Terms of Service
This Terms of Service agreement (this “Agreement”) is a legal agreement between you and Storyhunter, Inc., (“Storyhunter,” “us” or “we”). You must read and accept this Agreement before using the service platform (the “Platform”) offered by Storyhunter on its website (the “website”). By using the website or the Platform, or otherwise forming this contract, you agree to be bound by this Agreement.
We may revise this Agreement at any time by updating this area of the website and Platform and making you aware of the updated terms, or otherwise securing your agreement to the revised terms. Your use of the website or Platform after any changes have been posted will constitute your agreement to the modified Agreement and all of the changes.
The following additional terms are incorporated into this Agreement as if fully set forth herein:
IMPORTANT NOTICES; AVAILABILITY
While we make reasonable efforts to ensure that the website and Platform remain available, we do not represent or warrant that access will be error-free or uninterrupted, or without defect, and we do not guarantee that users will be able to access or use the website or Platform, or its features, at all times.
We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the website or Platform, or any part thereof, with or without notice.
The website or Platform may contain typographical errors or inaccuracies, including relating to price, and may not be complete or current. We reserve the right to correct any such errors, inaccuracies or omissions and to change or update information at any time without prior notice, even if your order has already been accepted or processed.
Among other services and functionality, the Platform provides a venue that may permit users to act as either buyers or sellers in a marketplace for media content and related services. When acting as a party soliciting or purchasing goods or services on the Platform, you are referred to as a “Buyer”. When acting as a party offering for sale or selling goods or services on the Platform, you are referred to as a “Seller”.
Buyers and Sellers may post solicitations for submissions, requests for proposals, work availability or offerings and similar communications that may lead to a discussion and agreement to work together on a particular project (each a “Project”). The Platform permits the formation of contracts between Buyers and Sellers governing their work together on a Project, provides functionality to manage and communicate during the Project, and facilitates payment between Buyers and Sellers regarding a Project, in accordance with the terms of this Agreement.
Projects and Engagements
Proposals and requests from and between Buyers and Sellers shall specify certain terms, which may include the fee and compensation, description, content, deadlines, form, length, payment information and other information a Buyer and Seller, as the case may be, would like included in the agreement covering the Project. When Buyers and Sellers are ready to engage each other on a Project through the Platform, the parties will be entering into a legal contract with each other regarding the Project through the Platform (such agreement being the “Service Agreement”). The Service Agreement may be a custom agreement uploaded to the Platform by the Buyer (a “Custom Service Agreement”). If no Custom Service Agreement is used, the Platform will provide a default Service Agreement (the “Standard Agreement”), available here: INDEPENDENT CONTRACTOR SERVICES AGREEMENT.
THE STANDARD AGREEMENT IS MERELY A TEMPLATE DOCUMENT PROVIDED FOR CONVENIENCE ONLY, AND MAY NOT BE SUITABLE OR APPROPRIATE FOR ALL CIRCUMSTANCES. BY PROVIDING THE STANDARD AGREEMENT, WE ARE NOT PROVIDING LEGAL ADVICE OF ANY KIND. THE PLATFORM, AND USE OF THE STANDARD AGREEMENT, IS NOT A SUBSTITUTE FOR ENGAGING LEGAL COUNSEL, AND WE RECOMMEND CONSULTING AN ATTORNEY WITH ALL LEGAL QUESTIONS.
In any Service Agreement, including the Standard Agreement, Buyers and Sellers entering into an engagement shall include provisions (a) making Storyhunter a third-party beneficiary of the Service Agreement, and (b) requiring payment of all amounts and fees relating to the Project through the Platform, unless, and in such case only after, a party to the Service agreement is unilaterally terminated from the Platform by Storyhunter. Both parties will comply with all of their duties, obligations, warranties and representations in the Service Agreement(s) they enter into.
Payment through Storyhunter
Payment of all fees and payments due from a Buyer to a Seller for, or otherwise associated with, a Project are required to be made through the Platform, in accordance with this Agreement.
Upon remittance of a Project payment from Buyer to Storyhunter, Storyhunter will have the sole responsibility to pay the Seller, and will promptly pay the Seller. Sellers agree that Storyhunter shall not be responsible or liable for any amounts not received from a Buyer.
Storyhunter may charge a service fee in connection with the processing of Project payments through the Platform, as described on the Platform, and as updated from time to time (the “Service Fee”).
Storyhunter may charge a service fee in connection with the processing of Project payments through the Platform, as described on the Platform at http://feature.storyhunter.com/pricing, and as updated from time to time (the "Service Fee").
The Service Fee is structured as a commission calculated as a percentage of the amount paid by a Buyer to a Seller. This Service Fee is added to the amount due from the Buyer to the Seller.
Additional Duties For Buyers; Platform Integrity
If you use the Platform as a Buyer, the additional provisions of this section apply to you.
You acknowledge and agree that material value of the Platform is derived from its relationships with its Sellers. Thus, as additional consideration for your right to use the Platform, you agree that for a period starting when you first use the Platform through a period of one (1) year after you stop using the Platform (the “Period”), you will not directly or indirectly solicit, engage or employ any Seller participating on the Platform to provide similar or related services to you other than through the Platform.
In the event that a Buyer would like to hire a Seller that is on the Platform outside the Platform during this Period, it may contact Storyhunter at email@example.com to discuss an arrangement.
The following rules apply to the use of the website and Platform by all users, including both Buyers and Sellers.
You agree that you will not:
violate any applicable law or regulation in connection with your use of the website or Platform;
modify, adapt, translate, copy, reverse engineer, decompile or disassemble any portion of website or the Platform;
interfere with or disrupt the operation of the website or Platform;
attempt to probe, scan or test the vulnerability of our system or network or to breach security or authentication measures without proper authorization;
take any action that imposes, or may impose, in our sole discretion, an unreasonable or disproportionately large load on our infrastructure;
harvest or collect the email address or other contact information of other users of the website or Platform;
scrape or collect content from the website or Platform via automated means;
submit, post or make available false, incomplete or misleading information to website or Platform, or otherwise provide such information to us; or,
impersonate any other person or business.
Except the standard operation of the posting, responding to, negotiating and pitching (including open pitches) of Projects, you may not use the Storyhunter Platform for any other commercial purposes.
As a condition to using certain aspects of the Platform, you will be required to register with Storyhunter and select a password and username (“User Name”). You shall provide Storyhunter with accurate, complete, and updated registration information. You shall not select or use as a User Name a name that is (i) the name of another person with the intent to impersonate that person; (ii) subject to any rights of a person other than you without appropriate authorization; or (iii) otherwise offensive, vulgar or obscene.
You agree not to distribute, upload, make available or otherwise publish through the Platform any suggestions, information, ideas, comments, questions, notes, plans, proposals, graphics, drawings, designs, text, information, audio, photos, software, music, sounds, video, comments, messages or similar materials (“Content”) that:
is unlawful or encourages another to engage in anything unlawful;
is false, misleading or fraudulent;
contains a virus or any other similar programs or software which may damage the operation of our or another’s computer;
violates the rights of any party or infringes upon the patent, trademark, trade secret, copyright, or other intellectual property right of any party; or,
is libelous, defamatory, pornographic, obscene, lewd, indecent, inappropriate, invasive of privacy or publicity rights, abusing, harassing, threatening, bullying or otherwise objectionable.
You are not licensed to access any portion of the Platform that is not public.
Notwithstanding the foregoing rules of conduct, our unlimited right to terminate your access to the Platform shall not be limited to violations of these rules of conduct.
PLATFORM AND WEBSITE FEES
In addition to payment processing fees, Storyhunter reserves the right to charge for certain tools, functionalities or features of, or access to, website or Platform (“Pay Services”).
Should you elect to participate in Pay Services, you shall pay all applicable fees, as described on the website or Platform in connection with the Pay Services.
Certain Pay Services may involve ongoing, self-renewing subscriptions to access certain areas and functionality of the website or Platform (the “Subscriptions”). If you sign-up for a subscription, you will be granted access to the subscribed-to services for the length of time identified when you sign-up. You will be charged in the amounts and at the times identified in the Subscription you select.
Unless you cancel before renewal, except where prohibited by law, Subscriptions automatically renew for an additional term of the same length upon expiration. You may cancel your subscription at any time, but you will not be entitled to a refund for any past payments or future payments due during the remainder of your cancelled term. If you cancel before the end of your Subscription, you will be charged the entire remaining Subscription fees at that time. To cancel your Subscription, please e-mail Storyhunter at firstname.lastname@example.org.
For any subscription products, you agree that your license to the Platform is not a service, repair or maintenance to real or personal property.
Storyhunter may change its price list or institute new charges at any time, and may modify the functionality available on the website or Platform, including the functionality available in Subscriptions.
We may use a third-party payment processor (the “Payment Processor”) to bill you through an online account for use of the Pay Services and for other payments processed through the Services. The processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to this Agreement. We are not responsible for error by the Payment Processor. You authorize us, through the Payment Processor, to charge your chosen payment provider (your “Payment Method”). You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that it makes even if it has already requested or received payment.
If you purchase a Subscription, it will result in recurring charges to your payment card or method, and you agree that Storyhunter may charge such amounts until such a time as your Subscription is terminated or expires, inclusive of renewal terms. WE MAY SUBMIT PERIODIC CHARGES WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED YOUR SUBSCRIPTION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT OR CHARGES YOU HAVE AGREED TO INCUR IN THE FUTURE.
SUBMISSIONS AND HANDLING OF CONTENT
You hereby grant us a nonexclusive, royalty-free, worldwide, perpetual, transferable, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, display and otherwise exploit any Content you provide to us, via the Platform or otherwise, as well as to commercially use the rights of publicity, persona, image and name of the individuals depicted in such Content within the Platform and incident to the Platform.
You further grant us a license to use your name, image, likeness, statements or other information, in any form, media, or technology, whether now known or hereafter developed, alone or as part of other works, in connection with the administration of the website or Platform and Storyhunter’s marketing and business purposes relating to the website or Platform.
If you provide us with Content, you represent and warrant that you own or otherwise control the rights to the Content and any and all elements thereof; that you have the rights from any and all third parties appearing in such Content to use such third parties’ names, images or likenesses and any other third party-owned elements as necessary in and as part of your submission of said Content; and that the submitted Content will not infringe or violate the rights of any third parties, including, but not limited to, copyrights, trademarks, rights of publicity/privacy, patent, trade secret or confidentiality obligations.
You further irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding any Content submitted to us that you may have under any applicable law or under any legal theory and, if not waivable, agree not to enforce any such rights with regard to the Content and its use.
Storyhunter reserves the right, at its sole discretion, to edit any Content and to choose to include or not include such Content on the website or Platform. You acknowledge that we are under no obligation to maintain the website or Platform, or any information, materials, Content or other matter you submit, post or make available to or on the website or Platform. We reserve the right to withhold, remove and or discard any such material.
OUR RIGHTS AND THOSE OF OTHERS
The content on the website or Platform includes copyrighted materials, trademarks and other proprietary information, which may include, without limitation, text, software, photos, video, audio visual recordings, graphics, music, and sound. The selection, coordination, arrangement, and enhancement of such content, as well as in the content original to Storyhunter, are protected by copyright (and, if applicable, similar foreign laws).
All trademarks, service marks and logos, text, copyrightable subject matter, images, graphics, designs, and products appearing on the website or Platform belong to Storyhunter or in some cases to the party that authorized such use by Storyhunter. All rights are reserved.
You agree not to copy, redistribute, publish, or otherwise exploit material which you download from the website or Platform without the express prior written permission of Storyhunter or the owner of said content. You further agree and acknowledge that you shall not acquire any ownership rights by downloading material from the website or Platform.
ENFORCEMENT AND TERMINATION
We reserve the right to deny all or some portion of the website or Platform to any user, in our sole discretion, at any time.
If we suspend or terminate your access to the website or Platform without cause, we will issue you a pro-rata refund for pre-paid access to any Pay Services for the period of suspension or for the pre-paid period that post-dates termination. You will not be entitled to a refund of any kind for any other reason.
Without limiting the foregoing or assuming additional legal obligations, we have a policy of terminating repeat violators of the Copyright Act, in accordance with applicable law. All grants of any rights from you to us related to Content or other materials, including but not limited to copyright licenses, shall survive any termination of this Agreement. Further, your representations, defense and indemnification obligations survive any termination of this Agreement.
You agree to defend, indemnify and hold harmless, us and any of our or their respective parents, affiliates, licensees, licensors, and each of their respective officers, directors, employees, successors, agents, contractors and assigns (collectively, the “Storyhunter Parties”), for all claims and allegations, and costs associated with such claims or allegations (collectively, “Claims”), arising from or in connection with (a) your use of the website or Platform, (b) any Content provided or procured on or through the website or Platform, including, without limitation, all claims arising out of or based upon infringement, misappropriation, invasion of privacy, defamation, right of publicity and/or any blurring, alteration, editing, morphing, distortion, illusionary effect, faulty reproduction, fictionalization or use in any composite form of your or any other person’s or entity’s name, picture, image, likeness, comments, posts, statements or other information and/or the Submission; or (c) any breach or alleged breach by you of this Agreement or applicable laws, rules, regulations or social media terms and conditions.
If you act as a Buyer on the website or Platform, you shall further defend, indemnify and hold the Storyhunter Parties harmless from any claims relating to your failure to pay for services solicited or procured through the website or Platform.
You acknowledge that Storyhunter is not responsible for, and has no liability for, any use by you of all or any part of Content or services provided by a third-party through the website or Platform, or from a third-party that you met or did business with through the website or Platform.
You acknowledge that Storyhunter is not responsible for, and has no liability for, any non-payment or other non-performance of a contract that you enter into through the website or Platform or non-performance by a business partner that you met or transacted business with through the website or Platform.
You understand that it is your sole responsibility to perform due diligence on Content sourced through the website or Platform, and service providers or clients that you do business with through the Platform, and the sole risk of any liability associated with your use of said Content, work performed by said providers and actions of said clients is with you.
The website or Platform may include the opinions, statements and other content of third parties. We are not responsible for screening, monitoring or verifying such content, including such content’s accuracy, reliability or compliance with laws. Any opinions, statements, or other materials made available by third parties through the website or Platform are those of such third parties and not of Storyhunter, including its licensors and/or other third party providers, and Storyhunter does not endorse any such opinions, statements, or materials.
You acknowledge and agree that Storyhunter has no control over, and shall have no liability for any damages resulting from, the use (including, without limitation, re-publication) or misuse by any third party of information made public through any part of the website or Platform. IF YOU CHOOSE TO MAKE ANY OF YOUR PERSONALLY IDENTIFIABLE INFORMATION OR OTHER INFORMATION AND OR CONTENT PUBLICLY AVAILABLE THROUGH THE PLATFORM, YOU DO SO AT YOUR OWN RISK.
You understand that Storyhunter cannot and does not promise, guarantee or warrant that files you download through the Internet will be free from viruses, worms, Trojan horses or other code that may be destructive. You are responsible for implementing sufficient safeguards for yourself. Storyhunter does not assume any responsibility for your use of the Internet.
USE OF THE WEBSITE AND PLATFORM IS AT YOUR OWN RISK. THE WEBSITE AND PLATFORM, AND ALL CONTENT THEREON, ARE PROVIDED “AS IS” AND WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED. STORYHUNTER DISCLAIMS ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. STORYHUNTER DOES NOT WARRANT THAT THE WEBSITE OR PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR PLATFORM ARE FREE OF VIRUSES OR OTHER HARMFUL ELEMENTS. STORYHUNTER DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING ANY USE OF THE CONTENT OR ACCURACY. YOU ASSUME THE ENTIRE COST OF ANY LOSS OR DAMAGE ARISING FROM THE USE OF THE WEBSITE OR ITS CONTENT. STORYHUNTER MAKES NO WARRANTY THAT YOUR USE OF THE CONTENT WILL NOT INFRINGE THE RIGHTS OF OTHERS. STORYHUNTER ASSUMES NO RESPONSIBILITY FOR ERRORS OR OMISSIONS IN SUCH CONTENT.
LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT ANY OF THE STORYHUNTER PARTIES BE LIABLE TO YOU BASED ON OR RELATED TO THE WEBSITE OR PLATFORM, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND WE SHALL NOT BE RESPONSIBLE FOR ANY LOSSES OR DAMAGES, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH ACCESS TO OR USE OF THE WEBSITE PLATFORM EVEN IF WE AND/OR RELATED PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Notwithstanding the foregoing, in the event that a court shall find that the above disclaimers are not enforceable, then you agree that neither we nor any of the Storyhunter Parties shall be liable for (1) any damages in excess of $500.00 or (2) any indirect, incidental, punitive, special, or consequential damages or loss of use, lost revenue, lost profits or data to you or any third party from your use of the website or Platform. This limitation shall apply regardless of the basis of your claim or whether or not the limited remedies provided herein fail of their essential purpose.
This limitation shall not apply to any damage that we cause you intentionally and knowingly in violation of this Agreement or applicable law that cannot be disclaimed in this Agreement.
Storyhunter may have links on the website or Platform to other sites that we think you might find interesting. Such other sites are not under our control and therefore we have not reviewed them and we are not responsible for their content. You click through at your own risk, and Storyhunter makes no representation or warranties about the content, completeness or accuracy of the sites linked-to from the website. A link to the site does not imply Storyhunter’s endorsement or approval of its content or source.
POLICIES FOR CHILDREN
The website and Platform are not directed to individuals under the age of 13. You must be over the age of 18 to use the website or Platform. In the event that we discover that a child under the age of 13 has provided personally identifiable information to us, we will make efforts to delete the child’s information in accordance with the Children’s Online Privacy Protection Act. Please see the Federal Trade Commission's website (www.ftc.gov) for more information.
Notwithstanding the foregoing, pursuant to 47 U.S.C. Section 230(d), as amended, we hereby notify you that parental control protections are commercially available to assist you in limiting access to material that is harmful to minors. More information on the availability of such software can be found through publicly available sources. You may wish to contact your Internet Service Provider for more information.
Disputes and Arbitration. You agree that any claim or dispute arising out of or relating in any way to your use of the website or Platform, or any service provided by Storyhunter, will be resolved solely and exclusively by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify. The Federal Arbitration Act and federal arbitration law apply to this agreement. The laws of the State of New York shall govern this Agreement, and shall be used in any arbitration proceeding.
There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages), and must follow the terms of this Agreement as a court would.
To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to the following address: Storyhunter, 81 Prospect St., Office 9018, Brooklyn, NY, 11201.
Arbitration under this Agreement will be conducted by the American Arbitration Association (AAA) under its rules then in effect. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules.
You and Storyhunter agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration, both you and Storyhunter agree that parties have each waived any right to a jury trial.
Notwithstanding the foregoing, you agree that Storyhunter may bring suit in court to enjoin infringement or other misuse of intellectual property or other proprietary rights.
To the extent arbitration does not apply, you agree that any dispute arising out of or relating to the Services, or to Storyhunter, may only be brought by you in a state or federal court located in Brooklyn, New York. YOU HEREBY WAIVE ANY OBJECTION TO THIS VENUE AS INCONVENIENT OR INAPPROPRIATE, AND AGREE TO EXCLUSIVE JURISDICTION AND VENUE IN BROOKLYN, NEW YORK.
Severability. If any provision of this Agreement is found for any reason to be unlawful, void or unenforceable, then that provision will be given its maximum enforceable effect, or shall be deemed severable from this Agreement and will not affect the validity and enforceability of any remaining provision.
No Partnership. You agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of this Agreement or your use of the website or Platform. We are and shall remain independent contractors.
Assignment. We may assign our rights under this Agreement, in whole or in part, to any person or entity at any time with or without your consent. You may not assign the Agreement without our prior written consent, and any unauthorized assignment by you shall be null and void.
Attorneys’ Fees. In the event that we bring any litigation in connection with this Agreement, the prevailing party in such litigation shall be entitled to recover from the other party all the reasonable costs, attorneys’ fees and other expenses incurred by such prevailing party in the litigation.
No Waiver. Our failure to enforce any provision of this Agreement shall in no way be construed to be a present or future waiver of such provision, nor in any way affect the right of any party to enforce each and every such provision thereafter. The express waiver by us of any provision, condition or requirement of this Agreement shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.
Notices. All notices given by you or required under this Agreement shall be in writing and addressed to: email@example.com. You agree that we may deliver and serve you with any legal notice relating to the website or Platform to your e-mail address that we have on file for you at the time of said notice.
Equitable Remedies. You hereby agree that we would be irreparably damaged if the terms of this Agreement were not specifically enforced, and therefore you agree that we shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to breaches of this Agreement, in addition to such other remedies as we may otherwise have available to us under applicable laws.
Last updated May 2, 2016
©2017, Storyhunter Inc