Terms of Service DRAFT

Introduction

Welcome to Geddle, an AI-powered influencer marketing platform that connects AI/SaaS companies with social media influencers. These Terms of Service ("Terms") govern your access to and use of the Geddle platform, including our website, services, and applications (collectively, the "Services").

By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, please do not access or use our Services. These Terms constitute a legally binding agreement between you and Geddle, Inc. ("Geddle," "we," "us," or "our").

Definitions

Brand: An AI/SaaS company that uses the Geddle platform to connect with Influencers for promotional purposes.

Influencer: A content creator who creates and shares promotional content for Brands through the Geddle platform.

Content: Any text, images, videos, or other material uploaded, shared, or created through the Services.

Commission: A percentage of revenue paid to Influencers when users sign up or make purchases through their unique affiliate links.

Account Registration and Eligibility

To use certain features of our Services, you must register for an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete.

You must be at least 18 years old to use our Services. By creating an account, you represent and warrant that you are at least 18 years old and have the legal capacity to enter into these Terms.

You are responsible for safeguarding your account credentials and for all activities that occur under your account. You must notify us immediately of any unauthorized use of your account.

Platform Guidelines

For Brands

Brands agree to:

• Provide accurate information about their products and services
• Pay Influencers the agreed-upon Commissions in a timely manner
• Respect Influencers' creative autonomy while providing guidelines for promotional content
• Comply with all applicable laws, including advertising regulations and disclosure requirements

For Influencers

Influencers agree to:

• Create authentic content that accurately represents the Brands' products and services
• Comply with all disclosure requirements for sponsored content
• Not engage in any fraudulent activities, including purchasing fake followers or engagement
• Not make false or misleading claims about the Brands' products or services

Commission Structure

The Commission rate for each promotion will be clearly stated within the platform. Commissions are typically paid on a recurring basis for subscription-based products, in accordance with each Brand's affiliate program terms.

Geddle retains the right to withhold payment in cases of suspected fraud or violation of these Terms until the matter is resolved.

Influencers are responsible for any taxes associated with their earnings through the platform.

Content Ownership and Licenses

You retain ownership of any Content you create or upload to the platform. However, by uploading or creating Content on our platform, you grant Geddle a non-exclusive, worldwide, royalty-free license to use, reproduce, modify, adapt, publish, translate, and distribute your Content for the purpose of providing and promoting our Services.

When Influencers create promotional Content for Brands, the usage rights will be governed by the agreement between the Brand and the Influencer, as facilitated through our platform.

Privacy and Data Protection

Our Privacy Policy, available at geddle.com/privacy, explains how we collect, use, and protect your personal information. By using our Services, you consent to the collection and use of information as described in our Privacy Policy.

Prohibited Activities

You agree not to:

• Use our Services for any illegal purpose or in violation of any local, state, national, or international law
• Harass, abuse, or harm another person through our Services
• Impersonate another user or person, or use another user's account without permission
• Upload or transmit viruses, malware, or other types of malicious code
• Attempt to circumvent any security measures of our Services
• Engage in data mining, scraping, or harvesting of information from our Services
• Use our Services to send unsolicited communications, promotions, or advertisements
• Create multiple accounts for deceptive or fraudulent purposes

Termination

We may terminate or suspend your account and access to our Services at any time, without prior notice or liability, for any reason, including if you violate these Terms.

Upon termination, your right to use the Services will immediately cease. All provisions of these Terms that by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

Disclaimers

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, GEDDLE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

GEDDLE DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES OR THE SERVERS THAT MAKE THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL GEDDLE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OF OR INABILITY TO USE THE SERVICES, EVEN IF GEDDLE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Indemnification

You agree to indemnify, defend, and hold harmless Geddle and its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including attorney's fees) arising from: (i) your use of the Services; (ii) your violation of these Terms; (iii) your violation of any third-party right, including without limitation any intellectual property right, publicity, confidentiality, property, or privacy right; or (iv) any claim that your Content caused damage to a third party.

Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles.

Any dispute arising out of or relating to these Terms or the Services shall be resolved through binding arbitration in San Francisco, California, in accordance with the rules of the American Arbitration Association. The arbitration shall be conducted by a single arbitrator, and the decision of the arbitrator shall be final and binding on both parties.

Changes to Terms

We reserve the right to modify these Terms at any time. If we make material changes to these Terms, we will notify you by email or by posting a notice on our website prior to the changes becoming effective. Your continued use of the Services after the effective date of the revised Terms constitutes your acceptance of the changes.

Contact Information

If you have any questions about these Terms, please contact us at: legal@geddle.com