Contract Between Fan and Creator
Contract Between Fan and Creator
Effective Date: September of 2024
Last Update: November of 2024
This Contract between Fan and Creator ("This Agreement") governs each interaction between a Fan and a Creator on TNBI INTERNET, LLC, also known as Excl.us ("excl.us," “we,” “our,” or “us”). This Agreement is binding and applies each time a Creator Interaction is initiated our platform, *.excl.us (the “Platform”). This Agreement supersedes any other terms that the Fan or Creator may propose.
1. Parties
The only parties to this Agreement are the Fan and Creator participating in the Creator Interaction. TNBI INTERNET, LLC and/or its Subsidiaries are not parties to this Agreement or any Creator Interaction, except as set forth below.
2. Interpretation
In this Agreement, defined terms have the following meanings:
- "Company": TNBI INTERNET, LLC, also known as Excl.us ("excl.us")
- "Content": Any material uploaded to Excl.us by any User, including photos, videos, audio, livestream material, data, text, metadata, images, interactive features, emojis, GIFs, memes, and any other material.
- "Creator": A User who has set up their Excl.us account to post Content for Fans to view.
- "Creator Interaction": An interaction on Excl.us that grants access to a Creator's Content, including: (i) a Subscription, (ii) a payment for pay-per-view Content, and (iii) any other interaction or payment between a User and a Creator's account or Content, including direct messages.
- "Creator Interaction License": The non-transferable, non-sublicensable, and non-Excl.usive rights each Creator grants to Relevant Content.
- "Creator Earnings": The portion of a Fan Payment payable to a Creator pursuant to the Terms of Use.
- "Fan": A User who has registered for an account and can access a Creator's Content via a Creator Interaction.
- "Fan Payment": Any payment related to a Creator Interaction.
- "Excl.us Fee": 10% of all Fan Payments charged to Creators during the first year or for the first 1,000 users, after which it may be 20% of Fan Payments.
- "Include", "Includes", and "Including" also mean "without limitation".
- "Indirect Sales Taxes": Any tax that is statutorily applied to Fan Payments in any relevant jurisdiction.
- "Excl.us": The website accessed via *.excl.us or any web browser, which is owned and operated by the Company.
- "Paid Relevant Content": Any Content for which the Fan must make a Fan Payment.
- "Referring User": A User who participates in the Excl.us Referral Program.
- "Relevant Content": The applicable Content of a Creator to which a Creator Interaction relates.
- "Subscription": A Fan's binding agreement to obtain access for a specific period of time to all content that a Creator makes available to Fans in exchange for authorizing automatic renewal payments. This excludes individually priced content.
- "Subsidiary": Any legal entity of which TNBI INTERNET, LLC or one of TNBI INTERNET, LLC 's subsidiaries, alone or with other Company Subsidiaries, owns, or has the power to vote or control.
- "Tax": All forms of tax and statutory or governmental charges, duties, imposts, contributions, levies, withholdings, or liabilities wherever chargeable in any applicable jurisdiction.
- "Withdrawal fee percentage": This fee is applied to cover administrative or processing costs of the transaction and is generally calculated as a percentage of the total amount the user wishes to withdraw.
- "Upload": Publish, display, post, type, input, or otherwise share any photos, videos, audio, livestream material, data, text, metadata, images, interactive features, emojis, GIFs, memes, and any other material.
- "User": Any user of Excl.us, whether a Creator or a Fan or both (also referred to as "you" or "your").
3. Pricing and Payment
The Fan entering into a Creator Interaction agrees to pay the applicable Fan Payment plus any Indirect Sales Tax, which the Company and its Subsidiaries are authorized to collect. The Company is also authorized to deduct the Excl.us Fee, to pay out Creator Earnings, and to pay applicable referral payments.
4. Subscriptions and Renewals
When you select "Subscribe," you agree to start a Subscription. A Subscription will automatically renew at the current rate (plus Indirect Sales Tax). You authorize the Company to charge you again after each Subscription, unless (i) your payment is declined and you have not provided another payment, (ii) the Subscription price has increased, (iii) you turned off the “Auto-Renew” feature on the Creator's account, or (iv) you close your Excl.us account before the new subscription period begins. By selecting "Subscribe," you agree to these provisions and acknowledge that you will not receive further notice regarding the renewal of that Subscription.
5. License of Content
As part of a Creator Interaction, the Creator grants a Creator Interaction License. The Creator Interaction License permits a Fan access to Relevant Content.
6. Ownership of Content
The Creator Interaction License does not grant any Fan ownership rights to the Relevant Content.
7. Expiry of License
The Creator Interaction License expires automatically without notice:
- If the Fan Payment related to the Creator Interaction was unsuccessful, charged back, or reversed;
- If the Creator deletes either the Relevant Content or their Creator account;
- When an active Subscription period ends;
- If the Fan's User account is suspended or terminated;
- If the Fan breaches the Excl.us Terms of Service;
- If Relevant Content is removed from the Creator's account or the Creator's account is suspended or terminated; and
- If the Fan closes their account.
8. Removal of Content
The Company reserves the right to remove any Content from a Creator's account at any time. The Fan participating in the Creator Interaction acknowledges that Creators may remove Content, including pay-per-view Content, at any time.
9. Cancellation and Refunds
In respect of every Creator Interaction:
- The Fan will gain access to the Relevant Content within 14 days of the Creator Interaction. The Fan agrees that any statutory right to cancel the Creator Interaction is not applicable to any Creator Interaction other than a Subscription.
- This Agreement does not affect any statutory right to a refund which a Fan may have under applicable law.
- Cancellations and refunds are also subject to the Terms of Use.
10. Obligations between Creator and Fan in Creator Interactions
- The Fan and the Creator agree to comply at all times with Excl.us Terms of Service.
- The Creator is solely responsible for creating and publishing Relevant Content.
- The Creator warrants that it possesses all necessary rights to grant a Creator Interaction License.
- The Creator agrees to provide Paid Relevant Content once the Fan has made the Fan Payment.
- The Fan acknowledges that third parties may assist Creators in operating their accounts and in Creator Interactions.
- The Fan agrees to make the Fan Payment required to access Paid Relevant Content.
- The Fan agrees not to initiate a chargeback unless the Fan disputes the Creator Interaction in good faith.
- The Fan assumes all risk of accessing the Relevant Content unless the Creator engages in negligence or another breach of duty.
11. No Guarantees
The Fan participating in the Creator Interaction acknowledges that circumstances may prevent access to Relevant Content, including if the availability of all or any part of the Excl.us site is suspended or inaccessible.
12. Governing Law and Forum for Disputes
To the greatest extent permitted by the laws of the place where you live, this Agreement is governed by the laws of the State of Florida, USA, which will apply to any claim that arises out of or relates to this Agreement. The Fan may also rely on mandatory rules of the law of the country where they live.
13. Where Claims Can Be Brought
Any Fan who wishes to bring a claim against Excl.us or any claim regarding this Agreement must do so exclusively in the appropriate jurisdiction of the State of Florida, USA. The company will not be responsible for any litigation costs, including attorney fees and expenses.
14. Dispute Resolution
Any dispute or claim that arises or relates to this Agreement will be resolved according to the dispute resolution process described in the Terms of Service.