Terms and Conditions
All influencer posts should be transparent and put consumers first. Both Creators and Brands need to ensure that no campaign or post is false or misleading and must disclose the fact that the Creator is being paid by the Brand. BINC expects that all users comply with all applicable Laws and industry self-regulation relating to marketing and advertising/publication and distribution including but not limited to Intellectual Property Laws i.e. Trade Marks Act, 1999; The Patents Act, 1970; The Copyright Act, 1957; the Designs Act, 2000, the Information Technology Act, 2000 and any other applicable laws in force in India.
All influencer marketing posts which are being facilitated through BINC should be transparent and labeled with appropriate disclosures, such as #ad. We expect Creators and Brands to keep themselves up to speed with the latest best practice on how to label influencer marketing posts in a transparent way in order to make sure that consumers are clear about the commercial nature of the sponsored posts.
- (i) “Account” means a Brand Account or a Creator Account.
- (ii) “Application” means the BINC App.
- (iii) “Brand” means any person or entity that uses the BINC Platform for the purpose of creating Campaigns (including through its duly authorized agents or representatives).
- (iv) “Brand Fee” means the stated fee payable by a Brand to BINC in respect of an approved Post plus any applicable GST or any other applicable taxes.
- (v) “Campaign” means an Influencer Marketing Campaign.
- (vi) “Campaign Budget” means the sum of money a Brand nominates as the sum it is willing to spend during a Campaign.
- (vii) “Channels” means the social media channels of a Creator, such as Youtube, Facebook or Instagram.
- (viii) “Community” means a Creator’s social media following on their Channels.
- (ix) “Content” means a Post, Paid Content, or any other content or materials uploaded to the BINC Platform by a Brand or a Creator (but excludes any Third Party Material included in a Post or Paid Content that is expressly disclosed to BINC and the Brand).
- (x) “Creator” means a social media influencer, or a content creator who registers to use the Application to create and distribute Posts and/or to create Paid Content, and receive compensation for such Posts and Paid Content through the BINC Platform.
- (xi) “Creator Account” means an account to use the BINC App as defined in paragraph .
- (xii) “Creator’s Identity” means the name, image, likeness, character and online persona of the Creator.
- (xiii) “General Rules” means the code of practice and conduct that must be adhered to by Creators and Brands, as published by BINC from time to time.
- (xiv) “Influencer Marketing Campaign” means a campaign created by a Brand using the BINC App for the purpose of finding appropriate Creators to publish Posts about the Brand.
- (xv) “Intellectual Property Rights” means all present or future intellectual property rights of whatever nature anywhere in the world including, but not limited to, rights in respect of or in connection with copyright, inventions (including patents), trademarks, service marks, trade names, domain names, designs, any rights in silicon chip topography, Confidential Information and Know- How and similar industrial, commercial and intellectual property rights, whether or not registered or registrable, and includes the right to apply for the registration of such rights.
- (xvi) “Laws” means all applicable laws, codes of practice and guidance, including in relation to influencer marketing, including the laws named in the Disclaimer and any other applicable laws.
- (xvii) “Media Agency” means an authorized third party organization acting on behalf of a Brand or Brands, including public relations, media, creative, design and digital agencies.
- (xix) “Paid Content” means content created by a Creator in response to a Content Only Brief.
- (xx) “Post” means a social media post created by a Creator to be shared with the Creator’s Community via the Creator’s Channels.
- (xxi) “Post Fee” means the fee a Creator nominates as the amount it will charge a Brand to share a Post with the Creator’s Community via the nominated Channel.
- (xxii) “Subscription” means the fee as may be decided by BINC, for subscribing to the BINC Platform on a monthly, quarterly or yearly basis, choice whereof will be given to the Creator and the Brand, for using the services included in the respective subscription.
- (xxiii) “Third Party Material “means any material included in a Post or Paid Content where any rights (including Intellectual Property Rights) in that Material are owned by or licensed from a third party, including material in relation to which there may be stated, inherent or industry practice-based use limitations as a result of the rights of third parties including, without limitation, rights in music, rights of personality, talent rights and similar.
- (xxiv) “BINC” means (a) BINC LLP, ___________
- (xxv) “BINC Platform” means the Application and other elements of the platform available through the Website (including data, statistics, analytics, Creator vetting, reporting and benchmarking, information, tools, databases, documentation, system and network interfaces, internal network, cloud and disk storage, software applications, operating systems, engines, and internal communications).
- (xxvi) “BINC Services” means services that BINC agrees to provide to a Brand in addition to providing access to the BINC Platform and the services provided through it, including through any subscription agreement between BINC and the Brand or any quotation or proposal submitted by BINC and accepted by the Brand (including services relating to the development of Campaigns and associated briefs, identification and vetting of Creators to participate in Campaigns, review and moderation of Posts or Paid Content submitted by Creators, evaluation of Campaigns and Campaign impact, other benchmarking and reporting, and other support services).
- (xxvii) “Website” means the BINC website at www.binc.co.in .
2. GENERAL RULES : BRAND
BE RESPONSIVE: Please appreciate the effort each Creator has invested into their submission by responding to each one quickly. This will also prevent Creators having a negative experience with your brand.
BE AWARE: Feel free to share a Creator's post within the same social platform, however content cannot be used in any additional or other marketing material, nor should it be used outside of the original platform without getting additional approval from BINC.
BE TRANSPARENT: Be aware of the need to be transparent when engaging with influencers, and the requirement to label Creator posts with #ad or #paidpromotion should the Brand want you to do, to tell consumers that it is a paid for post.
3. RULES FOR THE CREATOR
BE TRANSPARENT: Keep up to speed with the latest developments and best practice on how to label your posts in a transparent way to show that it is paid for by the brand. Normally, that will mean labeling your content with #ad or ADVERT in the title or thumbnail of your content. Don’t try to hide the fact that the content is paid for; both you and the Brand will lose credibility if you do.
BE GENEROUS: Posts must stay on the top of your feed for minimum 48 hours and on your platform for 2 days.
BE AUTHENTIC: The content you create must be authentic. Do not use content created by other Creators for your undue benefit. If some content/part of content will be used by you, make sure you give due credit for the same to the Original Creator..
BE GENUINE: We work exclusively with Creators who’ve organically grown their audience. If you’re misrepresenting the size of your audience or engagement in your content, we reserve the right terminate your BINC account.
BE MINDFUL: If you’re seen to be recommending competing brands in quick succession or over-populating your feed with sponsored posts, you’ll lose credibility with your followers.
4. The BINC App is owned and operated by the BINC LLP, India.
6. BINC Platform allows Brands to create Influencer Marketing Campaigns via the APP, which are then shared with Creators. Creators using the App can respond to a Campaign by creating a Post or Paid Content and submitting it to the relevant Brand. A Brand will pay, and the Creator will earn, compensation when:
(a) In relation to an Influencer Marketing Campaign, the Brand approves a Post and the Post is published to the Creator’s Community via his or her Channels, as selected; or
(b) In relation to a Content Only Campaign, the Brand approves Paid Content submitted by the Creator and acquires rights to use that Paid Content.
TERMS FOR CREATORS:
REGISTRATION OF CREATOR ACCOUNT
10. Any person over the age of 18 years, or over the age of 13 years with the written consent of a parent or legal guardian, may register a Creator Account, but in order to participate in any Campaigns and earn compensation as a Creator via the BINC Platform, you must meet the following minimum standards:
- (a) You must be eligible to use each of the social media platforms through which you sign in to the Application (under the relevant platform's prevailing terms and conditions);
- (b) You must have at least 3000 followers on any of the Channels that you use to sign in to and verify with the Application, or you must submit an application and be approved by BINC to participate in Content Only Campaigns;
- (c) Each of those Channels must be public (viewable by anyone); and
- 11. If you do not meet the minimum standards in paragraph 9, you may not be able to participate in Campaigns or access the full functionality of the Application.
- 12. You must not misrepresent the size of your audience or your numbers of followers or level of engagement. You must have obtained your followers organically and not through unethical or unsportsmanlike behaviour such as (but not limited to) purchasing or fabricating followers, likes or engagement.
SUBMISSION OF CONTENT FOR A CAMPAIGN
13. You are solely responsible for reviewing all of the information about a Campaign provided in the App or by BINC and for verifying the suitability for you of submitting Content to, or otherwise participating in, any Campaign.
14. You acknowledge that:
- (a) A Brand may, in its sole discretion, arrange to send you a sample product, but the Brand is under no obligation to do so even if you request it to do so unless such an arrangement is agreed and approved by BINC upfront as part of the Campaign information;
- (b) BINC will not be responsible or liable in any way for late delivery or non-arrival of any products sent to you from a Brand, and you are responsible for ensuring your address for delivery is accurate; and
- (c) If you choose to purchase a product of a Brand, there is no guarantee that any of your Posts or Paid Content about the product will be approved or used by the Brand. It is the complete prerogative of the Brand.
16. You acknowledge and agree that BINC is not obliged to submit any Post or Paid Content that you upload to the Application to the Brand. Posts and Paid Content that do not comply with paragraph 19.
17. You acknowledge and agree that BINC is entitled to intercept, review and moderate Posts or Paid Content that you upload to the Application, provide feedback and direction to you in relation to the Content you submit, and approve or withhold approval of the Content on behalf of the relevant Brand.
18. You must clearly disclose in each sponsored Post your relationship with the Brand. BINC requires that you make such disclosures in such a way that it is clear to the ordinary consumer viewing your Channels that there is a commercial relationship between you and the Brand. This may be achieved through the prominent use of hashtags such as #advertisement or #ad or through other means suitable to your particular circumstances, Community and Channels.
19. You warrant, in respect of each Post and Paid Content you upload to the Application, submit to a Brand for approval, or publish to a Channel via the BINC Platform, that:
(a) You are aged over 18 years, or are aged over 13 years and have your parent or legal guardian’s consent;
(b) If the Post or Paid Content features children aged below 18 years, you are the parent or legal guardian of those children or have an appropriate proof of authority from the parents/legal guardians of the children who are a part of your Content;
(d) The Post or Paid Content does not contain any misrepresentation or suggestion that you or any entity has the approval or sponsorship of any other entity which you or it does not have;
(e) Any and all opinions and views stated in the Post or Paid Content are genuinely held by you;
(f) Any and all statements in the Post or Paid Content regarding your use and experience of the Brand or the Brand’s products or services are true and correct and representative of your opinion (regardless of whether you are paid for such content or not), and fairly represent your use and experience, and you will promptly notify BINC if your opinion of the Brand changes from that which you have expressed in the Post or Paid Content;
(g) The Post or Paid Content does not contain any representations or material which you know or suspect (or ought reasonably to have known or suspected) to be false, misleading or deceptive;
(h) Other than any Third Party Material disclosed under paragraph (j), the Post or Paid Content is original and does not contain materials that have been previously broadcast, streamed, published, posted onto any social media channel, or otherwise communicated to the public by you in any way and does not contain materials that have been used in previous marketing materials or promotions for any third party;
(k) The use of the Post or Paid Content and the exercise of the Intellectual Property Rights in the relevant Post or Paid Content by the Brand and BINC will not infringe any legal rights, copyright or other Intellectual Property Rights of any person or entity nor give rise to a liability to pay compensation.
INFLUENCER MARKETING CAMPAIGNS – PUBLICATION OF POSTS
21. Once a Post has been approved by the Brand, you are required to publish the Post to your relevant Channel in the manner required within 48 hours of the Post being approved (unless the Brand stipulates a different timeline).
22. You will not have an opportunity to edit a Post after the Brand has approved the Post. You must publish the Post exactly as approved Brand, unless Brand expressly agrees otherwise.
23. Once you publish a Post, you must reasonably engage and respond as required to comments on the relevant Channel in respect of the Post. However, it is acknowledged that it may not be possible for you to respond to every comment.
24. You agree that you will not:
(a) For a period of 48 hours after a Post is published to a Channel, post, share, or re-gram any other Paid Posts or Paid Content to that Channel where the effect of publishing such additional Paid Posts or Paid content would be to reduce the prominence of the Post;
(b) Remove the Post from your Channel for a period of 45 days after the Post is published on that Channel, expiring at 11:59pm on the forty-fifth calendar day after the Post is published;
(d) Create any contextual or surrounding posts or other material on a Channel that in any way detracts from, dilutes the effect of, or undermines a Post; or
(e) Grant any further rights in a Post to a Brand without the written permission of the Brand and appropriate fees being negotiated on a reasonable basis by the Brand.
MODERATION AND REMOVAL OF POSTS
28. You acknowledge and agree that any necessary public relations announcements regarding the removal or modification of a Post, as the case may be, will be agreed by BINC, the Brand and you before publication.
RIGHTS IN POSTS
30. In consideration of the payment to you of the Post Fee, you grant in respect of each and every Post submitted to a Brand for approval, or published to a Channel via the BINC Platform as part of a Campaign:
- (a) To the relevant Brand (and its agents):
- (i) The right to share, comment upon and re-post the relevant Post in the Channel upon which the Post was published, for a period of forty five (45) days expiring at 11:59pm on the forty-fifth day after the Post was first published; and
- (ii) The right to use the Creator’s Identity and performances in the Post and to communicate the Post to the public in accordance with paragraph (i) above and in any earned media or public relations activity published by a third party (including but not limited to print, digital and/or social media).
31. You acknowledge and agree that the relevant Brand will not be required to remove from its social media channels any Post or any comment, share or re-post of a Post after the period set out in paragraph 30 (a)(i) has expired.
32. In respect of each Post you submit to a Brand for approval, or publish to a Channel via the BINC Platform, you consent to the relevant Brand and its successors, licensees, and assigns, and anyone authorized by them, changing, copying, adding to, taking from, adapting, translating or publishing without attribution to you, in any manner or context, or doing any other act or omitting to do anything in respect of the Post.
CREATOR RELATIONSHIP WITH BINC AND THE BRAND
33. As a Creator, you will at all times perform your obligations and provide Posts or Paid Content to BINC and the Brand as an independent contractor and not in the capacity of an employee, partner or agent or in any other capacity. You agree that neither BINC nor the Brand will be obliged to pay to you or recover from you any amount as a result of you being deemed to be an employee of either BINC or the Brand, including in respect of annual leave, superannuation, income tax, workers compensation contributions or any similar payments or deductions.
35. You acknowledge that BINC has not made any guarantees in respect of the success of a Post or Paid Content or that a Post or Paid Content will be approved by a Brand or in respect of your business or commercial performance or otherwise.
TERMS FOR BRANDS
REGISTRATION OF BRAND ACCOUNTS
37. To register a Brand account you must log in to the BINC APP and provide your full name, email address, telephone number and password, and selecting your preferred payment method (invoice or credit card) and providing payment details where requested. You will not be charged to create a Brand Account or a creator (influencer) account.
39. You must nominate a primary contact for your Brand Account. The first user to register a Brand Account will automatically be selected as the primary contact, but the primary contact's identity and details may be edited through the Website /APP by any authorized person with access to the Brand Account. BINC will use the details provided for the primary contact for all enquiries relating to the Brand Account.
GENERAL CONDUCT BY BRANDS
You must use the BINC Platform in a fair and reasonable way and for its intended purposes, and treat Creators in a fair and reasonable manner
PAYMENT TERMS FOR BRANDS/CREATORS
41. If you subscribe to or order any BINC Services, you must pay all subscription fees and other applicable charges as set out in the applicable subscription agreement, invoice terms or other terms imposed by BINC from time to time.
42. If you do not use your entire Campaign Budget on a Campaign (whether due to early Campaign cancellation, change of Campaign scope, or under-spend), you will still be liable to pay the full amount of the Campaign Budget.
43. Brands and Media Agencies may request that BINC issue an invoice for fees and charges expected to be incurred by the Brand or Media Agency during the course of a Campaign (“Invoice”), prior to the commencement of the Campaign.
44. BINC reserves the right to refuse any Invoice request in its sole discretion.
45. Where a Brand or Media Agency is approved to pay by Invoice, the Brand or Media Agency must provide BINC with a purchase order or insertion order (or similar) approving the total fees and charges to be included on the Invoice and including a purchase order or insertion order number. BINC may, in its sole discretion, accept written confirmation (including via email) approving an invoice in lieu of a purchase order or insertion order being provided.
46. You must pay the amount of any Invoice you have requested in accordance with the payment terms specified in it or as agreed with BINC in writing. Where no such terms of payment are specified or agreed, BINC's standard payment terms apply, being 14 days from the date of the Invoice. Charges paid to BINC pursuant to an Invoice will be allocated to the relevant Campaign as credit for use in that Campaign (“Credit”).
47. When you approve a Post or Paid Content, you undertake that:
(a) Where you have paid an Invoice and there is sufficient Credit to cover the applicable charges you have sufficient authority to authorize BINC to apply that Credit to the applicable charge; or
(b) Where paragraph (a) does not apply, you are an authorized user of the card or account (as applicable) nominated on your Brand Account, you are authorized to pay the applicable charges, the card details provided are current, correct and complete, and your nominated card or account (as applicable) will cover the full amount of the charges. You must not pay, or attempt to pay, any charges through any fraudulent or unlawful means.
48. If you request changes to a Post or Paid Content submitted by a Creator before approving or accepting it, and the Creator agrees to make those changes, BINC may (through the BINC Platform) require you to ‘pre-approve’ that Content before the Content can be changed and re-submitted. Pre-approval requires that you pay an upfront deposit so as to provide financial commitment to the Creator before they make the agreed changes prior to final approval. In the event that you pre-approve Content and the Creator makes the agreed changes and re-submits the changed Content, you must either approve the final submission or forfeit the deposit. In the event that the Creator does not make the requested changes, you may seek a refund of the deposit and the Creator will not be paid for their pre-approved Content despite the pre- approval. BINC will endeavour to resolve any disputes between you and a Creator in relation to the application of this clause.
RELATIONSHIP WITH SOCIAL MEDIA PLATFORMS
50. When you link to any social media account through your Account on the BINC Platform, you warrant, represent and covenant that:
- (a) The social media account is the account of the Creator or Brand in whose name the Account has been registered;
- (b) If the Account is in the name of a Brand, you are the authorized representative of the Brand with the right to access and use that social media account for the Brand; and
- (c) If the Account is in the name of a Creator and you are not the Creator, you are the authorized representative of the Creator and have the right to access and use that social media account for the Creator.
GENERAL CONDUCT BY BRANDS
51. In creating an Account, you are providing your information to BINC and not to any social media platform. Whether you are a Creator or a Brand, you are solely responsible and liable for any Content or information you transmit to other users of the BINC Platform. To the extent permitted by Law, you agree to indemnify, defend and forever hold harmless, all social media platforms and their associated agencies and companies, against any and all losses, actions, claims, costs, expenses and damages (of any nature) which may be incurred in respect of your use of the BINC Platform. Any questions, comments or complaints about the BINC Platform must be directed to BINC and not to any media or social media platforms.
52. The BINC Platform may also utilize social network or share functionality and may contain social media links, applications or features (including but not limited to Facebook, Youtube and Instagram). Your use of any social media platforms is subject to the particular social media platform's prevailing terms and conditions of use. By using any social media applications or features on the BINC Platform, you consent and agree to be bound to the particular terms and conditions of use of the social media platform. You also acknowledge and consent to the BINC Platform accessing information you may have shared with the particular social media platform and contacting you via the social media platform or via the information you have shared (for example, sending an email directly to you to the email address provided to the social media platform), in accordance with the permissions you have granted via the social media platform. You are encouraged to review the terms and conditions of use of each social media platform before engaging or interacting with the social media links, applications or features on the BINC Platform. The BINC Platform is in no way sponsored, endorsed or administered by, or associated with, any social media platform.
SUBMISSION OF CONTENT THROUGH BINC PLATFORM
- (a) Is illegal or contrary to any laws, applicable industry code or the requirements or directions or relevant regulators;
- (b) Is copied or adapted either wholly or substantially from any other work or material;
- (c) Is indecent, obscene, threatening, discriminatory, harassing, in breach of any confidence, defamatory, offensive or objectionable or contains, depicts or 38 alludes to or promotes aggressive, unruly, antisocial, lewd or illegal behaviour or sexually suggestive imagery;
- (d) Parodies, disparages or makes fun of BINC or its products of services in any way;
- (e) Solicits passwords or personal information for commercial or unlawful purposes or provides any telephone numbers, street addresses, last names, URLs or email addresses (except to the extent required as part of a Campaign);
- (f) Promotes an illegal or unauthorized copy of another person’s copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacturer-installed copy-protect devices, or providing pirated materials;
- (g) Involves the transmission of junk mail, chain letters, unsolicited mass mailing or spam;
- (h) Infringes the privacy rights, contract rights or other rights (including Intellectual Property Rights) of any person, corporation or entity;
- (i) Constitutes, encourages or provides instructions for any criminal offence or otherwise violates any Laws including, without limitation, the regulations of any stock or securities exchange such as the New York Stock Exchange; or
- (j) Contains any viruses, corrupted data or other harmful or malicious code of files.
55. Each of you and BINC understands that the other has disclosed or may disclose business, technical or financial information relating to its business, including in the case of BINC (Confidential Information), and agrees:
- (a) To take reasonable precautions to protect the other party's Confidential Information;
- (c) Not to disclose the other party's Confidential Information to any third person except to the extent required by law or with the consent of the other party.
56. You agree to indemnify, and must defend and hold harmless, BINC and its related bodies corporate, personnel, servants and agents, from and against any claims, liabilities, damages, losses and expenses (including reasonable legal fees) arising out of or in any way connected with any of the following (including as a result of your direct activities on the BINC Platform):
- (a) Your Content or access to the BINC Platform;
- (b) Your use or inability to use the BINC Platform;
- (d) (Where you are a Creator) your claim against a Brand for any reason;
- (e) (Where you are a Brand) your claim against a Creator for any reason;
- (g) Any claim or allegation that your Content infringes a third party’s rights, including Intellectual Property Rights;
- (h) Your violation of any applicable Laws; and
- (i) Any misrepresentation made by you.
LIMITATION OF LIABILITY
57. In using the BINC Platform, you may be exposed to Content that is harmful, obscene, misleading or inaccurate. Under no circumstances will BINC be liable in any way for any Content, including but not limited to any errors or omissions in such Content or any loss or damage of any kind incurred as a result of any use of Content posted, transmitted or otherwise made available via the BINC Platform.
59. The BINC Group shall not be liable to Creators for damages of any kind arising out of the Creator’s use of the BINC Platform.