Welcome to BrandBacker. By using BrandBacker at https://www.brandbacker.com/ (the "Service"), a service of GoMakeIt Labs, Inc., you accept the following terms and conditions (the "Terms of Service"). Please also be aware of the Privacy Policy located on BrandBacker. Usage of the service is also governed by the privacy policy. In case of inconsistency between the TOS and the privacy policy, these terms of service shall prevail.

If you accept or agree to these Terms on behalf of a company, agency or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such an event, "you" and "your" will refer and apply to that company or other legal entity.

The Service may contain links to third party websites that are not owned or controlled by BrandBacker. BrandBacker has no control over, and assumes no responsibility for the content, privacy policies, or practices of any third party websites. In addition, BrandBacker will not and cannot censor or edit the content of any third party site. By using the Service you expressly relieve BrandBacker from any and all liability arising from your use of any third party website, service or entity.

By using the service, you affirm that you are 18 years of age or older, or are an emancipated minor, or possess legal parental or guardian consent, and are competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Service, and to abide by and comply with these Terms of Service. You affirm that you are over the age of 13, as the Service is not intended for children under the age of 13.

You agree that any and all information provided during the registration process ("Registration Data") is true, accurate, up-to-date and complete. You also agree to update and maintain Registration Data so that it is true, accurate, up-to-date and complete. BrandBacker reserves the right to suspend or terminate your account, in whole or in part, or prohibit your further use of the Service, at any time. By sharing or posting BrandBacker Sponsored Posts on other platforms such as Facebook, Twitter, Pinterest, YouTube, Blogger etc you agree to abide by the terms and policies set by these platforms for these kinds of content.

Upon completing the registration process you will receive a password and account ID. You and you alone are solely responsible for maintaining the confidentiality of your password and information associated with your account that you desire to remain confidential. You also agree that you are responsible for any and all activities that may take place, or occur under your password and account. You further agree to notify BrandBacker in the event your password or account has been used without the proper authorization or there are other breaches of security of which you become aware. You also agree to exit from your account at the end of each session with the Service. BrandBacker will not be responsible or liable for any loss or damage incurred, or later arising from your failure to comply with this section. BrandBacker prohibits the sale or transfer of control of any BrandBacker account by the registered account holder to any other individual or party.

BrandBacker retains exclusive copyright and all other rights to Content it makes available via the service, not including User-Uploaded Content.

BrandBacker claims no ownership of any intellectual property rights over Content uploaded to the Service. Any intellectual property rights in the uploaded Content belong solely to you (or your licensors). You can remove your profile at any time by deleting your account which will remove all personally identifiable information. We will review all claims of copyright infringement received and remove the Content deemed to have been posted or distributed in violation of any such laws.

BrandBacker's policy on DMCA compliance is located at https://www.brandbacker.com/copyright

THE SERVICE AND THE SOFTWARE ARE MADE AVAILABLE TO YOU FOR YOUR CONVENIENCE ON AN "AS IS" AND "AS AVAILABLE" BASIS. BRANDBACKER DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS OR WARRANTIES (INCLUDING BUT NOT LIMITED TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY , RELIABILITY OR NON-INFRINGEMENT) REGARDING THE USE OR THE RESULTS OF THE USE OR THE CONTENTS OF THE SERVICE OR THE SOFTWARE. BrandBacker does not warrant or represent that the Software will be free of all viruses. You understand that the Service and the Software are still alpha/beta versions and may not perform with complete functionality, may be undergoing testing, may be inconsistently available, may have software "bugs" and may have other issues affecting availability and functionality. In addition to all other disclaimers and limitations of liability contained in these Terms of Use, you specifically agree that BrandBacker is not liable for any of the above issues. Moreover, you understand that BrandBacker does not warrant or represent that the Service and/or the Software will work on all mobile phones, will be compatible with all mobile phone networks and/or will be available in all geographical areas.

You agree to indemnify and hold harmless BrandBacker, its affiliates, officers, agents, partners, and employees from any claim, action, demand, loss or damages (including attorneys' fees) made or incurred by any third party arising out of or relating to the Content you Upload, your use of the Service, your violation of these Terms of Service, or your violation of any rights of a third party.

• BRANDBACKER SHALL NOT BE LIABLE IN ANY EVENT FOR ANY LOSS OR DAMAGE, WHETHER DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL, ARISING OUT OF THE USE OF OR THE INABILITY TO USE THE SERVICE OR THE SOFTWARE, OR THE RESULTS OR THE CONTENTS THEREOF, TO THE GREATEST EXTENT PERMITTED BY LAW. NOR SHALL THE OFFICERS, DIRECTORS EMPLOYEES, OR AGENTS OF BRANDBACKER BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESUTING FROM ANY (i) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (ii) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICES, (iii) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (iv) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICES, (v) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY, AND/OR (vi) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
• FURTHER, YOU SPECIFICALLY ACKNOWLEDGE THAT BRANDBACKER WILL NOT BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY ON THE SERVICE AND THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH THE USER.
• IF YOU ARE DISSATISFIED WITH THE SERVICE OR THE SOFTWARE, OR HAVE ANY OTHER DISPUTES OR CLAIMS WITH OR AGAINST BRANDBACKER WITH RESPECT TO THE SERVICE OR THE SOFTWARE OR THESE TERMS OF USE, THEN YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICE AND/OR THE SOFTWARE.
• BRANDBACKER SHALL NOT BE RESPONSIBLE FOR ANY CONSEQUENTIAL OR SPECIAL DAMAGES REGARDLESS OF THE TYPE OF CLAIM (E.G. PRODUCT LIABILITY, EMOTIONAL DISTRESS, ETC.).
• ANY DIRECT DAMAGES AWARDED SHALL NOT EXCEED THE AMOUNT OF FEES PAID TO BRANDBACKER, OR $100 IF NO FEES TO BRANDBACKER HAVE BEEN PAID.
• THE SERVICE IS CONTROLLED AND OFFERED BY BRANDBACKER FROM ITS FACILITIES IN THE UNITED STATES OF AMERICA. NO PART OF THE SERVICE SHALL BE CONSTRUED TO REPRESENT THAT THE SERVICE IS APPROPRIATE OR AVAILABLE IN OTHER JURISDICTIONS AND USERS WHO ACCESS OR USE THE SERVICE FROM OTHER JURISDICTIONS DO SO AT THEIR OWN VOLITION AND ARE RESPONSIBLE FOR COMPLIANCE WITH THE LOCAL LAW.

• As a user of BrandBacker you may upload, submit or create content to the service including text and video. You understand that BrandBacker does not guarantee any confidentiality with respect to the Content you submit.
• You (the User) shall be solely responsible for the Content submitted to the Service on by you or on your behalf. You affirm, represent, and warrant that you own or have the necessary licenses, rights, consents, and permissions to publish Content you submit.
• You further agree that Content submitted by you or on your behalf to the Service will not contain third-party copyrighted material, or material that is subject to other third party proprietary rights, unless you have permission from the rightful owner of the material or are otherwise legally entitled to post the material.
• BrandBacker does not endorse any Content submitted to the Service by any user or any other licensor, or any opinion, recommendation, or advice expressed therein, and BrandBacker expressly disclaims any and all liability in connection with Content. BrandBacker does not permit copyright infringing activities of any kind including infringement of intellectual property rights on the Service, and BrandBacker will remove all Content if and when the Service is properly notified that infringing Content exists on the service.

You shall not, and shall not authorize or encourage any third party to:

• directly or indirectly generate queries, Referral Events, or impressions of or clicks on any BrandBacker Sponsored Post through any automated, deceptive, fraudulent or other invalid means, including but not limited to through repeated manual clicks, the use of robots or other automated query tools and/or computer generated search requests, and/or the unauthorized use of other search engine optimization services and/or software;
• frame, minimize, remove or otherwise inhibit the full and complete display of any Web page accessed by an end user after clicking on any part of Brand Campaign Page Link ("Brand Page").
• redirect an end user away from any Brand Page provide a version of the Brand Page that is different from the page an end user would access by going directly to the Brand Page;
• display any BrandBacker Sponsored Post(s) on any Web page or any Web site that contains any hate-related, violent, pornographic, adult or illegal content;
• directly or indirectly access, launch, and/or activate BrandBacker Sponsored Post(s) in any software application, Web site, or other means other than Your Property(ies), your twitter account and then only to the extent expressly permitted by this Agreement;
• "crawl", "spider", index or in any non-transitory manner store or cache information obtained from any BrandBacker Sponsored Post;
• disseminate malware
• create a new account to use the Program after BrandBacker has terminated this Agreement with You as a result of your breach of this Agreement;
• engage in any action or practice that reflects poorly on BrandBacker or otherwise disparages or devalues BrandBacker's reputation or goodwill.
• any attempt to artificially generate clicks on your BrandBacker Sponsored Posts using automated software or by explicitly asking people to click on your BrandBacker Sponsored Posts.
• Wilfully post or create content disparaging a particular brand
• Wilfully violate the terms and conditions of any of the platforms we work with including Facebook, Twitter, Tumblr, Pinterest, LinkedIn, Polyvore, Lookbook, Vimeo and YouTube.
• Attempt to disintermediate content publishers, bloggers, vloggers, influencers, brands or agencies from the BrandBacker service.
• act in any way that violates any Program Policies posted on the BrandBacker Web Site, as may be revised from time to time, or any other agreement between You and BrandBacker;

You acknowledge that you have read and will abide by the following guidelines - FTC Guides Concerning the Use of Endorsements and Testimonials in Advertising. Adding the text "Powered by BrandBacker" to your Sponsored Post, adding the BrandBacker Sponsored Post signature image, or Not Accepting Payment, Products or Discounts for your post will ensure that you abide by these guidelines.

You acknowledge that any attempted participation or violation of any of the foregoing is a material breach of this Agreement and that we may pursue any and all applicable legal and equitable remedies against You, including an immediate suspension or termination of Your account or termination of this Agreement, and the pursuit of all available civil or criminal remedies. You also acknowledge that once an account is suspended or terminated, all pending earnings on that account will be forfeited.

You agree to provide BrandBacker with information to enable remittance of your earnings on the site. This information may include:

• Tax ID information of the user
• Legal name of the user
• Address of the user

All earnings on BrandBacker which haven't been claimed within 90 days by providing such information on the website will be forfeited. The amount you earn on BrandBacker is determined based on the agreed price between you and the user administering the campaign ("Campaign Manager") when you request to join a campaign and the Campaign Manager accepts your request and rate.

From time to time, BrandBacker may send notices to you via email or regular mail, or display notices or links to notices on the Service. We encourage you to read these notices and check for them on a regular basis, because these notices will apply to you and your account immediately upon posting, whether or not you actually review them.

We are continuously developing the features and functionality of BrandBacker. Consequently, we reserve the right to modify these terms of service at any time at our sole discretion. You agree to be bound to such alterations when you use BrandBacker and the alterations shall be effective at the time of posting on BrandBacker. It is important that you review these Terms of Service regularly on BrandBacker to ensure you are updated on any modifications to these terms. If you are dissatisfied with or do not agree to abide by any altered Terms of Service, your sole remedy should be to close your account on BrandBacker and discontinue use of our service. If you close your account, Sponsored Posts associated with your name will be marked as Anonymous and be disassociated with your account. All user statistics when you request account removal will be marked as Anonymous and be dissociated with your account.

BrandBacker reserves the right to charge credit cards or otherwise process payment for services rendered. By using the Service, the user agrees to pay any fees accrued. All amounts listed on BrandBacker are in US Dollars (USD).

You agree that these Terms of Service, together with the Privacy Policy at https://www.brandbacker.com/privacy and any other legal notices published by BrandBacker on the Service, shall constitute the entire agreement between you and BrandBacker concerning the Service. If any provision of these Terms of Service is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Service, which shall remain in full force and effect. No waiver of any term of this these Terms of Service shall be deemed a further or continuing waiver of such term or any other term, and BrandBacker's failure to assert any right or provision under these Terms of Service shall not constitute a waiver of such right or provision. BrandBacker reserves the right to amend these Terms of Service at any time and without notice, and it is your responsibility to review these Terms of Service for any changes. Your use of the Service following any amendment of these Terms of Service will signify your assent to and acceptance of its revised terms. YOU AND BRANDBACKER AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

Last Modified: February 28, 2013