Content Partner Supplement
Last Updated: June 20, 2022
This content partner supplement is part of the Website’s Terms-of-Service Agreement and sets out the terms by which you may offer User Contributions for sale through the Website.
Eligibility. To sell or offer User Contributions through the Website, you must use and maintain a Website account that allows for User Contribution distribution.
Selling Options. You may offer User Contributions for sale as pay-per-clip content or through membership to a channel. When you add a new User Contribution to a channel, it will automatically become available for viewing by members.
Limited License. You hereby grant Company a license to reproduce, distribute, transmit, sublicense (to end users for their personal viewing), transcode, publicly perform and exhibit, and otherwise exploit and promote the User Contribution (and all related content that you may upload, including thumbnails and content description) in accordance with your choices. You also hereby grant Company a license to use and authorize others to use your name, likeness, biographical material, or voice, as contained in the User Contribution you upload, in any media to promote your User Contribution or channel.
License Period. The above license will continue so long as you offer User Contributions for sale. If you remove a User Contribution, Company (a) will stop offering it for sale to new viewers; and (b) may continue to make that User Contribution available to those users who previously purchased the User Contribution or provide full or partial refunds to those persons.
Content Provider Revenue. For each User Contribution, Company will pay you based on one of the following options:
Channel Membership Revenues/Pay-Per-Clip Content. Company will pay you up to 65% of net revenues recognized by Company from the sale of your pay-per-clip User Contributions or from the sale of memberships to your channel;
Advertising Revenues. Company will pay you up to 65% of net revenues recognized by Company from designated ad zones displayed or streamed by Company or an authorized third party on your User Contribution watch pages or in or on the Website video player with the streaming of your User Contributions. An up-to-date list of designated ad zones can be found in the FAQ page. Company is not obligated to display any advertisements alongside your User Contributions and may determine the type and format of ads available on the Website. Company may retain all other revenues derived from the service, including any revenues relating to ads on search result pages; or
Premium Membership Revenues. Company will pay you up to 50% of the total net revenues recognized by Company from membership fees that are attributable to the monthly views or watchtime of your User Contributions as a percentage of the monthly views or watchtime of all or a subset of participating content in the relevant membership offering (as determined by Company). If your User Contributions are included in and viewed by a user in multiple subscription offerings, Company will pay you based on the membership offering with the highest amount of net revenues recognized by Company, as calculated by Company.
Enterprise Agreements. If you have a negotiated agreement with Company that provides for a different fee structure, the terms of that agreement will prevail.
Payment Terms. Company shall pay you Content Provider Revenue no later than 30 days of the end of each month in which that revenue was earned. Company will make all payments to the payment method you selected in your account settings.
Payment Vendors. If payment of Content Partner Revenue is facilitated by one of our payment vendors, you must create and maintain an account with that vendor. In doing so, you must comply with that vendor’s terms of service. You must timely provide all requested information. Company is not responsible for nonpayment if you fail to do so. You state that all information provided by you is accurate. You shall promptly update information you previously provided if it becomes inaccurate.
Consumer Refunds and Chargebacks. Company may provide refunds to consumers where: (a) Company reasonably believes that the consumer was unable to stream the User Contributions in a manner consistent with the purchase terms; (b) Company determines that a refund is appropriate based on its internal policies (which will be provided to you on request); (c) Company suspects fraud; (d) the User Contribution is subject to a notice of alleged intellectual property infringement; or (e) you have breached the Terms-of-Service Agreement. You hereby authorize Company to dispute any chargebacks made by consumers and you shall assist Company in that dispute. Successful refunds and chargebacks will reduce revenue payable to you but will not reduce fees payable to Company.
Reservation of Rights. Company is not required to pay Content Partner Revenue for any transaction (a) that is the subject of a refund or chargeback; (b) that Company reasonable determines is fraudulent; or (c) that involves content or conduct that violates the Terms-of-Service Agreement. You must repay Company any amounts you have received as to any of the preceding. Company may withhold amounts or make adjustments to Creator Revenue: (a) to satisfy any amounts owed by you to Company; (b) to provide a reserve for anticipated or provided refunds or chargebacks; or (c) pending any investigation of breach of our Terms-of-Service Agreement, fraud, or other illegality.
Currency. All amounts will be paid out in US dollars.
Taxes. You are solely responsible for determining and complying with your tax obligations. Company does not provide legal, tax, or accounting advice. You should consult your tax advisors concerning the application of tax laws to your particular situation.
Income Taxes. Income taxes are solely your responsibility. Company may withhold amounts from any amounts due to you that Company determines in good faith must be withheld under tax law. Company may file reports concerning income with any taxing authority, including the US Internal Revenue Service. You must provide all tax and identity documentation that we request to make payments to you.
Sales Taxes. Company may collect taxes (e.g., sales tax or VAT) on any transaction where it reasonably believes that tax collection is required. Where Company believes in good faith that VAT collection is required, Company may collect VAT on a “VAT-inclusive” basis, meaning that it will charge the retail price of the item and deduct applicable VAT from the amounts received from the purchaser.
Compliance. You must comply with the Terms-of-Service Agreement at all times. Company may suspend, limit, or disable your participation as a content partner at any time, with or without notice, for any violation of our Terms-of-Service Agreement.
Governing Law. The governing law and dispute resolution provisions of the Terms-of-Service Agreement will also apply to this supplement.
Miscellaneous. Capitalized terms used but not defined in this supplement will have the meanings given to those terms in the Terms-of-Service Agreement. This supplement replaces all previous or current agreements between you and Company relating to the Content Partner Program, including any prior monetization agreements that are in effect between you and Company as of the effective date. Except as modified by this supplement, the Terms-of-Service Agreement remains in full effect. Company’s right to modify or revise the Terms-of-Service Agreement (as described in the Terms-of-Service Agreement) will also apply to this supplement.