Terms

1. Acceptance of Terms
   
   Welcome to the UGC LATAM website. Viral Media Studios, LLC, (“UGC LATAM“) owns and operates https://ugc-latam.com, https://app.ugc-latam.com, and other mobile or affiliated websites or applications that refer to these Terms of Use (collectively, the “Site“). UGC LATAM operates the Site to provide information and certain services to visitors (the “Services“).
   
   By using the Site or any Services available through the Site, you agree to comply with and be legally bound by the terms, conditions, and restrictions of these Terms of Use (“Terms“). Please read carefully these Terms and our Privacy Policy, which may be found at www.UGC LATAM.co/privacy and which are incorporated by reference into these Terms. These Terms, together with our Privacy Policy, govern your access to and use of the Site and Services, and constitute a binding legal agreement between you and UGC LATAM. If you do not agree to these Terms, you have no right to obtain information from or otherwise continue using the Site or Services.
   
   IIndividuals who use the Site are referred to as “Users“, “you” and “your”. If you access the Site or accept these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that legal entity and, in such event, “you” and “your” will refer to that legal entity. “We”, “us”, or “our” refer to UGC LATAM. In addition, in these Terms, unless the context requires otherwise, words in one gender include all genders and words in the singular include the plural and vice-versa.
   
   YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SITE OR SERVICES, YOU ARE INDICATING THAT YOU HAVE READ, AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS.
   
   2. Modification
   
   UGC LATAM reserves the right, at its sole discretion, to modify or discontinue, temporarily or permanently, the Site, Services or to modify these Terms at any time and without prior notice. If we modify these Terms, we will post the modification on the Site. We will also update the “Last Updated Date” at the top of these Terms. Modifications to these Terms will automatically take effect upon posting. By continuing to access or use the Site after we have posted a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease accessing or using the Site.
   
   3. Eligibility
   
   The Site is intended solely for persons who are (i) 18 or older, or (ii) 13 and older if either (a) an emancipated minor, or (b) he/she possess legal parental or guardian consent. By accessing or using the Site you represent and warrant that you are not legally prohibited from accessing the Site or using the Services under the laws of the country in which you access or use the Site.
   
   4. About the Site
   
   The Site allows a User to access information and the Services and provides opportunities for a User to request information, apply for an account, sign up for notifications or a newsletter, apply to a position, or engage with UGC LATAM through provided communication options. You agree to provide accurate, current and complete information in all communications with UGC LATAM and in all other use of the Site or Services.
   
   THE SITE AND SERVICES ARE INTENDED TO BE USED TO FACILITATE MARKETERS AND INFLUENCERS TO CONNECT AND ENTER INTO AGREEMENTS DIRECTLY WITH EACH OTHER. UGC LATAM CANNOT AND DOES NOT CONTROL THE CONTENT POSTED BY USERS AND IS NOT RESPONSIBLE FOR AND DISCLAIMS ANY AND ALL LIABILITY RELATED TO ANY AND ALL SUCH USER CONTENT, INCLUDING COMPLIANCE WITH APPLICABLE LAWS, RULES, AND GUIDES (SUCH AS FTC GUIDES CONCERNING SPONSORED ENDORSEMENTS).
   
   5. User Affirmations, Conduct and Use
   
   By using the Site, you represent, warrant and agree to the following:

• You are at least 18 years of age.
• You are solely responsible for compliance with any and all laws, rules, regulations, or obligations that may apply to your use of the Site.
• Nothing that you upload, publish, represent, warrant or transmit using the Site, will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
• You will not use manual or automated software, devices, scripts, redirects, robots, other means or processes to access, “scrape”, “crawl” or “spider” any web pages or other services contained in the Services.
• You will not use the Site for any commercial or other purposes that are not expressly permitted by these Terms.
• You will not copy, store or otherwise access any information contained on the Site for purposes not expressly permitted by these Terms.
• You will not interfere with or damage the Site, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
• You will not impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity.
• You will not systematically retrieve data or other content from our Services to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise.
• You will not access, tamper with, or use non-public areas of the Site, UGC LATAM’s computer systems, or any third-party provider system.
• You will not attempt to probe, scan, or test the vulnerability of any UGC LATAM system or network or breach any security or authentication measures. 
• You will not avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by UGC LATAM or any of UGC LATAM’s providers or any other third party (including other Users) to protect the Site.
• You will not advocate, encourage, or assist any third party in doing any of the foregoing.

UGC LATAM will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. UGC LATAM may involve and cooperate with law enforcement authorities in prosecuting Users who violate these Terms.

You acknowledge that UGC LATAM has no obligation to monitor your access to or use of the Site, but has the right to do so for the purpose of operating the Site, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or another governmental body.

By using the Services you agree that UGC LATAM may collect and share personal data with third party service providers acting on our behalf, including providers of analytics services that may record or log your activities on our services, including text you enter, pages you visit, and features you interact with.

You are responsible for keeping your password secure. If you have reason to believe that your interaction with us is no longer secure (for example, if you feel that the security of any account you might have with us has been compromised), please immediately notify us of the problem by contacting us at info@ugc-latam.com.

6. Ownership

The Site is protected by copyright and other laws of the United States and foreign countries. You acknowledge and agree that the Site and Services, including all associated intellectual property rights, are the exclusive property of UGC LATAM and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site or Services.

7. Links

The Site may contain links to third-party websites or resources. You acknowledge and agree that UGC LATAM is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by UGC LATAM. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the content, products or services on or available from such websites or resources.

8. Advertisements

UGC LATAM may include advertisements on its own behalf or paid advertisements on behalf of interested companies and/or individuals on the Site. By clicking on the advertisements, you may be shifted to a website of the advertiser or receive other messages, information, or offers from the advertiser. You acknowledge and agree that UGC LATAM is not liable for the privacy practices of advertisers or the content of their websites, information, messages or offers. Users are wholly liable for all communications with advertisers and for all transactions subsequently executed.

9. Proprietary Rights Notices

All trademarks, service marks, logos, trade names and any other proprietary designations of UGC LATAM used herein are trademarks or registered trademarks of UGC LATAM. Any other trademarks, service marks, logos, trade names, and any other proprietary designations are the trademarks or registered trademarks of their respective parties.

10. Termination

We may, in our discretion and without liability to you, with or without cause, with or without prior notice, and at any time terminate these Terms or your access to our Site.

11. Disclaimers

IF YOU CHOOSE TO USE THE SITE OR SERVICE, YOU DO SO AT YOUR SOLE RISK. THE SITE AND SERVICE ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, UGC LATAM EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. UGC LATAM MAKES NO WARRANTY THAT THE SITE OR SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. UGC LATAM MAKES NO WARRANTY REGARDING THE QUALITY OF THE SITE OR SERVICES.

12. Limitation of Liability

YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SITE OR SERVICES REMAINS WITH YOU. NEITHER UGC LATAM NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SITE OR ANY SERVICES WILL BE LIABLE FOR ANY DIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, FROM THE USE OF OR INABILITY TO USE THE SITE OR SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT UGC LATAM HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

13. Indemnification

You agree to release, defend, indemnify, and hold UGC LATAM and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal fees, arising out of or in any way connected with (a) your access to or use of the Site, or your violation of these Terms; (b) your reliance on the Site;(c) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (d) any claim that your use of the Site caused damage to a third party. UGC LATAM shall have the right to control all defense and settlement activities.

14. Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without UGC LATAM’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. UGC LATAM may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

15. Notices

Unless otherwise specified herein, any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by UGC LATAM by posting to the website or via electronic mail. For notices or communications by UGC LATAM made by e-mail, if any, the date of receipt will be deemed the date on which such notice is transmitted.

16. Severability

These Terms are intended to govern the agreement between UGC LATAM and you to the extent permitted by all applicable laws, ordinances, rules, and regulations. If any provision of these Terms or the application thereof to any person or circumstances shall, for any reason or to any extent, be invalid or unenforceable, the remainder of these Terms and the application of such provision to other persons or circumstances shall not be affected thereby, but rather shall be enforced to the greatest extent permitted by law.

17. Dispute Resolution Provision

You and UGC LATAM agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, or to the use of the Site (collectively, “Disputes”) will be settled by binding arbitration; except that each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights.

18. Feedback and Reporting Misconduct

We welcome and encourage you to provide feedback, comments and suggestions (collectively “Feedback”) for improvements to the Site. You may submit feedback by emailing us at info@ugc-latam.com. You acknowledge and agree that all Feedback will be the sole and exclusive property of UGC LATAM and you hereby irrevocably assign to UGC LATAM and agree to irrevocably assign to UGC LATAM all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein. At UGC LATAM’s request and expense, you will execute documents and take such further acts as UGC LATAM may reasonably request to assist UGC LATAM to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.

19. General

The failure of UGC LATAM to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of UGC LATAM. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

20. Entire Agreement

These Terms constitute the entire and exclusive understanding and agreement between UGC LATAM and you regarding the Site and supersede and replace any and all prior oral or written understandings or agreements between UGC LATAM and you regarding the same.

Disclaimer: The original, legally binding version of this document is written in English. If it is translated into other languages by non-native English-speakers or by software, there may be discrepancies between the English version and the translated version. If so, the English version supersedes the translated version.

© UGC LATAM Technologies Inc. 2024. All rights reserved.