These Influencer Terms of Service – General Terms constitute the general terms of the Influencer Terms of Service form (the “Form”) accepted by the Influencer/Agency on the Agreement Date and together with the Form constitute the agreement between sexfriend and the Influencer/Agency ( as shown in the table).
1. Explanation
1.1 Unless otherwise specified, capitalized words used in these Terms of Service shall have the meaning given to them in the table.
1.2 In these Terms of Service, unless inconsistent with the context, the following words will have the meaning given to them in these Terms:
"Affiliate", with respect to an entity, means any entity that controls, is controlled by, or is under common control with that entity, where "control" means the possession, directly or indirectly, of the power to direct or cause such entity. The direction of the entity's management, operating policies, or assets, whether through ownership of more than 50% of its voting power or equity securities or assets, or by contract, management agreement, voting trust, or otherwise; except that an "affiliate" The term shall include any variable interest entity, regardless of whether any variable interest entity can or is required to be consolidated with that entity under generally accepted accounting principles;
"Applicable Law" means, with respect to any Person, any and all: (a) laws, statutes or regulations, (b) codes, standards, rules, requirements, orders and standards promulgated under any law, statute or regulation, (c ) the rules of any stock exchange or equivalent body; (d) applicable data protection laws; (e) any and all judgments, orders, writs, instructions, authorizations, rulings, decisions, injunctions, decrees, assessments, settlement agreements or any Decisions of governmental agencies that in each case apply to that person or his business or property;
"Business day" means any day other than a Saturday, Sunday or public holiday in the United States;
“Commercially reasonable efforts” means taking the steps and manner employed by a well-managed company that acts in a firm, prudent and reasonable manner to achieve a specific result in its own interest;
"Confidential Information" means all confidential, non-public information and data of any nature and in any form (whether written, visual, electronic or oral) received by the Receiving Party and its representatives from the Disclosing Party and its representatives under this Agreement. Terms of Service (whether on or before the Agreement Date), including without limitation: (a) the business and business strategies, markets, customers, products (including new products and new product initiatives, and marketing) of the disclosing party and its affiliates plans and materials), pricing and cost information, condition (financial or otherwise), operations, assets, liabilities, results of operations, cash flows and prospects, or employees, officers, contractors and agents, including without limitation technical, commercial , financial, accounting, legal and administrative information; (b) the existence and terms of these Terms of Service (including any fees paid to influencers/agencies and the commercial details set out in the form), and the disclosing party’s relationship with these Terms of Service position in any dispute related to the Services; (c) any copy of the Confidential Information and all information created or derived from the Confidential Information by or on behalf of the Receiving Party, provided that Confidential Information shall not include information that: (i) already exists at the Receiving Party information that is in the possession of the disclosing party or its representatives at the time of disclosure; (ii) becomes or becomes part of the public knowledge as a result of any act or omission by the receiving party or its representatives that breaches the confidentiality provisions of these Terms of Service; results in; (iii) obtained by the Receiving Party or its representatives from a third party who has not obtained such information directly or indirectly from the Disclosing Party and is subject to any obligation of confidentiality; (iv) independently developed by the Receiving Party or its representatives without use or reference Confidential Information of the Disclosing Party;
"Insolvency Event" means, in relation to a particular person, any of the following events: (i) the appointment of a receiver or similar officer to manage all or a material part of the person's assets or business; (ii) the passing of a liquidation resolution (other than any liquidation for the purpose of or in connection with a solvency amalgamation or reorganization) or an order made by a court in that behalf or an order made by a court for administration (or any equivalent order in any jurisdiction); (iii) enter into any