall not be construed as a waiver of any provisions or right. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of The Black Enterprise. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.

If for any reason a court of competent jurisdiction finds any provision of these Terms of Use invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

If any of the provisions contained in these Terms of Use conflict with the terms of another agreement between the parties (such as the terms of a Campaign Agreement in respect of a Campaign), then these Terms of Use shall prevail; provided that, if you are also an Advertiser registered on the Platform, the terms of use applicable to Advertisers will govern your relationship with The Black Enterprise in that respect.

It is the express wish of the parties that these Terms of Use and all related documents be drawn up in English.

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