POPULAR TERMS AND CONDITIONS

These terms and conditions (hereinafter the "Terms") apply to the use by users (hereinafter the "Influencers") of the "PopulaRise" web and app platform (hereinafter the "Platform") owned by the company Popularise s.r.l (VAT number 11997050965) with registered office in Via Aosta 4, 20155 Milan (hereinafter the "Company"). By registering according to the procedure on the Platform, Influencers agree to be bound by these Terms.

The Platform is the exclusive property of the Company and all rights not granted to Influencers in these Terms are reserved by the Company itself. The Company reserves the right to modify the Terms at any time by publishing the new version with a specific wording such as, by way of simplification, "Last Updated" or more recent date. In the event of a change, Influencers will be notified by email 30 days prior to the entry into force of the changes and, if they do not agree with these changes, they will be able to unilaterally terminate the Terms by replying to the aforementioned email. For any doubt or information relating to the Terms, contact us at the email address info@popularise.it

The Platform and the Company
1. These Terms govern the rules of use of the Platform, through which it is possible to promote products and services on Instagram that the Company will agree in advance with its customers (hereinafter "the Customers)
2. Through the Platform, Influencers will be able to apply for the campaigns present, in order to make their audience and followers available to promote the services and products of the related Customers in stories and posts.
3. Customers will agree in advance with the Company on the type of advertising campaign, the number of views to be achieved, the methods and timing of the promotion which will be promptly communicated to the Influencers by the Company.
4. ⁠⁠⁠ By sharing content in the stories, for each view or number of views that will be generated by the Influencers, they will accumulate a quantity of credits⁠ useful for using the services offered on the Platform (by way of example but not limited to: Amazon vouchers, prizes gift, additional advertising on your profile by other Influencers, etc.)
5. The Influencers involved in the campaign will publish various contents in their Stories, such as photos and videos, promoting them to their followers through a tag on the Customer profiles, or a link to their personal website, according to the methods established and agreed with the Company
6. ⁠⁠⁠ For the evaluation of the ⁠⁠⁠campaign and the assignment of credits, the Platform will be able to track views, touches on tags, clicks on swipe-up links to allow Influencers to be able to monitor the trends and performances of own sponsorships, guaranteeing a perfect user experience and excellent customer service.
7. These Terms must be examined online by the Influencers before the conclusion of the registration procedure and the registration, following the completion of the mandatory fields, implies their full knowledge and acceptance by the Influencers.
8. The Company reserves the right to modify and/or integrate these Terms by publishing them on the Platform. The changes to them will be effective from the moment of their publication.

Scope of the Terms
1. The use of the Platform implies acceptance of the Conditions by the Influencer. If the Influencer does not intend to accept the Conditions and/or any other note, legal notice, information published or referred to therein, he will not be able to use the Platform or the related Services.
2. Before using the Platform, the Influencer is required to read the Conditions carefully and to save or print them for future consultation.
3. The Company reserves the right to vary at its discretion, at any time even after the Influencer's registration, the graphic interface of the Platform and the Contents and their organization, as well as any other aspect that characterizes the functionality and management of the itself, communicating to the Influencer, where necessary, the relative instructions.

Account, registration and cancellation
1. The Influencer who intends to use the services provided must register on the Platform, truthfully and correctly providing all the data requested in the appropriate registration form, in order to create his/her Influencer profile (hereinafter "Account").
2. During the registration phase, the Influencer must enter:

Your contact details;
A valid email address;
A password that will allow access;
Your Instagram ID or Account name;
1. All Accounts must be registered with a valid personal email address, to which the Influencer has regular access.
2. Accounts that have been registered with e-mail addresses or identification and technical data of third parties other than the profile holder or with temporary e-mail addresses may be disabled by the Company without notice.
3. Each PopulaRise account must correspond to one and only one Instagram account and vice versa. Instagram accounts must have the following characteristics:
  - minimum 500 real followers, fake profiles and/or bots do not count
  - public profile set as company (which allows you to view insights)
  - the profile must represent the person who owns the account, a pet
  domestic.
  - the Instagram profile must not contain content deemed inappropriate by PopulaRise.
4. The Company reserves the right to reject a new registration or to cancel an Account at any time, as well as to ask for the validation of the Account if it believes that an e-mail address or invalid credentials have been used.
5. The Influencer undertakes not to transfer, even temporarily, to third parties and to keep the access credentials to the Platform with due care, diligence and secrecy under his own responsibility and is aware that all acts performed through the use of these credentials will be attributed to him and will have binding effect on all Influencers.
6. The Influencer is required to immediately inform the Company of any unauthorized or improper use of his access credentials or to report any violations by third parties.
7. The Company declines all responsibility in the event that a third party, to whom the Influencer has communicated the access credentials, uses the Platform without his consent.
8. The registered Influencer can interrupt the use of the Platform at any time and deactivate his Account or request its cancellation through the procedure indicated in the same or in any case by sending a written communication to the e-mail addressinfo@popularise.it
9. In case of violation by the Influencer of the Conditions or of the applicable legal provisions, the Company reserves the right to suspend or terminate the Influencer's Account at any time and without notice.
10. If reports are made within the Platform, it will move to delete and remove the contents as soon as possible or suspend the Accounts to ensure respect for the rights of the Influencers within the same

Use of the Platform
1. Registration on the Platform, as described in the previous point, allows you to access various Services to promote, through your stories, the campaigns and products agreed by the Company with its Customers within the same.
2. The Company, based on the type of audience and the follower basin of the individual Influencer, may establish personalized packages that offer expendable credits as indicated in point 1.4 (by way of example but not limited to: upon reaching a pre-established number of views, will receive a personalized credit balance)
3. The Influencer will then be able to offer the pool of followers and audiences to which to show their advertising, once the reference target has been identified.
4. Sponsorships and promotions will have a pre-established duration in the agreement between the Company and Customers and will be communicated to the Influencer within the campaign to be selected.
5. The Company will send the Influencer all the data and metrics necessary in order to be able to carry out the sponsorship activity in the best way, as agreed during the campaign selection phase.
6. The Platform will make available a database of Influencers, with more than 15 million followers, willing to share contents, guaranteeing certified data thanks to ig-connected and thanks to the monitoring of views through certified systems via IG-connected in order to be able to provide always reliable and punctual data.
7. In providing the contents, the Customers declare and guarantee that they are the owners or, if they are a minor or an incapacitated person, the parent/guardian/support administrator declares and guarantees that they are entitled to send the aforementioned contents, as well as to enjoy of all rights relating to the granting of licenses and permits of any kind in relation to them, thus allowing the Influencers to be able to freely sponsor the products and services, as granted by the Customers.
8. The Company will verify the existence of all the requirements referred to in the previous point in order to protect the Influencers on the Platform and allow them to carry out their sponsorship activities in a lawful manner and in compliance with all their rights.

Uses prohibited
1. The following uses of the Platform are expressly prohibited and the Influencer undertakes not to carry out (or allow others to carry out) any of the following activities:

Use the Platform in violation of these General Conditions;
Engage in any illegal activity in connection with the use of the Platform;

Upload and/or transmit data or content that it does not have the right to transmit or disseminate by virtue of a provision of law, contract or due to a fiduciary relationship (for example confidential information, confidential information learned by virtue of an employment relationship or protected by a confidentiality agreement);
Upload and/or transmit data or content that involves the infringement of patents, trademarks, secrets, copyrights or other industrial and/or intellectual property rights of third parties;
Upload and/or transmit advertising, promotional materials, "junk mail", "spam", chain letters, pyramid schemes, or any other form of unauthorized or unsolicited solicitation;
Upload and/or transmit any material that contains viruses or other code, files or programs designed to interrupt, destroy or limit the functioning of any third party software, hardware or telecommunications equipment;
Interrupt the normal performance of services on the Platform or, in any case, act in such a way as to affect the ability of other Influencers to operate on it;
Intentionally or unintentionally violate any applicable law or regulation;
Persecute or otherwise harass other Influencers and/or third parties;
Providing false information including false names, addresses and contacts, fraudulently using credit/debit card numbers;
Attempt to circumvent the Platform's security measures or hack the network, for example by accessing data intended for others, logging into a server or an Account that you are not expressly authorized to access or probe the security of other networks (for example by port scanning);
Carry out any form of network monitoring that intercepts data intended for others;
Fraudulently interacting with or entering into agreements with other registered Influencers (including interacting or entering into agreements by claiming to do so in the name and on behalf of a third party, lacking the authority to bind such third party, or deceptively presenting themselves as a third party);
Use the information contained in the header of e-mail messages in an unauthorized manner, or falsify such information.

Protection of minors within the Platform:
1. The Platform is available to individuals who are at least 16 years old. By registering, the Influencer declares to be at least 16 years old. You can register on the Platform only in the presence of a parent/guardian who must necessarily grant their authorisation.
2. To this end, the minor must enter the data, accept privacy, terms and informed consent and will be able to create his Account. The system will detect that there is a minor Influencer and will therefore request the data of a parent or guardian. In particular, it will ask for: Name, Surname, CF and the upload of a document
3. The Company reserves the right to modify, suspend or terminate the Account or access to the Platform if, in its sole discretion, it establishes a violation of these Terms, including the policies and guidelines that are part of the same, and, that the decision is in the best interest of the community or to protect the brand or the Platform.
4. Should this happen, the reasons for the modification, suspension or closure will be communicated. The Company may also remove Accounts of Members who misrepresent themselves for an extended period of time. Additional eligibility requirements for specific sections of the Platform may be set by any member who has the authority to moderate or manage such section.
5. If the Influencer believes that the modification, suspension or closure have taken place by mistake, he must send an email to the addressinfo@popularise.it
6. The Company uses all possible and available tools to ensure the safety of minors within the Platform, compatibly with its means and with the state of the art of the Platform.
7. The Company will not be responsible for any violation or unrecognizable forgery used by minors within the same (e.g. forgery of identity documents).
8. If reports are made within the Platform, it will move to delete and remove the contents as soon as possible to ensure respect for the rights of the Influencers within it.

Methods of sending and collecting credits
1. For the Services performed within the Platform, the Company undertakes to pay the Influencer the amount of credits established during registration on the Platform, indicated from time to time on the Platform and expressly accepted upon acceptance of these terms and conditions
2. The amount of credits will be established before the campaign is launched and assigned to the Influencer, and will be calculated on the basis of the number of interactions and views that the Influencer will be able to obtain during the sponsorship and promotion phase.
3. The total consideration in credits will be disbursed by the Company, which, based on the report on the views and accounts achieved, will send the number of credits corresponding to the agreed package and the service offered of the single performance concluded to the Influencer's account.
4. The Influencer, with his credits obtained, will be able to use all the services referred to in point 1.4 of these Terms.

Intellectual property
1. The images, texts and other multimedia contents (hereinafter "Contents") within the Platform are constantly updated, but the Company does not guarantee the exactness, accuracy and completeness of the same. The Company reserves the right to modify the Contents without obligation to notify the Influencers.
2. All intellectual property rights relating to the Contents such as, without limitation, trademarks, logos, shape marks, designs and models, images, photos, characters, designs, music, videos, software, codes and scripts displayed on the Platform are subject to the intellectual property rights and are the exclusive property of the Company.
3. In this sense, the Influencer acknowledges that these rights are and remain the exclusive property of the Company and that the use of the intellectual property described above by the Company is subject to authorization by the Company itself.
4. The Influencer therefore undertakes to respect these rights and not to compromise in any way the exercise by the legitimate owners. The Company reserves the right to terminate the accounts of Influencers who violate the Company's property rights.
5. If, on the other hand, additional images, texts or multimedia content are owned and/or uploaded by the Influencers themselves, they may receive modification requests from the Company if they violate the Terms or are not in line with the Company's purpose. If the change request is not carried out, the Company reserves the right to cancel anything that is not in line with the purpose of the Platform.
6. In the latter case, any liability deriving from or in connection with what is owned and/or uploaded by the Influencers, the latter will be liable for any damages and, as of now, hold the Company harmless from any liability.
7. If reports are made within the Platform, it will move to delete and remove the contents as soon as possible to ensure respect for the rights of the Company and the integrity and security of the Platform.

Third Party Intellectual Property:
1. The Company is not responsible for the accuracy, accuracy and completeness of audio/video content, trademarks, patents protected by copyright (or for example SIAE) of third parties (by way of example but not limited to: products, services, other activities of Clients requesting sponsorship through the Platform)
2. The Company will adopt all the tools and faculties in its possession to verify its authenticity before agreeing the sponsorship method and promotion campaign with the Influencers.
3. Any infringement of intellectual property for which the Company does not have the tools to be able to certify it cannot in any way be attributed to it, but to Customers who request sponsorship of products/services in violation of third party intellectual property rights.
4. If reports are made within the Platform, it will move to delete and remove the contents as soon as possible to ensure respect for the rights of the Influencers on the Platform.
5. The Company controls the content of all Influencers. If it becomes aware of inappropriate content, it reserves the right to investigate and take appropriate action, but does not agree to any monitoring obligations, nor does it take responsibility for the content posted by other members.
6. The Influencers undertake not to reuse the Content owned by third parties outside the campaigns selected and previously agreed with the Company.
7. Any further use not previously agreed with the Company will be prohibited and the Influencers will be directly liable for the violation.
8. The Company in no way can be held responsible for the unauthorized use by the Influencers for the products and services of third parties.
Limitation and Disclaimer of Liability
1. The Influencer represents and warrants: (i) to be at least 16 or the legal representative of a minor; (ii) that the data provided by the same with the registration form are correct and true; (iii) to update the data provided whenever necessary. In the case of services requested for minor children or for subjects unable to act, the person who proceeds with the request declares and guarantees that he legitimately exercises parental responsibility/guardianship/support administration.
2. The Influencers undertake not to use the Platform in an unlawful manner.
3. The Influencers ensure that the information provided when completing the registration form is in its legitimate availability and does not violate any third party rights.
4. The Influencers agree and agree that the Company cannot in any way be held responsible for delays or malfunctions of the Platform due to unforeseeable circumstances, as well as beyond its control or due to force majeure including, merely example and not exhaustive and also alternative if necessary, natural disasters, adverse weather conditions, sabotage, fires, floods, earthquakes, strikes of a national nature, legal provisions and/or orders from public and judicial authorities, defective functioning of the Platform resulting from 'interruption or incorrect functioning of platforms owned by third parties and/or web connections, telephone lines, electricity and global and/or national networks, such as, but not limited to, failures, overloads, interruptions.
5. The Company cannot be held responsible towards the Influencers, except in the case of willful misconduct or gross negligence, for disservices or malfunctions connected to the use of the internet beyond its control or that of its suppliers.
6. The Company will also not be liable for damages, losses and costs suffered by the Influencer following the non-performance of the contract for reasons not attributable to him.
7. The Company assumes no responsibility for any fraudulent or illegal use that may be made by third parties of credit cards and other means of payment,
8. The Company will not be liable for:

any loss of commercial opportunity and any other loss, even indirect, possibly suffered by the Influencer which is not a direct consequence of the breach of the contract by the Company
incorrect or unsuitable use of the Platform by Influencers or third parties
1. In no event can the Company be held liable for an amount exceeding double the cost paid by the Influencer.

Warranty Disclaimer
1. The Platform is provided "as is" and "as available" and the Company makes no express or implied warranties with respect to it, nor does it make any warranties that the Platform will meet the needs of Influencers or that it will never be subject to interruptions or will be error-free and will endeavor to prevent the Platform from containing viruses.
2. The Company will endeavor to ensure that the Platform is uninterruptedly available 24 hours a day, but cannot in any way be held responsible if, for any reason, it is not accessible and/or operational at any time or for any period
3. Access to the Platform may be suspended temporarily and without notice in the event of system failure, maintenance, repairs or for reasons completely unrelated to the will of the Company or due to force majeure events.

Disputes between Influencers on the Platform
1. Should a dispute arise between the Influencers on the Platform, they are solely responsible for the resolution (judicial or extrajudicial) of this dispute. The Influencers, therefore, indemnify and hold the Company harmless from any dispute that may arise in the relations between them.
2. Possibly, in very exceptional cases and without this entailing charges and/or responsibilities for the Company, the latter may decide to support any requests through the Platform in order to resolve such disputes.
3. In the exceptional cases referred to in the previous paragraph, the Influencers undertake to collaborate in good faith with the Company in order to provide the necessary information and be able to reach a resolution that can satisfy the Influencers. In any case, if this attempt is unsuccessful, the Influencers acknowledge that nothing can be charged to the Company, excluding any liability for it.

Final provisions
1. The failure of the Company to exercise one or more rights of these Terms does not imply a waiver or limitation.
2. In the event that one or more provisions of the Terms are invalid or ineffective, these do not affect the other provisions of the Terms. The same must be understood in the event of a dispute and, in addition, the provision may return to being valid or effective if appropriate limits are set during the dispute by the judicial body.
3. Any provisions of these Terms which, by their nature, should survive termination shall survive termination, including without limitation, ownership, warranties, indemnification and limitation of liability provisions.
4. Influencers may not assign, transfer or delegate the provisions, in whole or in part, of these Terms and their rights and obligations hereunder without the prior consent of the Company.
5. This reserves the right, without limitation, to assign, transfer or delegate the provisions, in whole or in part, of these Terms and any of its rights and obligations hereunder, in its sole discretion, upon 30 days notice. Your right to terminate under the Terms remains unaffected.

Privacy Policy
1. The protection and processing of personal data will take place in accordance with the Privacy Policy, which can be consulted in the section www.popularise.it/privacy
Governing Law, Dispute Resolution and Jurisdiction
1. These Terms are governed by Italian law, with non-exclusive reference to Legislative Decree no. 21/2014 and by Legislative Decree n.70/2003 on electronic commerce where applicable and, if further applicable, to the Consumer Code, where applicable. For all legal issues that do not explicitly refer to the Consumer Code, please refer to the Italian Civil Law.
2. The provision of the service and the use of the Platform are governed exclusively by the regulatory provisions referred to in the previous paragraph, even if partially performed abroad and in the presence of other connecting criteria.
3. In the event of a dispute arising from or in connection with these Terms between the Influencers and the Company, the latter undertakes to resolve it jointly with the latter according to the principles of collaboration and good faith.
4. If the Company and the Influencer cannot find an agreement to resolve the emerging dispute, the dispute will be referred to the Court of Milan.