The FlyTrendy Platform is owned by FlyTrendy Group S.r.l., tax code and registration number with the Milan-Monza-Brianza-Lodi Business Register 02609800699, REA no. MI-2556709, with registered office at via dell'Annunciata 2, Milan (MI) (“FlyTrendy”).
FlyTrendy has created the FlyTrendy Platform to enable interaction, relationship building, and the creation and distribution of sponsored posts through Social Influencer Channels within the Influencer Community for Brands.
These General Contract Conditions for Brands (the "GCBC") outline the methods of access and use of the FlyTrendy Platform, which are fully accepted through the Brand's adhesion and/or use.
The contractual position of the Influencer is governed by the General Contract Conditions for Influencers ("GCCI"), which are fully accepted through the Influencer's adhesion and/or use.
Upon approval of the GCCI and GCBC, FlyTrendy grants the Influencer and the Brand a limited, non-exclusive, revocable, and non-transferable license to access and use the FlyTrendy Platform.
Acceptance of the GCCI and GCBC does not establish any relationship between the Influencer, the Brand, and FlyTrendy other than the use of the FlyTrendy Platform as described. In particular, it does not establish any partnership or agency relationship, employment, or trust.
Access and/or use of the FlyTrendy Platform are subject to the Influencer's acceptance of the GCCI and the Brand's acceptance of the GCBC.
Each time the Influencer accesses and uses the FlyTrendy Platform, they agree to comply with the GCCI. If the Influencer does not intend to adhere to the GCCI, they should not access or use the FlyTrendy Platform.
Each time the Brand accesses and uses the FlyTrendy Platform, they agree to comply with the GCBC. If the Brand does not intend to adhere to the GCBC, they should not access or use the FlyTrendy Platform.
The FlyTrendy Platform allows the Brand to allocate a Campaign Budget to create an Advertising Campaign using the Campaign Builder feature, with the aim of sharing it with the Influencer.
The Influencer will access the Advertising Campaign through the FlyTrendy App, creating and sending a Post to the Brand for approval, while the Brand may reject it or request modifications.
The Influencer may proceed to publish the agreed-upon Post only upon approval by the Brand, thereby executing the Advertising Campaign.
The Influencer will receive the Post Commission only upon approval of the Post and its publication through Social Influencer Channels.
The FlyTrendy Platform is designed for use by individuals aged at least eighteen (18) years. Influencers and Brands are solely responsible for every interaction on the FlyTrendy Platform. If FlyTrendy becomes aware of a person under the age of eighteen (18) accessing the FlyTrendy Platform, it will exclude them.
FlyTrendy reserves the right to change the GCCI at any time by updating the relevant webpage and notifying the Influencer via the email address provided in the Influencer's Account.
FlyTrendy reserves the right to intervene on the FlyTrendy Platform by making necessary and/or appropriate changes, as well as for maintenance, notifying the Influencer via the email address provided in the Influencer's Account. During such interventions, access to the FlyTrendy Platform and its use may be temporarily suspended. FlyTrendy must provide specific notice at least twenty-four (24) hours before the intervention, using the email address provided in the Influencer's Account and/or Brand's Account.
FlyTrendy disclaims any responsibility for the creation of the Advertising Campaign, Post publication, and Post Commission payment, considering that all these phases are exclusively managed by the Influencer and the Brand independently.
FlyTrendy specifically disclaims any responsibility for material uploaded to the FlyTrendy Platform by the Influencer and/or the Brand, as it undertakes no commitment to moderate, approve, monitor, modify, remove it, or verify its legality, validity, accuracy, suitability.
Influencers and Brands cannot negotiate the execution and/or payment of an Advertising Campaign outside the FlyTrendy Platform.
Influencers and Brands agree: i) not to decompile, reverse engineer, disassemble any element of the FlyTrendy Platform, even through third parties and/or in any other way; ii) not to distribute or republish any element of the FlyTrendy Platform in any way; iii) not to resell, lease, rent or allow temporary use of any element of the FlyTrendy Platform in any way; iv) not to tamper, disable, or bypass any security feature of the FlyTrendy Platform in any way; v) not to transfer any element of the FlyTrendy Platform to any third party in any way; vi) to ensure FlyTrendy's access to location and geolocation information; vii) to ensure Flytrendy the possibility of using their respective logo in relation to the services and/or products provided.
Influencers and Brands agree not to engage in crawling, scraping, caching activities, committing not to access any content of the FlyTrendy Platform in any way other than through the express authorization of FlyTrendy, communicated in writing through the FlyTrendy Platform upon request.
The FlyTrendy Platform may contain links to other sites not managed by FlyTrendy ("Linked Sites"). FlyTrendy disclaims any responsibility for the content of Linked Sites, their quality, and the nature of the products or services offered, used, or advertised by them. FlyTrendy also disclaims any responsibility for the possible collection and/or use of data and/or information carried out by Linked Sites. The Brand and the Influencer assume all responsibility for accessing and/or using Linked Sites.
The FlyTrendy Platform may also use social networks or share some of their features and may contain links, applications, or other features of social media (including, but not limited to, Facebook, Twitter, and Instagram; the "Linked Social Media"). Influencers and Brands accept the terms of use provided by the Linked Social Media used by the FlyTrendy Platform. Influencers and Brands also allow the FlyTrendy Platform to access all information shared on Linked Social Media. FlyTrendy suggests checking the terms and conditions of use of Linked Social Media on the FlyTrendy Platform before selecting their links, applications, or functions and/or interacting with them. The FlyTrendy Platform is not in any way sponsored, endorsed, administered, or associated with any of the Linked Social Media.
All costs arising from the download, installation, access, and use of the FlyTrendy Platform are the responsibility
2. REGISTRATION OF THE INFLUENCER ACCOUNT
To use the FlyTrendy Platform, the Influencer must download the FlyTrendy App and register their Influencer Account as outlined in the GCCI.
FlyTrendy reserves the right to refuse registration and/or cancel the Influencer Account at its sole discretion.
All information provided during the registration of the Influencer Account must be up-to-date, correct, and complete. Incomplete, inadequate, and/or incomprehensible registrations will not be considered valid. It is necessary to log in as required every time the Influencer wants to use the FlyTrendy Platform, and using another person's Influencer Account without their prior consent is prohibited.
The Influencer is required to maintain strict confidentiality regarding the details of their Influencer Account and any activities carried out on the FlyTrendy Platform.
The Influencer agrees to immediately notify FlyTrendy of any unauthorized use of their Influencer Account or any other security breach. The access and use of the Influencer Account are the exclusive responsibility of the Influencer, who can request its deletion at any time.
FlyTrendy will not be liable for any liabilities and/or damages suffered by the Influencer in relation to non-compliance with the GCCI.
FlyTrendy reserves the right to delete the Influencer Account and/or prohibit the Influencer from accessing the FlyTrendy Platform (or any of its elements) if it believes that the Influencer: i) is using it in a manner not in compliance with the GCCI; ii) intends to tamper with it in any way (or any of its elements); iii) has violated the GCCI and/or has been involved in any illegal and/or unlawful or otherwise incorrect activity aimed at endangering the normal operation of the FlyTrendy Platform (or any of its elements).
The use of any automated software or other mechanical and/or electronic means that allow the creation of one or more Influencer Accounts is expressly prohibited.
The information provided by the Influencer for the creation of the Influencer Account will be intended solely for FlyTrendy, and the Influencer will be responsible for its accuracy.
The Influencer expressly indemnifies FlyTrendy, Linked Social Media, and/or Linked Sites regarding the consequences of any loss, action, claim, cost, expense, and damage (of any kind) that may arise from the use of the FlyTrendy Platform.
Any questions, comments, and/or complaints regarding the FlyTrendy Platform must be addressed exclusively to FlyTrendy and cannot be transmitted to other entities and/or Linked Social Media.
In the case of a violation of individual prohibitions and/or non-compliance with individual obligations as outlined in the previous points, FlyTrendy reserves the right to suspend and/or exclude the Influencer from the FlyTrendy Platform.
3. INFLUENCER REQUIREMENTS
Any person at least eighteen (18) years old, capable of understanding and willing, can create and register an Influencer Account on the FlyTrendy Platform. If FlyTrendy becomes aware of access by a person under the age of eighteen (18) to the FlyTrendy Platform, it will exclude them.
To participate in the creation of an Advertising Campaign and qualify for the payment of a Post Commission and/or compensation through the FlyTrendy Platform, the Influencer must demonstrate possession of the following minimum standard requirements: a. at least one thousand five hundred (1500) followers on a single Social Influencer Channel; b. Social Influencer Channels must be public (visible to anyone); c. Social Influencer Channels cannot contain material contrary to the GCCI or the terms of use of the social media platform and/or social network of the Influencer's Social Channels.
If even one of these minimum standard requirements is not met, even partially, the Influencer cannot participate in the creation of any Advertising Campaign and cannot access all the features of the FlyTrendy Platform.
In the case of a violation of individual prohibitions and/or non-compliance with individual obligations as outlined in the previous points, FlyTrendy reserves the right to suspend and/or exclude the Influencer from the FlyTrendy Platform.
4. DOWNLOAD OF THE FLYTRENDY APP
To register an Influencer Account, the Influencer must download the FlyTrendy App and access it with their Facebook, Instagram, or Twitter account.
To submit a Post through the FlyTrendy App, the Influencer must connect to their Facebook, Instagram, or Twitter account and/or by the means requested by the FlyTrendy Platform.
As a result of the connection through their Facebook, Instagram, or Twitter accounts, the Influencer adheres to the Post publication procedure, conducted by FlyTrendy, directly on the Social Influencer Channels, in compliance with the GCCI, consenting to FlyTrendy's access to information contained on the Social Influencer Channels.
In the case of a violation of individual prohibitions and/or non-compliance with individual obligations as outlined in the previous points, FlyTrendy reserves the right to suspend and/or exclude the Influencer from the FlyTrendy Platform.
5. COMPENSATION FOR THE INFLUENCER
Within twenty-four (24) hours of the Brand's approval of the Post, the Influencer receives a request, through the FlyTrendy Platform, to publish the approved Post on the Social Influencer Channels.
After receiving the Brand's approval, it is no longer possible to modify the Post.
The Influencer is solely responsible for publishing the approved Post on the Social Influencer Channels after Brand approval and must take appropriate action.
After publishing the post and receiving the agreed-upon amount from the Brand through the Flytrendy platform, the influencer transfers the intellectual property rights of the approved content to FlyTrendy and the Brand for any use allowed by the legal system.
FlyTrendy disclaims any responsibility for the Brand's use of the Post.
To receive any payment through the FlyTrendy Platform, the Influencer must provide their bank details for crediting and, in particular, the details of their bank account or PayPal information, as well as details of their tax regime (e.g., GST, ABN, VAT, or VAT) and any other relevant information.
Following the Post's publication, the Influencer is authorized to receive the Post Commission payment (plus GST, VAT, or VAT) provided that the T&C are adhered to. If the T&C are not adhered to, the payment will not be made. The Post Commission (plus GST, VAT, or VAT) will be credited to the bank account or PayPal account indicated by electronic funds transfer within sixty (60) days of receiving payment from the Brand. FlyTrendy will issue a payment receipt to the Brand once the credit is executed.
The Influencer acknowledges that the Brand is solely responsible for paying the Post Commission and any other amounts due in connection with the use of the FlyTrendy Platform. The method and timing of the Brand's payment of compensation to the Influencer may be subject to negotiation through FlyTrendy and the FlyTrendy Platform. The Influencer releases FlyTrendy from any liability for the non-payment of the Post Commission and any other amounts due in connection with the use of the FlyTrendy Platform.
In the event of a violation of individual prohibitions and/or non-compliance with individual obligations as outlined in the previous points, FlyTrendy reserves the right to suspend and/or exclude the Influencer from the FlyTrendy Platform.
6. TERMS OF INFLUENCER PARTICIPATION IN THE ADVERTISING CAMPAIGN
Posts must comply with the requirements outlined in the T&C and any additional requirements specified by the Brand for the requested Advertising Campaign. Posts that do not meet these conditions may be removed from the FlyTrendy Platform at the sole discretion of FlyTrendy.
The Influencer must clearly highlight, in their Posts, the connection with the Brand so that it is clear to anyone viewing the Social Influencer Channels that there is a relationship between the Influencer and the Brand. This relationship can be established through the use of hashtags such as #advertisement or #sponsored, or through other means suitable for the particular situation, such as specific reference to an Influencer Community and/or certain Social Influencer Channels. FlyTrendy reserves the right to review and monitor the Posts and their disclosure, requiring, at its sole discretion, higher and/or different levels of implementation.
Influencers must not distort the size of their audience or their number of followers or the extent of engagement. Influencers must gain and consolidate their followers organically and not through forced procedures such as, for example (by way of example but not exhaustive), buying followers, likes, or engagement.
For each Post uploaded to the FlyTrendy App and sent to a Brand for approval and/or published on an Influencer Channel through the FlyTrendy Platform, the Influencer guarantees that: a. they are at least eighteen (18) years old and capable of understanding and willing; b. they own the Intellectual Property Rights to the Post and have the right to license the Post to FlyTrendy and the Brand as outlined in the T&C; c. the Post does not violate any rights regarding the protection of privacy, contractual rights, and/or other rights (including Intellectual Property Rights) of any individual; d. the Post does not contain any false statements; e. all opinions and viewpoints presented in the Post are genuinely from the Influencer; f. all statements in the Post regarding the Influencer's use and experience with the Brand's products and/or services are true, correct, and representative of their genuine opinion, regardless of any compensation agreement. The Influencer will promptly notify FlyTrendy of any change in their opinion about the Brand; g. the Post does not contain any representation or material that the Influencer knows or suspects (or should reasonably know or suspect) to be false, misleading, and/or deceptive; h. the Post is original and does not contain materials that have been previously transmitted, published, or otherwise communicated by the Influencer to the public in any way and does not contain materials previously used for marketing campaigns and/or promotions for third parties or that otherwise infringe the rights of third parties; i. if a member of organizations and/or associations, they have not taken on other commitments, are not bound by other provisions and/or agreements that may compromise their adherence and compliance with the T&C, the implementation of the commitments provided therein, and/or the respect of the rights described therein, and/or determine any conflict of interest; j. if the Post contains images and/or references to third parties and/or rights of third parties, they have been informed, and they have accepted in writing that such images and/or references may be used by the Brand in accordance with the T&C, without entitling them to receive compensation from such third parties; k. the mere use of the Post and the exercise of Intellectual Property Rights in the Post by the Brand and FlyTrendy will not violate any legal right, copyright, or other Intellectual Property Rights of any individual, nor will it entail any kind of responsibility in executing payments.
The Influencer acknowledges and agrees that the Brand and FlyTrendy have the right to request moderation of the Post at any time, even after publication on an Influencer Channel.
The influencer will therefore immediately make any reasonable changes and/or revisions requested by FlyTrendy and/or the Brand, in accordance with the T&C. The Influencer also acknowledges and agrees that, in the event that a Post with incorrect content is published, the Brand or FlyTrendy may request to republish the corrected Post after the approval procedure.
The Influencer acknowledges and agrees that the Brand and FlyTrendy have the right to request the removal of any Post published on the Social Influencer Channels at any time and agrees to comply with this request in accordance with the T&C.
In the event of a violation of individual prohibitions and/or non-compliance with individual obligations as outlined in the previous points, FlyTrendy reserves the right to suspend and/or exclude the Influencer from the FlyTrendy Platform.
7. INFLUENCER RIGHTS
The Influencer owns all rights related to the Post.
For each Post, the Influencer grants: a. to FlyTrendy and its legitimate successors the right to modify and reformat the Post to make it usable on the FlyTrendy Platform and/or on media deemed suitable by FlyTrendy; b. to FlyTrendy and its legitimate successors: i. a royalty-free, perpetual, international, irrevocable, unconditional, exclusive, transferable license to use the Post for marketing and promotion of FlyTrendy (and its products and services) in any manner, without further notice or permission and without further compensation; ii. the right to repost the Post and assign it to third parties, compensating the Influencer fairly; iii. the right to use the Influencer's Identity in the Post and communicate the Post to the public in any language, on all social channels and media including, for example and not exhaustively: i) all paid online media channels (including but not limited to digital banners); ii) all owned online media channels (including but not limited to the website and internal communication channels of FlyTrendy); iii) all social media and/or social networks (including but not limited to the social media channels of FlyTrendy); iv) any space allocated on media and/or through public relations activities of third parties (including, for example and not limited to, press, digital media, and/or social media). c. to the Brand and its legitimate successors: i. the right to share, comment, and republish the Post on social media channels and/or social networks where it was originally published, for a period of thirty (30) days, expiring at 23:59 on the seventh day following the first publication; ii. the right to use the Influencer's Identity in the Post and communicate the Post to the public in accordance with these T&C and on any space assigned on media and/or through public relations activities of third parties (including, for example and not limited to, print media, digital media, social media, and/or social networks).
The Influencer agrees not to request that the Brand remove the Post and/or comments, shares, and/or reposts as outlined in the T&C.
The Influencer consents to the Brand and its legitimate successors, licensees, and/or assignees, and anyone authorized by them, making any changes deemed appropriate to the Post.
In the event of a violation of individual prohibitions and/or non-compliance with individual obligations as outlined in the previous points, FlyTrendy reserves the right to suspend and/or exclude the Influencer from the FlyTrendy Platform.
8. COMMITMENTS AND WARRANTIES OF THE INFLUENCER
The Influencer undertakes: a. not to delay the publication of the Post after the Brand's approval and to publish the approved Post no later than forty-eight (48) hours after receiving the approval notification from the Brand (unless a different publication date has been agreed upon with the Brand); b. for a period of five (5) hours following the publication of the Post, not to publish, share any content, send re-tweets or re-grams, repost any content on the Influencer Channel used for publication, to ensure the visibility of the Post compared to other content within the specified time frame; c. not to remove the Post from the Social Influencer Channels for a period of thirty (30) days following the Post's publication, with expiration at 23:59 on the seventh calendar day following the Post's publication; d. not to modify the approved Post before or after its publication in ways other than those provided in the CGCI; e. not to create parodies, not to denigrate the Brand in any way, and to omit any comments contrary to the Brand and/or its products and/or services in general, by any means; f. even through different Social Influencer Channels or on other social networks and/or social media, not to publish other posts or other content that may diminish the effect of the Brand-approved Post; g. not to grant any further rights to the Post to a Brand without the written consent of FlyTrendy, which will charge the Influencer a service commission for negotiating any extension of the use of the Post in favor of the Brand; h. not to accept or attempt to negotiate with a Brand the execution of a number of Posts exceeding one in exchange for the recognition of a single Post Commission and/or a flat and/or unitary fee.
The Influencer acknowledges that the commitments outlined in the previous point are reasonable in scope and duration and have been made in consideration of the interests of the Brand and FlyTrendy.
The Influencer will fulfill all commitments and, freely, will submit its Posts to FlyTrendy and the Brand as an independent operator and not as a partner, employee, agent, or assuming any other role and/or position.
The Influencer agrees that FlyTrendy and the Brand are not obligated to compensate him and/or charge him any amount related to the fact that the Influencer is not an employee of FlyTrendy and/or the Brand, including, but not limited to, vacations, pension fund, withholding tax, income taxes, workers' compensation contributions, or any other payment or deduction of that nature. The Influencer also declares and acknowledges that any tax related to the consideration accrued in relation to the CGCI will be entirely at his expense, releasing FlyTrendy from any liability related thereto.
The Influencer waives any claim and/or assertion that any representation, depiction, impersonation, and/or description of him in the Posts may constitute a violation of any of his rights, including the right to privacy and/or image, regardless of whether such representations, depictions, impersonations, descriptions are made by the Brand, FlyTrendy, or their legitimate successors.
The Influencer acknowledges that FlyTrendy does not guarantee in any way the success of a Post and/or the approval of a Post by a Brand.
The Influencer confirms that he will not negotiate, even through his legitimate successors and/or other third parties, agreements and/or payments with a Brand outside the FlyTrendy Platform.
In the event of a violation of individual prohibitions and/or non-compliance with individual obligations as outlined above, FlyTrendy reserves the right to suspend and/or exclude the Influencer from the FlyTrendy Platform.
9. INTELLECTUAL PROPERTY
All material present on the FlyTrendy Platform is the exclusive property of FlyTrendy and is protected by copyright and trademark laws, except for the functionalities granted to the Influencer and the Brand according to the provisions of the CGCI and CGCB.
The permission granted in the CGCI and CGCB to the Influencer and the Brand to use the functionalities of the FlyTrendy Platform does not confer any right to use them outside of those provisions.
All rights, titles, and interests in all trademarks, logos, images, buttons, codes, layouts, texts, content, products, and services of FlyTrendy present on the FlyTrendy Platform (the "Elements of the FlyTrendy Platform") are the exclusive property of FlyTrendy and will always remain the exclusive property of FlyTrendy.
FlyTrendy may grant a defined and non-exclusive license for the use of the Elements of the FlyTrendy Platform or some of them to the extent that it deems such a grant functional to the use of the FlyTrendy Platform.
In the event of a violation of individual prohibitions and/or non-compliance with individual obligations as outlined above, FlyTrendy reserves the right to suspend and/or exclude the Influencer from the FlyTrendy Platform.
10. ADDITIONAL STATEMENTS OF THE INFLUENCER AND BRAND
The Influencer and the Brand operating on the FlyTrendy Platform guarantee, declare, and agree that: a. all information provided to FlyTrendy in creating the Influencer Account and Brand Account is true, accurate, complete, and not misleading; b. any other account on third-party social media and/or social network to which they are subscribed and/or connected is their account; c. if the different account refers to a Brand, it is an authorized subject of the Brand itself, to whom the right of access to social media and/or social network accounts has been granted and who represents their interests; d. if the account refers to another subject, specific authorization has been given, including with reference to access to social media and/or social network accounts on behalf of their interests; e. they have the right and/or authorization to create an Influencer Account or a Brand Account and accept the CGCI and CGCB; f. they are authorized to send material to the FlyTrendy Platform according to the CGCI and CGCB; g. all material sent to the FlyTrendy Platform will not contain content that: i. is illegal and/or violates applicable regulatory provisions of any degree or level; ii. is wholly or substantially copied and/or adapted from other material; iii. is indecent, obscene, threatening, discriminatory, harassing, violates security, is defamatory, offensive, and contains, represents, alludes to, or promotes aggressive, unruly, antisocial, lascivious, and/or illegal behaviors and/or contains sexually explicit images; iv. consists of parodies, discredits, and/or makes fun of FlyTrendy and/or its products and/or services in any other way; v. requests passwords and/or personal information for commercial and/or illicit purposes, provides any phone number, postal address, last name, URL, or email address (unless the presence of these elements, as far as lawful, is expressly requested in the Advertising Campaign); vi. promotes an illegal and/or unauthorized copy of another subject's copyrighted work (such as, for example but not limited to, providing pirated computer programs or links to them, providing information to circumvent protective devices, or providing pirate material); vii. includes the transmission of junk mail, chain letters, mass sending of unwanted or spam mail; viii. violates the privacy, contractual rights, and/or other rights of any subject (including Intellectual Property Rights).
In the event of a violation of individual prohibitions and/or non-compliance with individual obligations as outlined above, FlyTrendy reserves the right to suspend and/or exclude the Influencer from the FlyTrendy Platform.
11. PROVISIONS ON THE RELATIONSHIP BETWEEN INFLUENCER AND BRAND
The Influencer and the Brand acknowledge that: a. the Influencer and FlyTrendy are not required to purchase products and/or services from the Brand; b. the Brand may, at its sole discretion, arrange for the sending of a sample product to the Influencer; c. the Influencer may request the Brand to send a sample product, but the Brand assumes no obligation in this regard; d. FlyTrendy will not be in any way responsible for delays in deliveries and/or non-delivery of products sent by the Brand to the Influencer; e. the address provided by the Influencer via the FlyTrendy Platform is not verified by FlyTrendy; f. when the Brand sends a sample product to the Influencer, the latter guarantees the creation and sending of the Post to the Brand through the Flytrendy platform; g. Flytrendy or the Brand reserve the right to take legal action against the influencer for the failure to create the Post after ten days from the receipt of a sample product; h. if the Influencer chooses to purchase a product, it is not guaranteed that the Influencer's Post on the product will be approved by the Brand; i. the CGCI and CGCB do not provide any rights to the Brand on the Intellectual Property Rights, Posts, and/or the Identity of the Influencer; j. the CGCI and CGCB do not provide the Influencer with any ownership rights over the Intellectual Property Rights of the Brand; k. the CGCI and CGCB do not require the Brand to use the rights granted to the Brand by the Influencer; l. in the event that the Brand and the Influencer agree to send drafts and/or samples, the relevant relationships must be executed exclusively through the FlyTrendy Platform.
In the event of a violation of individual prohibitions and/or non-compliance with individual obligations as outlined above, FlyTrendy reserves the right to suspend and/or exclude the Influencer from the FlyTrendy Platform and/or initiate legal actions."
12. GUARANTEES AND INDEMNITIES OF INFLUENCER AND BRAND IN FAVOR OF FLYTRENDY
The Influencer and the Brand agree to indemnify and hold harmless FlyTrendy and its corporate bodies, staff, officers, and agents from and against any claims, liabilities, damages, losses, and expenses arising or in any way connected to the following (including the potential liability deriving directly from the operation on the FlyTrendy Platform): a. Materials uploaded to the FlyTrendy Platform and/or access to it; b. Violation of the CGCI and CGCB and/or any warranty made and/or agreement concluded; c. Claims against a Brand for any reason; d. Claims against an Influencer for any reason; e. Any third-party claims (including a different Brand and/or Influencer) directly and/or indirectly arising from the violation of any provision of the CGCI and/or CGCB; f. Any claims related to the fact that materials uploaded to the FlyTrendy Platform violate the rights of third parties, including Intellectual Property Rights; g. Violation of any applicable regulations.
In the event of a violation of individual prohibitions and/or non-compliance with individual obligations as outlined above, FlyTrendy reserves the right to suspend and/or exclude the Influencer from the FlyTrendy Platform.
13. LIMITATION OF LIABILITY IN FAVOR OF FLYTRENDY
By using the FlyTrendy Platform, the Influencer and/or the Brand may come into contact with materials uploaded to the FlyTrendy Platform that exhibit characteristics of dangerousness, obscenity, deception, and/or negligence. FlyTrendy cannot be held responsible in any case in relation to materials uploaded to the FlyTrendy Platform that exhibit such characteristics, including, by way of example but not limited to, the presence of any errors or omissions and/or any loss or damage of any kind, also arising from the use of materials uploaded to the FlyTrendy Platform, as well as transmitted and/or otherwise made available through it.
FlyTrendy's liability to the Brand in relation to the CGCI and CGCB will be limited to the amount actually paid by the Brand to FlyTrendy for services related to the most recent Advertising Campaign. FlyTrendy will not be liable to Influencers for any damages arising from the use of the FlyTrendy Platform. In no event will FlyTrendy and/or any of its affiliates, successors, licensees, and/or assignees be liable for any direct, indirect, special, incidental, consequential, punitive, and/or exemplary damages arising from and/or related to the FlyTrendy Platform, CGCI and/or CGCB, and/or any Post, material uploaded to the FlyTrendy Platform, and/or Advertising Campaign. The foregoing limitations apply even if the alleged liability is based on tort, contractual relationship, negligence, even if FlyTrendy and/or any other party has been informed of the possibility of the claimed damages.
FlyTrendy makes no warranties and assumes no commitment regarding the continuous availability and/or error-free, reliable and/or secure nature of the FlyTrendy Platform, and/or free from viruses and/or other dangerous components. The Influencer and the Brand use the FlyTrendy Platform at their own risk, accepting that FlyTrendy disclaims any liability for damages and/or losses that may occur, regardless of whether they are direct or consequential. The Influencer and the Brand accept that FlyTrendy disclaims any liability for losses arising from any interference, malfunction, delay, failure, and/or damage that may occur to the device used and/or resulting from access, installation, update, and/or use of the FlyTrendy Platform. The Influencer and the Brand are responsible for using the FlyTrendy Platform, including compliance with all applicable laws and regulations.
In the event of a violation of individual prohibitions and/or non-compliance with individual obligations as outlined above, FlyTrendy reserves the right to suspend and/or exclude the Influencer from the FlyTrendy Platform.
14. MONITORING
FlyTrendy reserves the right to monitor the FlyTrendy Platform and all activities of Influencer Accounts and Brand Accounts.
In the event that, in the course of this monitoring activity, FlyTrendy detects signs of fraud, abuse, or any suspicious activity of any kind, it may, at its discretion, delete or suspend the Influencer Account and/or Brand Account that has committed or participated in such activity.
FlyTrendy reserves the right, in all cases regulated by the previous point, to act for damages against the owner of the Influencer Account and/or Brand Account.
15. FORCE MAJEURE
In the event that the FlyTrendy Platform is unable to operate for any reason and/or event beyond the possibility of repair and/or maintenance by FlyTrendy, it reserves the right, at its discretion, to cancel, terminate, modify, or suspend access to it.
Relevant reasons and/or events, as provided for in the previous point, include acts of war, terrorism, states of emergency or disaster (including natural disasters), computer virus infections, bugs, tampering, unauthorized interventions, technical failures, and/or any event that may significantly affect the administration, security, integrity, and/or proper functioning of the FlyTrendy Platform."
16. EFFECTIVENESS OF CGCI AND CGCB
The CGCI and CGCB take precedence over any other agreement entered into by FlyTrendy, the Influencer, and/or the Brand.
In the event that one or more clauses of the CGCI and/or CGCB are deemed null and/or void and/or invalid and/or inapplicable and/or ineffective, this circumstance shall not affect the validity of the other separate clauses, which shall be considered fully valid and effective.
17. APPLICABLE LAW AND EXCLUSIVE JURISDICTION
The CGCI and CGCB are governed by Italian law, and the exclusive jurisdiction of the Milan Court is expressly agreed upon for any dispute that may arise from them, including their validity, interpretation, and execution.
18. COMMUNICATIONS
For the purpose of executing the CGCI and CGCB, for any communication with the Influencer and the Brand, FlyTrendy provides the following contact details: i) for communications by mail: Piazzale Biancamano 8, 20121 Milan (MI); ii) for communications by email: hello@flytrendy.com.
19. INTERPRETATION AND DEFINITIONS
In the CGCI and CGCB:a. Words indicating a gender include all other genders; b. The singular includes the plural and vice versa; c. A term derived from another defined term has a corresponding meaning; d. Any reference to an individual includes their personal representatives, successors, and authorized assigns; e. Monetary amounts are expressed in Australian dollars or euros;
The following terms have, in the CGCI and CGCB, the respective meanings indicated: a. "Brand Account" indicates the registration account on the FlyTrendy Platform created and used by the Brand; b. "Influencer Account" indicates the registration account on the FlyTrendy Platform created and used by the Influencer; c. "Media Agency" indicates any entity engaged in social network and/or social media activities; d. "FlyTrendy App" indicates the application through which the Influencer accesses the use of the FlyTrendy Platform, available for download on https://www.apple.com/itunes/ and on Google Play; e. "Brand" indicates any entity using the FlyTrendy Platform to create an Advertising Campaign; f. "Campaign Budget" indicates the amount of money that the Brand allocates to the creation of the Advertising Campaign; g. "Advertising Campaign" indicates the campaign commissioned by the Brand to the Influencer through the FlyTrendy Platform; h. "Campaign Builder" indicates the desktop platform that the Brand uses to create an Advertising Campaign to be uploaded to the FlyTrendy Platform and is available for download at http://brand.FlyTrendy.com; i. "Influencer Social Channels" indicates the social media and/or social network channels of an Influencer, such as Twitter, Facebook, or Instagram; j. "CGCB" indicates the Brand's General Contract Conditions; k. "CGCI" indicates the Influencer's General Contract Conditions; l. "Post Fee" indicates the consideration paid by the Brand to the Influencer following the approval and publication of the Post; m. "Influencer Community" indicates the following of an Influencer on their Influencer Social Channels; n. "Content Right" indicates the procedure provided by the FlyTrendy Platform by which the Influencer sells to the Brand the rights to the Post submitted to the approval procedure; o. "Intellectual Property Rights" indicates all current or future intellectual property rights exercisable in any part of the world, including, by way of example but not limited to, rights related to or connected to copyright, inventions (including patents), trademarks, service marks, trade names, domain names, designs, any rights related to the topography of silicon chips, confidential information, know-how, and the like, industrial and commercial intellectual property rights, whether or not registrable or registered, including the right to apply for registration of such rights; p. "FlyTrendy Platform Elements" indicates all rights, titles, and interests in all trademarks, logos, images, buttons, codes, layouts, texts, content, products, and services exclusively owned by FlyTrendy and present on the FlyTrendy Platform; q. "FlyTrendy" indicates FlyTrendy Group s.r.l., tax code and registration number with the Milan-Monza-Brianza-Lodi Companies Register 02609800699, REA no. MI-2556709, with registered office in via dell’Annunciata 2, Milan (MI); r. "Influencer Identity" indicates the name, image, distinctive sign, character, and online persona of the Influencer; s. "Influencer" indicates a social media influencer who registers on the FlyTrendy Platform to create Posts and receive compensation from Brands through it; t. "FlyTrendy Platform" indicates the FlyTrendy App, the Campaign Builder, and any other functionality and/or website owned and/or associated with FlyTrendy; u. "Post" indicates a social media and/or social network post created by an Influencer and to be shared with the Influencer Community through the Influencer Social Channels; v. "Connected Sites" indicates the websites accessible through certain functionalities of the FlyTrendy Platform; w. "Connected Socials" indicates the social media and/or social networks accessible through certain functionalities of the FlyTrendy Platform; x. "Wallet" indicates the functionality of the FlyTrendy Platform through which the Brand allocates a specific budget for a specific activity."
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