Terms of Service

3.1 Brand Accounts

Brands are Shopify store owners who use the Platform to manage their customer-influencer programs. To create a Brand account, you must:

• Own or have authorized access to a Shopify store
• Provide accurate and complete information during registration
• Maintain the security of your account credentials
• Be responsible for all activities that occur under your account

3.2 Creator/Ambassador Accounts

Creators (also referred to as Ambassadors) are customers who participate in brand programs to create and share content. To create a Creator account, you must:

• Be at least 18 years of age (or the age of majority in your jurisdiction) and meet the minimum age requirements of any connected social media platforms (e.g., 13 for Instagram, 13 for TikTok)
• Have a valid social media account (Instagram, TikTok, or other platforms as required)
• Provide accurate information about your social media presence and audience
• Comply with all applicable laws and platform guidelines when creating content

3.3 Social Media Authentication (OAuth)

When you authenticate using Instagram, TikTok, or other social media platforms ("Social Login"), you authorize Usermade to:

• Access basic profile information (username, profile picture, email address, account identifiers) as permitted by the platform's API
• Retrieve public metrics such as follower counts and engagement data where authorized
• Verify your identity and account ownership for program eligibility
• Refresh access tokens to maintain connectivity with your social accounts

You acknowledge and agree that:

• Account Responsibility: You are solely responsible for maintaining the security of your social media account credentials. Usermade does not receive or store your social media passwords.
• Authorized Account Holder: By connecting a social media account, you represent and warrant that you are the authorized account holder and have the right to grant Usermade access.
• Platform Dependency: Usermade is not responsible for the availability or functionality of third-party authentication services. If a social platform revokes API access, changes its terms, or experiences downtime, your ability to use certain Platform features may be affected.
• Disconnection: You may disconnect your social media accounts at any time through your account settings. Some Platform features may become unavailable upon disconnection.
• Platform Terms Compliance: Your use of Social Login is subject to the terms of service and privacy policies of the respective social media platforms (Instagram/Meta Terms of Use, TikTok Terms of Service).

3.4 Account Inactivity

An account is considered inactive if no login, content submission, or other meaningful activity has occurred for a period of twelve (12) consecutive months. We reserve the right to send reminder notifications before taking action on inactive accounts. Inactive accounts may be suspended or terminated at our discretion, with reasonable notice provided via email.

5.1 WhatsApp and SMS Communications

With your explicit consent, Usermade and participating Brands may send messages via WhatsApp, SMS, or other messaging platforms. These messages may include:

• Discount codes and promotional offers
• Program updates and announcements
• Content submission reminders and deadlines
• Commission and reward notifications
• Account and security alerts
• Transactional confirmations

By providing your phone number and opting in to messaging, you consent to receive automated messages from Usermade and participating Brands. You acknowledge that:

• Message Frequency: Message frequency varies based on your activity and program participation. You may receive multiple messages per week during active campaigns.
• Carrier Charges: Message and data rates may apply depending on your mobile carrier and plan.
• Consent Not Required for Service: Consent to receive promotional messages is not a condition of purchasing any goods or services, though some Platform features may require messaging for functionality.

5.2 Opting Out of Messages

You may opt out of promotional messages at any time by:

• Replying STOP to any SMS message
• Sending "STOP" or "Unsubscribe" via WhatsApp
• Updating your messaging preferences in your account settings
• Contacting support at team@email.usermade.co

Opting out of promotional messages will not affect transactional messages necessary for Platform operation (e.g., security alerts, order confirmations, password resets). If you wish to stop all messages including transactional ones, you may need to delete your account.

5.3 Creator Messaging by Brands

Brands may use the Platform to send messages to Creators who have opted in to their programs. Brands acknowledge and agree that:

• They are solely responsible for the content of their messages and compliance with all applicable laws
• They will only message Creators who have provided valid consent
• They will include proper identification and unsubscribe mechanisms in all commercial messages
• They will comply with Canada's Anti-Spam Legislation (CASL), the Telephone Consumer Protection Act (TCPA), WhatsApp's Business Policy, and all other applicable messaging regulations
• They will not send spam, unsolicited messages, or content that violates Platform policies

5.4 WhatsApp Business Terms Compliance

If you use WhatsApp messaging features, you agree to comply with WhatsApp's Business Messaging Policy, Commerce Policy, and all applicable Meta Platform Terms. Specifically, you agree that:

• You will only send messages to users who have opted in to receive communications
• You will respond to user messages within 24 hours when using the standard messaging window
• You will not send spam, bulk unsolicited messages, or violate WhatsApp's policies
• You will use approved message templates for notifications sent outside the 24-hour window
• You acknowledge that WhatsApp may restrict or disable messaging capabilities for policy violations

Usermade reserves the right to disable messaging features for users who violate WhatsApp's policies or these Terms.

6.1 Canada's Anti-Spam Legislation (CASL)

Usermade is headquartered in Montreal, Quebec, Canada, and all users must comply with Canada's Anti-Spam Legislation (CASL) when sending commercial electronic messages (CEMs) through the Platform. Users agree to:

• Obtain Valid Consent: Obtain express or implied consent before sending CEMs to any recipient. Express consent must be documented and include a clear description of the messages to be sent.
• Identification Requirements: Include the sender's name, mailing address, and contact information in all CEMs.
• Unsubscribe Mechanism: Include a functional unsubscribe mechanism in all CEMs and process unsubscribe requests within 10 business days.
• Record Keeping: Maintain records of consent for each recipient for the duration of the consent plus three years.

6.2 U.S. Telephone Consumer Protection Act (TCPA)

When messaging U.S. recipients, users must comply with the Telephone Consumer Protection Act (TCPA) and related FCC regulations. This includes:

• Obtaining prior express written consent before sending autodialed or prerecorded marketing messages
• Identifying the sender at the beginning of each message
• Providing a clear opt-out mechanism and honoring opt-out requests promptly
• Not sending messages to numbers on the National Do Not Call Registry (for telemarketing)

6.3 Usermade's Role and User Liability

Usermade provides tools to facilitate messaging but does not control the content of messages sent by Brands or Creators. Users are solely responsible for:

• Ensuring they have valid consent before messaging any recipient
• The accuracy and legality of message content
• Compliance with all applicable anti-spam and messaging laws in their jurisdiction and the recipient's jurisdiction
• Any fines, penalties, or damages arising from non-compliance

Usermade may suspend or terminate accounts that violate anti-spam laws or generate excessive spam complaints. Users agree to indemnify Usermade for any claims arising from their messaging activities.

7.1 Creator Content

Creators retain ownership of all original content they create and submit through the Platform. However, by submitting content to a Brand's program and explicitly consenting through the Platform's consent mechanism, Creators grant the Brand a perpetual, non-exclusive, worldwide, royalty-free license to:

• Use, reproduce, and distribute the content for marketing and promotional purposes
• Modify and adapt the content as necessary for use in marketing materials
• Display the content on the Brand's website, social media, and other marketing channels
• Use the content indefinitely, including after the termination of the creator-brand relationship

7.2 Content Exclusivity

Unless otherwise specified in a Brand's program terms, content submitted through the Platform is licensed on a non-exclusive basis. This means Creators may submit the same or similar content to other brands or platforms, unless:

• The Brand's program explicitly requires exclusive content
• The Creator has agreed to exclusivity terms for specific content
• The content contains Brand-specific elements (logos, products, branding) that would not be appropriate for use with competing brands

Creators are responsible for tracking their exclusivity commitments across different programs. Brands seeking exclusive content rights should clearly communicate this requirement in their program terms.

7.3 Content Standards

All content submitted through the Platform must:

• Comply with applicable laws and regulations
• Not infringe on any third-party rights (including intellectual property, privacy, or publicity rights)
• Not contain false, misleading, or deceptive claims
• Comply with platform-specific guidelines (Instagram, TikTok, etc.)
• Not contain offensive, discriminatory, or harmful material

7.4 Content Review and Approval

Brands have the right to review, approve, or reject content submitted by Creators. Rejected content may be returned to Creators with feedback for revision. Brands are not obligated to approve or use any submitted content.

8.1 Disclosure Obligations

Both Brands and Creators must comply with the Federal Trade Commission (FTC) Endorsement Guides, Competition Bureau of Canada guidelines, and all other applicable advertising disclosure laws. Material connections between Brands and Creators must be clearly and conspicuously disclosed.

8.2 Required Disclosures for Creators

Creators must include clear and conspicuous disclosures when posting content about products received for free, content for which they receive commission, or any sponsored relationship with a Brand. Acceptable disclosure formats include:

• Using platform-native disclosure tools (e.g., Instagram's "Paid Partnership" label)
• Including hashtags such as #ad, #sponsored, #partner, or #gifted at the beginning of captions
• Verbal disclosures at the beginning of video content (e.g., "This video is sponsored by [Brand]" or "I received this product for free")
• Written disclosures that are easy to notice and understand in the viewer's language

Disclosures must not be buried in hashtags, hidden below "more" buttons, or placed where viewers are unlikely to see them.

8.3 Brand Responsibilities

Brands are responsible for educating their Creators about disclosure requirements and monitoring compliance. Brands should:

• Include disclosure requirements in their program guidelines
• Provide examples of compliant disclosures
• Review submitted content for proper disclosures before approval
• Take corrective action if Creators fail to include proper disclosures

8.4 Liability for Non-Compliance

Creators are solely responsible for including proper disclosures in their content. Brands may be held liable for the actions of their Creators if they fail to implement reasonable disclosure policies and monitoring. Usermade provides tools to facilitate compliance but is not responsible for user non-compliance with FTC or other advertising regulations.

9.1 Commission Structure

Brands may establish tiered commission structures for Creators based on performance metrics such as revenue generated, content quality, and engagement. Commission rates, payment schedules, and eligibility criteria are determined by each Brand and may vary between programs.

9.2 Minimum Payout Thresholds

Brands may set minimum payout thresholds for commission payments. Creators must accumulate the minimum threshold amount before a payout is processed. Common thresholds may range from $25 to $100, depending on the Brand's program settings. Unpaid commissions below the threshold will carry over to subsequent payment periods. If a Creator's account is terminated or they leave a program, accrued commissions below the minimum threshold may be forfeited unless otherwise specified by the Brand.

9.3 Commission Hold Period and Payment Terms

To protect against fraudulent transactions, chargebacks, and order cancellations, all commissions are subject to a hold period before becoming eligible for payout:

• Standard Hold Period: Commissions are held for a minimum of thirty (30) days from the date of the qualifying transaction before becoming eligible for payout
• Extended Hold: Brands may extend the hold period up to sixty (60) days at their discretion, provided this is disclosed in their program terms
• Brand Payment Obligations: When commissions become payable, Brands will receive a Stripe invoice for the total commission amount owed to Creators. Brands must pay this invoice before Usermade processes transfers to Creators. Payment terms are typically 7 days from invoice date. Failure to pay invoices may result in suspension of the Creator program and unpaid commission obligations remain the Brand's legal responsibility
• Platform Fee: Usermade charges a 2.5% platform fee on all commission payouts. This fee covers payment processing, fraud protection, compliance, and platform operations. The platform fee is added to the Brand's invoice as a separate line item and is non-refundable
• Reserve for Disputes: Brands may configure a reserve percentage (typically 5-10%) to be held from each payout to cover potential chargebacks and disputes. This reserve amount will be included in the Brand's invoice and helps protect against future payment reversals
• Chargebacks and Refunds: If an order associated with a commission is refunded, cancelled, or subject to a chargeback during the hold period, the commission will be voided. If a chargeback or refund occurs after commission payout, the amount will be deducted from the Brand's reserve balance or from future commission payouts owed to the affected Creator
• Commission Tracking: Usermade tracks commission status (pending, payable, paid) and provides visibility to both Brands and Creators through the Platform dashboard. Creators can request payouts once commissions become payable, which triggers the Brand invoice process

Usermade facilitates commission tracking, calculation, and payout processing through Stripe Connect. Brands are solely responsible for paying commission obligations to Creators by paying the invoices issued by Usermade. Creator payments are processed automatically after Brand invoice payment is confirmed. Creators acknowledge that payment timing depends on Brand's prompt payment of commission invoices.

9.4 Free Products

Brands may offer free products to Creators as part of their program. The selection, quantity, and terms of free product offerings are determined by each Brand. Creators are responsible for any taxes, duties, or fees associated with receiving free products.

9.5 Payment Processing

Usermade processes commission payments through Stripe Connect on behalf of Brands. Creators must connect a Stripe Express account to receive payouts; by doing so, Creators agree to Stripe's Connected Account Agreement (https://stripe.com/legal/connect-account) and Stripe's Privacy Policy (https://stripe.com/privacy). When Creators request payouts, Brands receive Stripe invoices for the total commission amount owed. After Brand payment is confirmed, Usermade automatically transfers funds to Creators' connected Stripe Express accounts. Brands agree to pay commission invoices promptly (within 7 days) to ensure Creator payments are not delayed. Payment disputes should be resolved directly between the Brand and Creator, with transaction records available through the Platform dashboard. Usermade's role is limited to facilitating payments and is not liable for Brand failure to pay commission obligations or Creator disputes regarding payment amounts.

9.6 Tax Obligations

Creators are solely responsible for reporting and paying any taxes, including income tax, sales tax, GST/HST/QST, or other applicable taxes, on commissions, rewards, and free products received through the Platform. Brands are responsible for their own tax obligations related to program expenses. Canadian Creators may be required to provide GST/HST registration numbers if applicable.

10.1 Brand Subscriptions

Brands subscribe to Usermade on a monthly or annual basis, as selected during registration. Subscription fees are billed in advance and are non-refundable except as expressly provided in these Terms.

10.2 Cancellation

Brands may cancel their subscription at any time through their account settings or by contacting support. Upon cancellation:

• Access to the Platform will continue until the end of the current billing period
• No refunds will be issued for unused time in the current billing period
• All active creator programs will be deactivated at the end of the billing period
• Outstanding commission obligations to Creators remain the Brand's responsibility
• Data export options will be available for a reasonable period following cancellation

10.3 Refund Policy

Refunds may be issued at Usermade's discretion in cases of:

• Technical issues that prevented use of the Platform for an extended period
• Billing errors or duplicate charges
• Cancellation within 14 days of initial subscription (for new customers only)

Refund requests must be submitted to team@email.usermade.co with a description of the issue. Refunds, if approved, will be processed within 10 business days.

10.4 Effect on In-Progress Campaigns

When a Brand cancels their subscription, any in-progress campaigns or pending content submissions should be resolved before the end of the billing period. Brands are encouraged to:

• Review and approve/reject pending content submissions
• Process outstanding commission payments
• Communicate with active Creators about program closure
• Export any data or content they wish to retain

11.1 Beta Features Definition

From time to time, Usermade may offer access to features, functionality, or services that are labeled as "beta," "preview," "early access," "experimental," or similar designations ("Beta Features"). These Beta Features are provided to gather user feedback and may not be fully tested, documented, or supported.

11.2 Beta Features Terms

By using any Beta Features, you acknowledge and agree that:

• No Warranty: Beta Features are provided "AS IS" and "AS AVAILABLE" without any warranty of any kind, express or implied. Usermade makes no representations or warranties regarding the reliability, availability, timeliness, suitability, accuracy, or completeness of Beta Features
• Modifications and Discontinuation: Usermade may modify, suspend, or discontinue any Beta Feature at any time without prior notice and without any liability to you. Beta Features may be removed entirely or changed significantly before general release
• Data Loss: Beta Features may contain bugs or errors that could cause data loss, corruption, or unexpected behavior. You are solely responsible for backing up any data used with Beta Features
• No SLA: Beta Features are not covered by any Service Level Agreement (SLA) and may experience downtime, performance issues, or interruptions
• Feedback: By using Beta Features, you agree that Usermade may contact you to gather feedback. Any feedback, suggestions, or ideas you provide regarding Beta Features may be used by Usermade without any obligation to you
• Confidentiality: Unless otherwise specified, Beta Features and their functionality should be treated as confidential and should not be disclosed to third parties or discussed publicly

11.3 Limitation of Liability for Beta Features

TO THE MAXIMUM EXTENT PERMITTED BY LAW, USERMADE SHALL HAVE NO LIABILITY FOR ANY DAMAGES, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, ARISING OUT OF OR RELATED TO YOUR USE OF BETA FEATURES. THIS LIMITATION APPLIES REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON WARRANTY, CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY.

11.4 Opt-Out

Participation in Beta Features is voluntary. You may opt out of Beta Features at any time by disabling them in your account settings or by contacting support. Some Beta Features may require explicit opt-in before they become available to your account.

12.1 Brand Responsibilities

Brands agree to:

• Operate their programs in compliance with all applicable laws and regulations
• Honor commitments made to Creators regarding commissions, rewards, and free products
• Pay commission invoices issued by Usermade within 7 days to ensure timely Creator payments
• Maintain sufficient funds to cover commission payment obligations to Creators
• Provide clear program guidelines and expectations to Creators
• Review and respond to content submissions in a timely manner
• Maintain accurate product information and inventory
• Comply with FTC guidelines, Competition Bureau of Canada guidelines, CASL, and other applicable laws

12.2 Creator Responsibilities

Creators agree to:

• Create authentic, original content that accurately represents their experience with products
• Comply with FTC and Competition Bureau disclosure requirements and clearly disclose brand relationships
• Follow all applicable social media platform guidelines
• Not engage in fraudulent activities, including fake reviews, purchased followers, or artificial engagement
• Maintain the confidentiality of discount codes and not share them publicly unless authorized
• Respect intellectual property rights and not use unauthorized content

13.1 Third-Party Integrations

The Platform integrates with third-party services including Shopify, Instagram, TikTok, WhatsApp, Klaviyo, and others. Your use of these third-party services is subject to their respective terms of service and privacy policies. Usermade is not responsible for the availability, accuracy, or practices of third-party services.

13.2 API Dependency Risks

The Platform relies on APIs (Application Programming Interfaces) from third-party services to provide functionality. You acknowledge and agree that:

• API Availability: Third-party platforms (including Shopify, Instagram, TikTok, WhatsApp, and others) may impose rate limits, change their APIs, deprecate features, revoke access, or discontinue services at any time without notice to Usermade or users.
• Feature Impact: Changes to third-party APIs may affect Platform functionality, including but not limited to social media authentication, metrics retrieval, content posting, messaging capabilities, and e-commerce integrations.
• No Liability: Usermade is not liable for service interruptions, feature limitations, data access issues, or functionality changes caused by third-party API changes or unavailability.
• Feature Suspension: If a critical API becomes unavailable or materially changes, affected features may be suspended, modified, or discontinued. Usermade will make reasonable efforts to notify affected users and seek alternative solutions where feasible.
• Platform Policy Compliance: Social media platforms and messaging services may require Usermade to modify functionality to comply with their policies. Users must comply with all applicable platform terms when using integrated features.

13.3 No Guarantee of Continued Integration

Usermade does not guarantee that any specific third-party integration will remain available. The availability of integrations is subject to the continued cooperation and API access provided by third-party platforms. Usermade reserves the right to add, modify, or remove integrations at any time.

14.1 Platform Intellectual Property

The Platform, including its design, features, functionality, and content (excluding user-generated content), is owned by Usermade and protected by copyright, trademark, and other intellectual property laws. You may not use Usermade's trademarks, logos, or other proprietary information without our prior written consent.

14.2 Copyright Infringement Claims (DMCA and Canadian Copyright Act)

If you believe that content on the Platform infringes your copyright or other intellectual property rights, you may submit a takedown notice to our designated agent. Your notice must include:

• A physical or electronic signature of the copyright owner or authorized representative
• Identification of the copyrighted work claimed to have been infringed
• Identification of the allegedly infringing material and its location on the Platform
• Your contact information (address, phone number, and email)
• A statement that you have a good faith belief that use of the material is not authorized by the copyright owner
• A statement, under penalty of perjury, that the information in the notice is accurate and that you are authorized to act on behalf of the copyright owner

Send takedown notices to: Usermade Copyright Agent, Email: copyright@usermade.co

14.3 Counter-Notification

If you believe your content was wrongly removed due to a copyright claim, you may submit a counter-notification including:

• Your physical or electronic signature
• Identification of the material that was removed and its previous location
• A statement under penalty of perjury that you have a good faith belief the material was removed by mistake or misidentification
• Your name, address, and phone number
• A statement consenting to the jurisdiction of the courts in Montreal, Quebec, Canada

14.4 Repeat Infringers

We may terminate the accounts of users who are repeat infringers of intellectual property rights.

14.5 Third-Party Content

The Platform may include third-party software, services, or content. Use of such third-party materials is subject to their respective terms and licenses.

15.1 Neutral Platform Provider

Usermade operates as a neutral technology platform that provides tools for Brands and Creators to connect and collaborate. Usermade does not control, endorse, verify, or take responsibility for:

• The accuracy, quality, legality, or appropriateness of user-generated content
• The claims, representations, or actions of Brands
• The claims, representations, or actions of Creators
• The products or services offered by Brands through their Shopify stores
• The outcomes of any business relationships formed through the Platform

15.2 Safe Harbor Protection

Usermade claims all applicable safe harbor protections under relevant laws, including but not limited to:

• United States: Section 230 of the Communications Decency Act (47 U.S.C. § 230), which provides that interactive computer service providers shall not be treated as the publisher or speaker of information provided by third parties
• Canada: Common law safe harbor principles for intermediaries and hosting providers, as well as the notice and takedown provisions under the Copyright Act
• European Union: Articles 14-15 of the E-Commerce Directive (2000/31/EC) and equivalent provisions under the Digital Services Act, providing liability limitations for hosting services that act expeditiously to remove illegal content upon obtaining knowledge
• Other Jurisdictions: Equivalent intermediary liability protections under applicable local laws

15.3 No Agency Relationship

Nothing in these Terms creates an agency, partnership, joint venture, employment, or franchise relationship between Usermade and any user. Brands and Creators are independent parties, and Usermade is not a party to any agreement between them. Usermade does not act as an agent, representative, or intermediary for either Brands or Creators.

15.4 Content Monitoring

Usermade is not obligated to monitor user-generated content but reserves the right to do so. Any monitoring, screening, or review of content by Usermade does not constitute endorsement or adoption of that content, nor does it create any obligation to monitor all content or any liability for content that is not reviewed.

15.5 User Responsibility

Users are solely responsible for their own content, conduct, and compliance with applicable laws. Users agree not to hold Usermade liable for the content or actions of other users on the Platform.

18.1 Brand-Creator Disputes

Disputes between Brands and Creators regarding content, payments, commissions, or other program-related matters should be resolved directly between the parties. Usermade is not a party to agreements between Brands and Creators and is not responsible for resolving such disputes.

18.2 Mediation Assistance

While Usermade is not obligated to mediate disputes, we may, at our discretion, provide limited assistance including:

• Providing transaction records and activity logs to both parties
• Facilitating communication between disputing parties
• Offering guidance on best practices for dispute resolution
• In cases of clear Terms violations, taking action against the offending party

18.3 Escalation Process

If direct resolution fails, parties may escalate disputes by contacting Usermade support at disputes@usermade.co. We will review the matter and may take action including account suspension if we determine a violation of these Terms has occurred. Our decision regarding Terms violations is final.

18.4 Limitation on Usermade Liability

Usermade shall not be liable for any damages, losses, or costs arising from disputes between Brands and Creators. Users agree to hold Usermade harmless from any claims arising from such disputes.

19.1 Definition

"Force Majeure Event" means any event beyond Usermade's reasonable control, including but not limited to:

• Acts of God, natural disasters, earthquakes, floods, fires, storms, or other severe weather events
• Epidemics, pandemics, quarantines, or public health emergencies
• War, armed conflict, terrorism, riots, civil unrest, or acts of sabotage
• Government actions, laws, regulations, embargoes, or sanctions
• Labor disputes, strikes, lockouts, or work stoppages (not involving Usermade's own employees)
• Failures or disruptions of third-party services, including cloud hosting providers (AWS, Supabase, Vercel), internet service providers, payment processors, or telecommunications networks
• Cyberattacks, distributed denial-of-service (DDoS) attacks, or other malicious activities beyond Usermade's reasonable ability to prevent
• Power outages or failures of essential infrastructure not caused by Usermade's negligence
• Changes to third-party APIs or services (including Shopify, Instagram, TikTok, WhatsApp, or other integrated platforms) that affect Platform functionality

19.2 Effect of Force Majeure

Usermade shall not be liable for any failure or delay in performing its obligations under these Terms if such failure or delay results from a Force Majeure Event. During a Force Majeure Event:

• Usermade's obligations will be suspended for the duration of the Force Majeure Event
• Usermade will use reasonable efforts to mitigate the effects of the Force Majeure Event and resume normal operations as soon as practicable
• Usermade will notify users of significant service disruptions through reasonable means (e.g., status page, email, in-app notifications)
• No refunds, credits, or compensation will be provided for service unavailability caused by Force Majeure Events

19.3 Extended Force Majeure

If a Force Majeure Event continues for more than sixty (60) consecutive days, either party may terminate the affected services upon written notice without penalty. In such cases, Usermade will provide a pro-rata refund of any prepaid subscription fees for the period of service not provided, less any amounts attributable to services actually rendered before the Force Majeure Event.

21.1 Termination by Users

Users may terminate their accounts and delete their profiles at any time. Account deletion is permanent and cannot be undone.

Upon termination, access to the Platform will be revoked immediately. We will delete or anonymize your personal information within 30 days, subject to legal retention requirements. Certain information may be retained for legal, regulatory, or legitimate business purposes, including transaction records (retained for 7 years for tax compliance), data necessary for dispute resolution, and anonymized analytics. Information in backup systems may persist for up to 90 days before permanent deletion. For more details about what gets deleted and what may be retained, please refer to our Privacy Policy.

• Account Settings: Navigate to your account settings page and use the "Delete Account" feature. This option is available for both Brand and Creator accounts.
• Contact Support: Send a deletion request to privacy@usermade.co with your account email address and a clear request for account deletion.
• Social Media Platforms: If you connected your account via Instagram or other social media platforms, you can remove the app from your social media account settings, which will trigger a data deletion request.

21.2 Termination by Usermade

We reserve the right to suspend or terminate accounts that violate these Terms, engage in fraudulent activity, or pose a risk to other users or the Platform. We may also terminate accounts that have been inactive for twelve (12) consecutive months.

21.3 Effect of Termination

Upon termination, all rights and licenses granted to you will immediately cease. Outstanding obligations, including payment of commissions or fulfillment of rewards, remain in effect unless otherwise agreed between the parties.

22.1 Service Disclaimer

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

22.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, USERMADE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:

• Your use or inability to use the Platform
• Any conduct or content of third parties on the Platform
• Unauthorized access to or alteration of your transmissions or data
• Disputes between Brands and Creators
• Third-party API changes, unavailability, or service disruptions
• Any other matter relating to the Platform

Our total liability shall not exceed the amount you paid to Usermade in the twelve (12) months preceding the claim, or $100 CAD, whichever is greater.

24.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Province of Quebec and the federal laws of Canada applicable therein, without regard to conflict of law provisions.

24.2 Binding Arbitration

Subject to the exceptions below, any dispute, controversy, or claim arising out of or relating to these Terms or the Platform, including the formation, interpretation, breach, or termination thereof, shall be resolved by binding arbitration administered by the ADR Institute of Canada in accordance with its Arbitration Rules. The arbitration shall be:

• Conducted by a single arbitrator mutually agreed upon by the parties, or appointed by the ADR Institute of Canada if the parties cannot agree
• Held in Montreal, Quebec, Canada, or conducted remotely at the arbitrator's discretion
• Conducted in English or French, at the claimant's election
• Confidential, with neither party disclosing the existence, content, or results of arbitration except as required by law

The arbitrator's decision shall be final and binding on both parties. Judgment on the arbitration award may be entered in any court having jurisdiction thereof.

24.3 Exceptions to Arbitration

The following matters are excluded from the arbitration requirement:

• Injunctive Relief: Either party may seek injunctive or other equitable relief in court for matters involving intellectual property rights, confidentiality breaches, or to prevent irreparable harm pending arbitration
• Small Claims: Claims that qualify for small claims court in your jurisdiction may be brought in small claims court instead of arbitration
• Consumer Rights: Nothing in this arbitration clause limits any consumer rights that cannot be waived under applicable law, including the Quebec Consumer Protection Act

24.4 Class Action Waiver

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. If for any reason a claim proceeds in court rather than arbitration, both parties waive any right to a jury trial. Quebec consumers may have additional rights under the Consumer Protection Act that cannot be waived.

24.5 Limitation Period

ANY CLAIM OR CAUSE OF ACTION ARISING FROM OR RELATING TO THESE TERMS OR THE PLATFORM MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION AROSE. OTHERWISE, SUCH CLAIM OR CAUSE OF ACTION IS PERMANENTLY BARRED. This limitation applies to the fullest extent permitted by applicable law and shall not apply to claims where a longer limitation period is mandated by law that cannot be contractually shortened.

24.6 Jurisdiction for Non-Arbitrable Matters

For any disputes not subject to arbitration, you hereby consent to the exclusive jurisdiction of the courts located in Montreal, Quebec, Canada. You waive any objection to venue in such courts and any claim that such courts are an inconvenient forum.

24.7 Language

The parties have requested that these Terms and all related documents be drawn up in English. Les parties ont demandé que cette convention ainsi que tous les documents connexes soient rédigés en anglais.

27.1 Entire Agreement

These Terms, together with the Privacy Policy, Data Processing Agreement (if applicable), and any additional agreements you enter into with Usermade, constitute the entire agreement between you and Usermade regarding the Platform.

27.2 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

27.3 Assignment

You may not assign or transfer these Terms or your account without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.

27.4 Waiver

No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term.

27.5 Consumer Protection Rights

Nothing in these Terms limits or excludes any rights you may have under the Quebec Consumer Protection Act, the Canadian Competition Act, or other mandatory consumer protection laws that cannot be waived by contract. Where any provision of these Terms conflicts with mandatory consumer protection laws, the consumer protection laws shall prevail to the extent of the inconsistency.

27.6 Contact Information

If you have questions about these Terms, please contact us at:

Usermade
Montreal, Quebec, Canada
Email: team@email.usermade.co
Copyright Inquiries: copyright@usermade.co
Dispute Resolution: disputes@usermade.co
Website: https://usermade.co