KLIPPED TERMS OF SERVICE

These Terms of Service ("Terms") govern your use of the Klipped platform ("Klipped", "we", "us", or "our").

Whether you access Klipped as a content creator ("Creator"), as a brand or company running campaigns ("Brand"), or as an agency managing campaigns on behalf of clients ("Agency"), you agree to these Terms in full. References to "Brand" in these Terms apply equally to Agencies unless otherwise specified. Where provisions apply only to one user type, this is clearly indicated.

Contact: support@klipped.io

1. PLATFORM NATURE AND INTERMEDIARY STATUS

1.1 Klipped operates as an intermediary service provider within the meaning of Regulation (EU) 2022/2065 (Digital Services Act) and Directive 2000/31/EC (e-Commerce Directive). Klipped provides hosting services by storing and transmitting information provided by its users.

1.2 Klipped is a neutral technology platform that facilitates connections between Brands and Creators. Klipped does not initiate the transmission of user-provided content, does not select the recipients of such content, and does not select or modify the information contained therein except for technical formatting.

1.3 Klipped is NOT a party to, guarantor of, or liable for the transactions, agreements, content, or communications between Brands and Creators. The relationship between Brands and Creators is a direct commercial relationship facilitated by the platform.

1.4 Nothing in these Terms creates an employment, agency, joint venture, or partnership relationship between Klipped and any user. Creators are independent contractors solely responsible for their own tax, insurance, and regulatory obligations. Brands are solely responsible for the legality and compliance of their campaigns.

1.5 Klipped does not guarantee that any Creator will produce content of any particular quality, that any Brand will fund campaigns or review submissions, or that any campaign will achieve any particular result. Use of the platform is entirely at your own risk.

2. ELIGIBILITY

All Users

2.1 You must be at least 18 years of age, or a legally incorporated entity, to use Klipped. Klipped does not knowingly collect personal data from or permit use of the platform by individuals under 18. If Klipped becomes aware that a user is under 18, the account will be terminated immediately and personal data deleted in accordance with GDPR Article 17.

2.2 By using Klipped, you represent that all information you provide is accurate, current, and complete.

2.3 You must not use Klipped if you are prohibited from doing so under applicable law.

Creators

2.4 Creators must use their real social media accounts. Fake identities, duplicate accounts, or burner accounts created to manipulate metrics or payouts are strictly prohibited.

Brands and Agencies

2.5 Brands and Agencies must be legally incorporated entities or individuals acting in a professional or commercial capacity. By creating a Brand or Agency account, you represent that you have full authority to bind your organisation to these Terms.

2.6 Agencies act on behalf of their clients and are jointly and severally liable with their clients for compliance with these Terms, campaign funding, and all obligations arising from campaigns managed through the Agency account.

2.7 Brands and Agencies are solely responsible for ensuring that their campaigns, products, services, and content comply with all applicable laws and regulations in every jurisdiction in which their campaigns are distributed.

2.8 LEGAL COMPLIANCE: By using Klipped, all users represent and warrant that their use of the platform and any content created or distributed in connection with campaigns complies with: (a) all applicable EU and national laws and regulations; and (b) the terms and conditions of any social media platform on which content is posted. Klipped does not independently verify the legality of any campaign, brand, or content.

2.9 CAPACITY: Each user represents and warrants that they access and use Klipped, and participate in any Campaign, in the course of their own trade, business, craft, or profession, and not as a consumer. Creators participate as independent contractors as described in Section 1.4 and are responsible for their own income tax and regulatory obligations as described in Section 31. Klipped contracts with all users on this basis.

2.10 CONSUMER STATUS: Notwithstanding Section 2.9, to the extent any user is, under mandatory applicable law, nonetheless deemed a consumer, nothing in these Terms excludes or limits that user's mandatory consumer rights, and the consumer-specific provisions of Sections 25 and 26 apply to that user to that extent.

3. YOUR ACCOUNT

3.1 You are responsible for maintaining the security of your login credentials and for all activity conducted under your account.

3.2 If we detect suspicious activity, account compromise, or policy violations, we may suspend or remove your account. Where required by applicable law, we will notify you of such action and provide a statement of reasons, unless doing so would compromise fraud prevention measures or violate a legal obligation.

3.3 You may not transfer, sell, or assign your account to any other person or entity.

4. ZERO TOLERANCE: BOTTING, FRAUD, AND INVALID ACTIVITY

This section applies primarily to Creators. Brands found to be facilitating, encouraging, or rewarding any of the following behaviour are also subject to immediate termination.

4.1 The following actions result in a PERMANENT BAN (final, subject only to the right to dispute the accuracy of the determination under Section 18.1(c)) and forfeiture of all pending payouts and earnings directly attributable to the fraudulent activity:

• (a) Botting views or engagement
• (b) Buying followers, likes, comments, or shares
• (c) Automating posting or engagement
• (d) Faking metrics or manipulating performance data
• (e) Using third-party tools to artificially inflate performance
• (f) Participating in engagement pods or view manipulation schemes
• (g) Multi-posting the same asset solely to farm payouts
• (h) Using timing bots to appear organic, or rotating accounts to hide patterns
• (i) Using collaborative post features (e.g. Instagram Collab Reels, co-author posts, or equivalent features on any platform) to attribute a single video's views or engagement to multiple accounts
• (j) Collaborating with inactive, dormant, or newly created accounts to duplicate view counts or engagement metrics

4.2 Earnings for legitimate, verified activity not connected to the fraudulent conduct may be released after the investigation concludes, subject to Section 10.

4.3 Klipped reserves the right to:

• (a) Flag, pause, or ban videos or accounts for suspected invalid activity
• (b) Zero out or reverse earnings derived from invalid activity
• (c) Suspend or terminate accounts that repeatedly violate or attempt to circumvent detection

4.4 SOCIAL MEDIA ACCOUNT BLACKLIST: Upon issuing a permanent ban, Klipped reserves the right to permanently blacklist any and all social media accounts connected to the banned Creator. Blacklisted accounts may not be used to create new Klipped accounts or participate in any campaigns, even if connected to a different email address or identity.

4.5 Any attempt to circumvent a ban by creating new accounts or using alternate social media accounts will result in immediate termination and forfeiture of all earnings attributable to the circumvention.

4.6 DETERMINATION STANDARD: Klipped may take any action under this Section 4, including immediate permanent ban and forfeiture of earnings directly attributable to the invalid activity, where it reasonably determines, in good faith and on the basis of Bot Score and other signals, that invalid activity has occurred. Such a determination is confirmed by a member of Klipped's staff before a permanent ban takes effect, and Klipped is not required to establish fraud to any evidentiary standard before acting. The determination may be contested through the accuracy challenge and complaint process in Sections 5.6 and 18 (including the six-month complaint window in Section 18.3); following that process it is final, without prejudice to your statutory rights under applicable law.

5. BOT SCORE AND AUTOMATED ANALYSIS

5.1 Klipped maintains a Bot Score for each video submission to detect artificial or manipulated engagement.

5.2 Bot Score evaluates multiple signals including but not limited to: view growth patterns, account authenticity indicators, content and comment signals, engagement ratios, and behavioural patterns.

5.3 Videos with Bot Scores indicating likely artificial engagement may be flagged, have earnings withheld, or be rejected.

5.4 Creators may view the Bot Score percentage for their own submissions through the platform. Bot Score percentages are also visible to the Brand associated with the campaign.

5.5 In accordance with applicable transparency obligations under the Digital Services Act (Regulation (EU) 2022/2065) and the Platform-to-Business Regulation (Regulation (EU) 2019/1150), the main categories of parameters used in Bot Score calculation are disclosed in Section 5.2 above. The specific weights and classification thresholds are proprietary to Klipped. Changes to these parameters that materially affect user outcomes will be communicated with reasonable advance notice.

5.6 AUTOMATED DECISION-MAKING SAFEGUARDS: In accordance with GDPR Article 22, where Bot Score analysis results in a decision that significantly affects your earnings or account standing, you have the right to: (a) obtain human review of the decision; (b) express your point of view; and (c) contest the decision through the appeal process in Section 18.

5.7 DISCLAIMER: Klipped does not warrant or represent that Bot Score analysis is infallible or error-free. Bot Score is an analytical tool and not a definitive determination of fraud. Klipped shall not be liable for any loss arising from inaccuracies in Bot Score assessments, provided Klipped has acted in good faith and in accordance with its published procedures.

6. CREATOR TRUST SCORE

6.1 Klipped maintains a Creator Trust Score for each Creator that influences eligibility for auto-approval, faster payouts, priority in refund situations, and access to certain campaigns.

6.2 All Creators begin with a base Trust Score of 50%. Trust Score can increase or decrease based on platform activity and behaviour.

6.3 The main categories of factors that may increase Trust Score include: high approval rates, volume of approved submissions, total approved views generated, consistently low Bot Scores, account longevity, and payout history.

6.4 The main categories of factors that may decrease Trust Score include: rejected submissions, high Bot Scores, policy violations, clawbacks, and extended periods of inactivity.

6.5 Pending or unreviewed submissions do not affect Trust Score. Only rejected submissions impact Trust Score negatively.

6.6 Trust Score may decay gradually during extended periods of inactivity.

6.7 The platform may auto-approve or auto-reject submissions, or modify review windows, based on Trust Score. When Klipped restricts, removes, or suspends access to content or accounts based on Trust Score, it will provide the affected user with a clear and specific statement of reasons, in accordance with the Digital Services Act.

6.8 AUTOMATED DECISION-MAKING SAFEGUARDS: The safeguards described in Section 5.6 apply equally to consequential decisions made on the basis of Trust Score.

6.9 Changes to Trust Score parameters that materially affect user outcomes will be communicated with reasonable advance notice.

7. CONTENT OWNERSHIP AND LICENSING

7.1 Brand-Provided Content: If the Brand provided the original content (templates, long-form footage, assets, scripts, etc.), the Brand owns the final edited clip the Creator produces and posts.

7.2 Original Creator Content: If a Creator filmed or edited their own original content for a CPM (cost-per-thousand-views) Campaign, the Creator retains ownership of the clip. By submitting it, the Creator grants Klipped and the specific Brand a perpetual, irrevocable, worldwide, royalty-free, sublicensable licence to use, edit, repost, advertise, and redistribute the clip as described in Section 7.3. For Retainer Campaigns, content ownership is governed by the Retainer Programme Terms, which supersede this section.

7.3 Licence Grant: By participating in a Campaign and uploading a clip, Creators grant Klipped and the specific Brand a perpetual, irrevocable, worldwide, royalty-free, sublicensable licence to use, edit, repost, advertise, and redistribute the clip publicly and privately, on any platform, in perpetuity. To the extent permitted by applicable law, Creators waive, and agree not to assert, any moral rights they may have in the clip against Klipped, the relevant Brand, or their sublicensees.

7.4 Likeness Rights: Creators grant Klipped and Brands permission to use their username, voice, likeness, and any captions, comments, or statements associated with the clip for campaign promotion. To the extent this involves personal data, it is processed in accordance with the Privacy Policy; withdrawal of any such consent does not affect content already created, published, or distributed under the licence in Section 7.3.

7.5 Portfolio Use: Creators may use clips they create in their personal portfolio unless the Brand has opted out of portfolio usage in the Campaign brief.

7.6 Brand Content Responsibility: Brands are solely responsible for ensuring they hold all necessary rights, licences, and permissions for any content, assets, music, or materials they provide to Creators for use in campaigns. Klipped shall not be liable for any intellectual property infringement arising from Brand-provided materials.

7.7 CREATOR CONTENT WARRANTY: By submitting content to a Campaign, Creators represent and warrant that: (a) the content is their original work or they hold all necessary rights and licences; (b) the content does not infringe any third-party intellectual property, privacy, publicity, or other rights; (c) the content does not contain defamatory, obscene, or illegal material; (d) any persons appearing in the content have given their informed consent; and (e) the content complies with all applicable laws. Creators shall indemnify Klipped and the relevant Brand against all claims arising from breach of this warranty.

8. AUDIENCE DEMOGRAPHICS AND QUALITY

8.1 Creators must truthfully represent their audience demographics and content.

8.2 Misrepresentation of demographic data, or using audiences that clearly do not match campaign targeting, may be treated as a policy violation.

8.3 Violations of this section can impact payouts, Trust Score, and account standing.

8.4 Klipped does not verify, warrant, or guarantee the accuracy of any audience demographic data provided by Creators or third-party platforms. Brands rely on such data at their own risk.

9. CAMPAIGN RULES

For All Users

9.1 All campaign activity must comply with these Terms, the Campaign brief as documented within the Klipped platform, and all applicable laws and platform policies.

9.2 Klipped and Brands may change, pause, or remove Campaigns. Material changes to active campaigns affecting existing participants will be communicated with reasonable notice.

9.3 SUBMISSION CUTOFF: Klipped reserves the right to close a campaign to new submissions once its budget is fully allocated.

9.4 SOCIAL MEDIA PLATFORM COMPLIANCE: All content posted in connection with a Campaign must comply with the terms and conditions of the social media platform on which it is posted. If a platform removes, restricts, or flags content for policy violations, that content may become ineligible for payout and may be removed from Klipped. Klipped shall not be liable for any loss arising from third-party platform content moderation decisions.

For Creators

9.5 All Campaign instructions must be followed exactly as specified in the Campaign brief within the Klipped platform. If a clip is posted incorrectly, is missing required elements, or does not comply with the brief, it may be rejected without payment.

9.6 Creators are NOT obligated to follow requirements communicated solely through external channels (including but not limited to Discord, community chats, email, or any other medium outside the platform). If a Brand rejects a submission based on criteria not documented within the platform, the Creator may appeal and the submission may be subject to auto-approval.

9.7 If a clip is removed by TikTok, Instagram, YouTube, YouTube Shorts, X, Threads, or any other platform for policy violations, it becomes ineligible for payout.

For Brands and Agencies

9.8 Brands and Agencies must document all Campaign requirements clearly and exclusively within the Klipped platform. Requirements communicated solely through external channels are not enforceable as grounds for rejection.

9.9 Brands and Agencies are solely responsible for ensuring their campaigns, products, and services comply with all applicable laws and regulations, including advertising standards, consumer protection laws, and sector-specific regulations in all target markets. Klipped does not monitor, verify, or assume responsibility for the legality of any Brand's business, products, or services in any jurisdiction.

9.10 CAMPAIGN FUNDING: Brands and Agencies must maintain sufficient campaign budget to cover approved submissions. Klipped shall not be liable for unpaid creator earnings resulting from insufficient brand funding beyond the funded campaign budget.

10. PAYOUTS AND CLAWBACKS

This section applies to Creators.

10.1 Payouts are calculated per day per video, based on views from that specific day only.

10.2 Earnings are only considered final after a three (3) day validation window for that day's views.

10.3 Klipped may claw back earnings linked to suspicious or invalid activity. Clawbacks can occur per day and/or per video, not only at campaign level.

10.4 Klipped may withhold, delay, or adjust payouts if fraud, botting, or policy violations are suspected. When earnings are withheld, Klipped will complete its review within fourteen (14) business days. If the review does not result in a documented finding of fraud or invalid activity within this period, the hold will be released and earnings will proceed to payout. Creators will be notified of the outcome through the platform.

10.5 Creators acknowledge that payout amounts shown are provisional until fraud checks and brand review are complete, and that the underlying metrics may be revised under Section 10.10. Klipped does not warrant or guarantee any specific payout amount or timeline.

10.6 Once a payout has been processed and cleared the validation window, it cannot be clawed back except in cases of documented fraud discovered within thirty (30) days of payout processing. This 30-day window governs clawbacks initiated by Klipped or a Brand after payout; it is separate from the pre-payout review in Section 10.4 and from the Creator's window to report payout errors under Section 10.8. All clawback requests are subject to review by the Klipped team, who will respond within ten (10) business days.

10.7 PAYOUT DISCLAIMER: Klipped shall not be liable for any failure, delay, or error in payout processing caused by or arising from: (a) Whop or any other payment processor, including account freezes, reserve holds, processing errors, or service interruptions; (b) banking institutions, including failed transfers, returned payments, or account closures; (c) currency conversion fluctuations; (d) chargebacks, payment disputes, or reversals initiated by third parties; (e) the Creator's failure to complete KYC verification or maintain valid payout information; or (f) any other circumstance outside Klipped's reasonable control. Klipped will use commercially reasonable efforts to resolve payment issues but does not guarantee any specific payout timeline or amount.

10.8 SYSTEM ERROR CORRECTION: If a technical error in Klipped's systems results in a validated payout not being processed, Klipped will use commercially reasonable efforts to identify and correct the error upon becoming aware of it. Klipped's sole obligation in such cases is limited to processing the originally owed payout amount. Klipped shall not be liable for any indirect, consequential, or incidental damages arising from delayed or missed payouts, including but not limited to lost revenue opportunities, interest, or business losses. Creators must report suspected payout errors within sixty (60) days of the expected payout date by contacting support@klipped.io. Klipped is not obligated to investigate or correct errors reported after this period.

10.9 RECOVERY AND SET-OFF: Where a clawback, reversal, overpayment, or other amount is owed by a Creator to Klipped, Klipped may recover it by any of the following means: (a) setting it off against any current or future earnings, payouts, or balances owed to the Creator; (b) instructing Whop to deduct or reverse the amount from the Creator's Whop balance, which the Creator authorises Whop to do to the extent Whop permits; and (c) recovering any remaining shortfall as a debt immediately repayable on demand by any lawful means. Recovery under this Section in respect of a cleared payout is subject to the same limits as a clawback under Section 10.6 (documented fraud discovered within thirty (30) days of payout processing); it does not extend the circumstances in which a cleared payout may be recovered. This right survives termination of the Creator's account and these Terms.

10.10 METRICS AND RECONCILIATION: View counts, engagement metrics, and other performance data used to calculate payouts are obtained from a combination of social media platforms, third-party data providers, and Klipped's own systems. Such metrics may be incomplete, delayed, inaccurate, or subsequently revised by the underlying source (including due to rate limits, anti-scraping measures, removed, private, or region-restricted posts, platform algorithm changes, or data-provider outages), and are refreshed periodically rather than in real time. Klipped uses commercially reasonable efforts to maintain accurate metrics but does not warrant their completeness, accuracy, or timeliness, and is not liable for any loss, delay, or payout adjustment arising from metric inaccuracy or upstream-source failure. Where a metric is corrected within the validation window in Section 10.2, Klipped may adjust the affected payout up or down to reflect the corrected metric; such an adjustment is a reconciliation and not a clawback for the purposes of Section 10.3.

11. SUBMISSION REVIEW AND AUTO-APPROVAL

11.1 Brands have seven (7) days from submission to approve, reject, or request revision. A Brand's review and approval concern only the Creator's compliance with the Campaign brief, and are not a review of legal, advertising-disclosure, or marketing-law compliance, which remains the Creator's sole responsibility under Section 17.

11.2 If a Brand does not act within this window, the submission may be auto-approved and payouts proceed.

11.3 Brands are responsible for reviewing submissions within the window. Klipped shall not be liable for brand negligence in reviewing within the set period.

11.4 For CPM campaigns, views continue to be tracked and paid after approval, until the campaign budget is exhausted. Klipped shall not be liable for views accumulated after budget exhaustion due to processing latency.

11.5 DISPLAY DISCLAIMER: Earnings, view counts, payout estimates, and budget availability displayed in the platform interface are indicative and may not reflect real-time system state. There may be delays between when a campaign budget is exhausted and when the interface reflects this change. Creators acknowledge that displayed earnings are not a guarantee of payout and that actual payouts are determined by the verified budget available at the time of settlement, not by the amounts shown in the interface. Klipped shall not be liable for any discrepancy between displayed estimates and actual payouts, including cases where the interface indicates available earnings that exceed the remaining campaign budget.

11.6 Brand Appeal Rights: Brands may appeal an auto-approved submission within fourteen (14) days if malpractice or policy violations are discovered. Appeals require documented evidence.

12. REFUND PAYOUT PROTECTION

12.1 In the event a Brand requests a campaign refund while Creator submissions are pending review, Creators with high Trust Scores may, at Klipped's sole discretion, still receive payment for unreviewed submissions.

12.2 Creators with a Trust Score at or above the platform threshold (currently 80%) are eligible to be considered for refund payout protection at Klipped's discretion under Section 12.1, provided their submission's Bot Score does not indicate likely artificial engagement.

12.3 VIEW COUNT FREEZE: Upon campaign refund, view counts are frozen at the exact moment of refund. Only views accumulated up to the point of refund are counted for payout calculations.

12.4 BRAND DISPUTE WINDOW: When a campaign is refunded, Brands have seven (7) days from the refund date to dispute any Creator payouts. After 7 days, payouts to eligible Creators are final.

12.5 If a submission's Bot Score exceeds the suspicious threshold, the Creator is not eligible for refund payout protection regardless of Trust Score.

12.6 When multiple eligible Creators have unreviewed submissions and remaining budget is limited, payouts are prioritised by submission time (first submitted, first paid).

12.7 The Trust Score threshold for refund payout protection may be adjusted at Klipped's discretion with reasonable advance notice.

13. RETAINER CAMPAIGNS

13.1 In addition to CPM-based campaigns, Klipped offers Retainer Campaigns where Creators may be engaged by Brands for recurring deliverables over a defined term. Retainer Campaigns are governed by these Terms and the supplemental Retainer Programme Terms, which are incorporated by reference.

13.2 ELIGIBILITY: Participation in Retainer Campaigns is not guaranteed. Brands may restrict participation based on any lawful criteria, and Klipped reserves the right to approve or deny Creator participation at its sole discretion.

13.3 ACCEPTANCE: By accepting a Retainer Campaign, Creators agree to fulfil the deliverables specified in the campaign terms. Failure to deliver may result in reduced payment, campaign termination, Trust Score impact, or account suspension.

13.4 PAYMENT: Retainer payments are made according to the schedule defined in the specific campaign and are subject to deliverable approval and compliance with all platform terms.

13.5 TERMINATION: Retainer Campaigns may be terminated by the Brand, by Klipped, or by the Creator, subject to the Retainer Programme Terms. Klipped reserves the right to terminate any Retainer Campaign immediately for breach, fraud, or policy violations, with forfeiture of pending payments directly attributable to the breach.

13.6 NON-CIRCUMVENTION: Retainer Campaign participation is subject to the Non-Circumvention clause in Section 21.

13.7 DATA RIGHTS: By participating in Retainer Campaigns, all parties grant Klipped a perpetual, worldwide, royalty-free licence to collect, aggregate, analyse, and use all data generated through Retainer Campaign participation for any lawful business purpose, subject to applicable GDPR obligations.

14. PAYMENTS

Creator Payments (CPM Campaigns)

14.1 All Creator payments are processed through Whop. Creators must complete Whop's payout onboarding and any required verification to receive earnings. Creator earnings are credited as a Whop balance held by Whop pending withdrawal. Until the Creator withdraws funds from Whop to their own external account or bank, Klipped may instruct Whop to reverse, deduct, or reallocate amounts in accordance with Section 10.9 (to the extent Whop permits), including for fraud, botting, clawbacks, or overpayments. Once the Creator withdraws funds out of Whop, those funds are subject to Whop's and the receiving institution's terms and Klipped has no further control over them.

14.1a Klipped is not responsible for, and shall not be liable for, any action Whop takes in respect of a Creator's account or funds, including flagging, restricting, suspending, freezing, blocking, or closing the account, declining or reversing a transfer, imposing reserves, or refusing or delaying verification or payout. Such actions are governed solely by Whop's terms and are outside Klipped's control. A Creator who cannot complete Whop onboarding or whose Whop account is unavailable may be unable to receive payouts, and Klipped is not liable for earnings that cannot be paid out for this reason.

14.2 Klipped charges an 8% platform fee on all Creator payouts.

14.3 Payouts are processed after clips are reviewed, validated, and pass fraud checks.

14.4 Klipped shall not be liable for any loss, delay, failure, or error in payment processing caused by or arising from: (a) Whop or any other payment processor, including account freezes, reserve holds, processing errors, or service interruptions; (b) banking institutions, including failed transfers, returned payments, or account closures; (c) currency conversion fluctuations between the time earnings are calculated and the time payouts are processed; (d) chargebacks, payment disputes, or reversals initiated by third parties; (e) the Creator's failure to complete KYC verification or maintain valid payout information; or (f) any other circumstance outside Klipped's reasonable control.

Brand Payments

14.5 Brands and Agencies must fund campaigns in advance through the Klipped platform. All campaign funds are received and held by Whop, Klipped's third-party payment provider, in accounts operated by Whop, and are represented as balances ("Whop credits") within Whop's ledger. Klipped does not hold campaign funds in any bank account of its own, does not provide payment services, and does not issue electronic money; it instructs Whop to allocate and disburse funds between Whop balances. Any holding, transfer, or payout of funds is performed by Whop under its own terms. Klipped does not act as a trustee, escrow agent, or fiduciary, and no escrow, trust, or fiduciary relationship arises between Klipped and any user. Campaign budgets represent a prepayment for the campaign and related platform services; Klipped shall not be liable for Whop's holding, reserving, freezing, or handling of such funds.

14.5a No trust, escrow, or segregated holding of campaign funds arises in favour of any user, and funds are not held on a per-user basis. Campaign funds are held by Whop as Whop credits and disbursed by Whop on Klipped's instruction from the relevant funded campaign budget. Klipped does not hold the funds, does not guarantee any payout, and is not liable for any payout beyond the funded campaign budget (see Sections 1.3 and 9.10). Payouts remain subject to the conditions in these Terms, including validation, review, and sufficient funding. Each user bears the risk of Whop's insolvency, default, or failure to release funds; Creators additionally bear the risk of insufficient Brand funding.

14.6 Brands and Agencies agree to Klipped's fee structure as presented at the time of campaign creation. Campaign funding is a prepayment for the campaign and related platform services and is non-refundable as of right. No statutory right of withdrawal applies, consistent with Section 26.2. By funding a campaign, the Brand or Agency confirms that it has read, understood, and accepts this Section 14.6, including the non-refundable fees in (b) and the administrative fee in (d). Refunds are handled as follows:

• (a) Klipped is under no obligation to refund any campaign funding. Where Klipped, in its sole discretion, agrees with a Brand or Agency to refund unused campaign budget, that refund is granted only on the terms of this Section and Section 28.4.
• (b) NON-REFUNDABLE FEES: Platform fees, campaign setup or onboarding fees, and payment-processing fees already incurred are consideration for services already performed and are not refundable under any circumstances.
• (c) REFUNDABLE AMOUNT: Only the unused, unallocated portion of the campaign budget may be refunded — that is, the budget net of (i) amounts already earned by or owed to Creators, together with any amounts Klipped elects to pay in respect of pending submissions at its discretion under Section 12; (ii) outstanding fees and chargeback liabilities; and (iii) the administrative fee in (d).
• (d) ADMINISTRATIVE FEE: A €100 administrative fee, reflecting the reasonable cost of processing and reconciling a refund and payment-processing charges that are not recoverable from the processor, is deducted from the refundable amount. This fee is not a penalty. If the refundable amount is less than €100, the fee is limited to that amount and no further sum is payable by the Brand or Agency.
• (e) This Section applies on the trader basis set out in Section 2.9 and is subject to Section 2.10 (consumer status) and any mandatory rights that cannot be excluded under applicable law.

14.7 Klipped issues invoices to Brands and Agencies for campaign funding and platform fees. Brands and Agencies are responsible for their own VAT and tax obligations in their jurisdiction.

Chargebacks

14.8 If a Brand or Agency initiates a chargeback, payment dispute, or reversal through their payment provider after campaign funds have been disbursed to Creators, the Brand or Agency remains liable for all amounts owed. Klipped reserves the right to: (a) debit the chargeback amount from the Brand's or Agency's account balance; (b) suspend the Brand's or Agency's account until the chargeback is resolved; (c) recover disbursed funds from the Brand through any lawful means; and (d) charge the Brand a chargeback processing fee. Klipped shall not be liable to Creators for any delay or reduction in payouts resulting from Brand-initiated chargebacks.

Currency

14.9 All campaign budgets, CPM rates, and platform fees are denominated in the currency specified at campaign creation. Creator payouts are processed in the currency of their Whop payout account. Any currency conversion is performed by Whop at Whop's prevailing exchange rate at the time of payout processing. Klipped shall not be liable for any loss arising from currency exchange rate fluctuations.

15. MULTI-ACCOUNT AND NETWORK BEHAVIOUR

This section applies to Creators.

15.1 Operating multiple Klipped accounts or cross-posting identical content across many accounts solely to maximise payouts is prohibited.

15.2 REPOST LIMIT: The same video or clip may not be posted to more than five (5) different social media accounts for the same Campaign unless the Creator has received prior written approval from the Brand or Agency, documented within the Klipped platform. Submissions exceeding this limit without approval will be rejected and may result in forfeiture of earnings for all duplicate submissions.

15.3 COLLABORATIVE POSTS: Submitting content through collaborative post features (e.g. Instagram Collab Reels, co-author posts, or equivalent features on any platform) is prohibited unless explicitly permitted in the Campaign brief. Any attempt to submit the same views or engagement across multiple accounts through collaborative features will be treated as fraud under Section 4.1(i).

15.4 Klipped reserves the right to aggregate behaviour across related accounts for fraud and botting evaluation and enforcement.

15.5 Violations may result in termination of all related accounts and forfeiture of all earnings attributable to the violating behaviour.

16. DATA USAGE AND PRIVACY

16.1 Klipped processes personal data in accordance with our Privacy Policy, available at klipped.io/privacy, which forms part of these Terms and is incorporated by reference.

16.2 Processing of personal data necessary for the performance of these Terms (including account management, payment processing, fraud detection, and campaign facilitation) is carried out on the legal basis of contractual necessity under GDPR Article 6(1)(b). Processing for fraud prevention and platform security is carried out on the legal basis of legitimate interest under GDPR Article 6(1)(f).

16.3 Brand Data: Brands acknowledge that campaign performance data, including Creator metrics, may be used by Klipped in aggregate and anonymised form for platform analytics and product development.

16.4 Klipped does not sell personal data to third parties.

16.4a Whop processes your payment and identity-verification data as an independent controller under its own privacy policy. You should review Whop's privacy policy for the rights and protections that apply to that data.

16.5 DATA PORTABILITY: In accordance with GDPR Article 20, you may request a copy of your personal data in a structured, commonly used, and machine-readable format. Requests should be directed to privacy@klipped.io.

17. ADVERTISING DISCLOSURE COMPLIANCE

17.1 The Creator is solely and exclusively responsible for ensuring that all content they produce, submit, or post complies with all applicable advertising disclosure laws and standards, including but not limited to the EU Unfair Commercial Practices Directive (2005/29/EC), the Digital Services Act (Regulation (EU) 2022/2065), and any advertising, marketing, or consumer-protection rules in the Creator's country of residence and any country where the content is published or viewed.

17.2 The Creator warrants and represents that each submission includes all legally required disclosures, that such disclosures are clear, conspicuous, and presented at the beginning of the video content, and that the content is fully compliant before it is posted. Compliance is the Creator's obligation alone, regardless of any Campaign brief, instruction, or guidance provided by a Brand or by Klipped.

17.2a Without limiting Section 17.1, where content is paid or incentivised, the disclosure must be in the language of the content, unambiguous, and either a clear written label (for example "Advertisement", "Paid partnership", "#Ad", or "Paid partnership with [Brand]") or the relevant platform's native paid-partnership tool. The disclosure must appear at the start of the caption or content, before any "more"/truncation point, and on every platform where the content is posted. Ambiguous or hidden labels (for example "#Collab", "#Sp", "#ambassador", a brand tag alone, or a disclosure buried among other hashtags) do not satisfy this requirement.

17.3 Klipped does not review, pre-screen, monitor, or verify individual submissions for advertising disclosure compliance and assumes no obligation to do so. Klipped is a neutral intermediary and takes no responsibility whatsoever for the compliance of any content posted by Creators.

17.4 The Creator agrees to fully indemnify, defend, and hold harmless Klipped, its officers, directors, employees, and affiliates against any claim, fine, penalty, demand, loss, damage, cost, or expense (including legal fees) arising out of or relating to the Creator's failure to comply with this Section 17.

17.5 Non-compliant submissions may be rejected at Klipped's sole discretion and will result in forfeiture of any associated payment. Klipped shall under no circumstances be liable for any content that breaches advertising disclosure requirements, and any such breach is the sole liability of the Creator.

18. APPEAL PROCESS AND COMPLAINT HANDLING

In accordance with the Digital Services Act (Article 20) and the Platform-to-Business Regulation (Article 11), Klipped provides a free, easily accessible internal complaint-handling system.

18.1 Creators have the right to appeal:

• (a) Flagged videos
• (b) Clawbacks
• (c) Bot/fraud determinations, limited to disputing the accuracy of the determination; accuracy challenges are handled under Section 18.3a, after which a confirmed determination is final
• (d) Account suspensions, and permanent bans issued under Section 4 (limited to the accuracy challenge under Section 18.3a)
• (e) Content removal or restriction decisions

18.2 Brands have the right to appeal:

• (a) Auto-approved submissions within fourteen (14) days where malpractice or policy violations are documented
• (b) Account suspensions

18.3 Appeals must be submitted through the in-app Appeal function or support form, free of charge. For decisions to remove or restrict content, to suspend or terminate access or an account, or to restrict monetisation — which covers all Creator appeals under Section 18.1 — the complaint may be lodged for at least six (6) months from the date you are notified of the decision, in accordance with the Digital Services Act (Article 20). Brand appeals under Section 18.2 must be submitted within fourteen (14) days of the relevant action.

18.3a An accuracy challenge to a determination under Section 4 requires the Creator to provide evidence demonstrating that the determination was incorrect. The Creator is entitled to one such challenge. Absent evidence establishing that the determination was incorrect, the determination, the ban, and any forfeiture stand, and Klipped's decision following review is final and binding. This is without prejudice to your statutory rights under applicable law and the dispute-resolution routes in Section 25.

18.4 Klipped will respond to appeals within ten (10) business days. Decisions are handled in a timely, non-discriminatory, diligent, and non-arbitrary manner. Decisions that prove unfounded will be reversed without undue delay.

18.5 Klipped's final decision after appeal is binding, without prejudice to statutory rights under applicable EU law or the right to pursue out-of-court dispute settlement under Section 25.

18.6 REMEDY ON REVERSAL: Where Klipped reverses a determination following an appeal, Klipped's sole obligation is to (a) release or pay the amounts actually owed to the affected user for legitimate, validated activity, and (b) restore the user's account access. To the fullest extent permitted by law, Klipped shall not be liable for any further or additional compensation, damages, interest, lost earnings, lost opportunities, or other consequential loss arising from the determination or its reversal. This Section is subject to Section 29.4.

19. ILLEGAL CONTENT REPORTING

In accordance with the Digital Services Act (Article 16), any person or entity may report content on the platform that they consider to be illegal.

19.1 Reports may be submitted by contacting support@klipped.io or using the in-platform reporting function.

19.2 Reports must include:

• (a) An explanation of why the content is considered illegal
• (b) A clear indication of the electronic location of the content (URL or submission ID)
• (c) The name and contact details of the reporting party
• (d) A statement confirming the good faith belief that the information is accurate

19.3 Klipped will acknowledge receipt of the report, assess it in a timely, diligent, and non-arbitrary manner, and inform the reporting party of its decision with reasons. Content removal decisions may be appealed pursuant to Section 18.

20. INTELLECTUAL PROPERTY CLAIMS

20.1 If you believe content on Klipped infringes your intellectual property rights, submit a notice to support@klipped.io including:

• (a) Identification of the copyrighted work or IP right
• (b) Identification of the infringing content with sufficient detail to locate it
• (c) Your contact information
• (d) A statement of good faith belief that use is unauthorised
• (e) A statement of truth that the information provided is accurate and that you are authorised to act on behalf of the rights holder

20.2 Klipped will process valid notices promptly and may remove or disable access to allegedly infringing content. Users whose content is removed may submit a counter-notice.

20.3 Repeat infringers may have their accounts terminated.

21. NON-CIRCUMVENTION

21.1 Following any completed campaign participation (defined as an approved submission with a payout issued, or an approved Retainer Campaign deliverable) between a Creator and a Brand through Klipped, neither party may engage in, accept, or enter into any direct business relationship with the other outside of Klipped for paid content creation, UGC production, or influencer marketing services of the type performed on the platform. The restricted period is six (6) months for CPM campaign relationships and twelve (12) months for Retainer Campaign relationships, measured from the date of the last approved submission or deliverable.

21.2 This restriction applies only to the specific type of services performed through Klipped and does not restrict the Creator or Brand from engaging in unrelated business activities.

21.3 Violation of this clause entitles Klipped to liquidated damages equal to the greater of EUR 1,000 or three times (3x) the platform fees that would have been owed on the circumvented transaction. The parties acknowledge that these liquidated damages represent a genuine pre-estimate of Klipped's loss and are not a penalty.

21.4 If any court of competent jurisdiction determines that the duration, scope, or liquidated damages provision of this section is unenforceable, the court may reduce the restriction to the maximum enforceable extent.

22. PROHIBITED BEHAVIOUR

22.1 All users may not:

• (a) Harass or threaten other users or Klipped staff
• (b) Impersonate any person, brand, or entity
• (c) Post illegal, harmful, or explicit content
• (d) Upload or distribute copyrighted material without holding the necessary rights
• (e) Scam or mislead other users
• (f) Hack, interfere with, or attempt to disrupt platform functionality
• (g) Reverse engineer Klipped's systems or algorithms
• (h) Solicit the other party to conduct business outside of the platform
• (i) Use the platform for money laundering, terrorist financing, or any other financial crime

22.2 Any violation may result in account suspension or termination and forfeiture of payouts directly attributable to the prohibited conduct.

23. CONTENT MODERATION

23.1 Klipped employs automated and manual content moderation tools, including Bot Score analysis, Trust Score evaluation, and human review, to detect and address violations of these Terms.

23.2 Automated moderation decisions that significantly affect a user's access to the service or earnings are subject to human review upon appeal.

23.3 When Klipped restricts, removes, or suspends access to content or accounts, it will provide the affected user with a clear and specific statement of reasons, including the facts and the legal or contractual grounds for the decision, in accordance with the Digital Services Act (Article 17).

24. PLATFORM ACCESS AND CHANGES

24.1 Klipped may update, change, pause, or remove any feature. Material changes that significantly affect user access to the service will be communicated with reasonable advance notice.

24.2 Klipped may remove content for violation of these Terms or applicable law, with a statement of reasons provided to the affected user.

24.3 Klipped may terminate accounts for material violation of these Terms, subject to the notice and procedural requirements in Section 28.

24.4 Klipped shall not be liable for downtime, bugs, outages, or third-party platform API issues outside of our reasonable control.

24.5 THIRD-PARTY PLATFORM DEPENDENCY: Klipped relies on third-party social media platforms, their APIs, and third-party data providers for view tracking, content verification, and metric collection. Klipped shall not be liable for any loss, disruption, or inaccuracy resulting from: (a) changes to third-party platform APIs, policies, or terms of service; (b) third-party platform or data-provider outages, rate limiting, or access restrictions; (c) removal, restriction, or demonetisation of content by third-party platforms; (d) discrepancies between view counts reported by third-party platforms and those recorded by Klipped; or (e) the unavailability, discontinuation, or banning of any third-party platform in any jurisdiction.

24.6 PLATFORM NEUTRALITY: Permitting a Brand to operate a Campaign on the platform does not constitute Klipped's endorsement or validation of that Brand's business, products, or regulatory status. Klipped reserves all rights to remove Campaigns or content upon becoming aware of potential legal violations.

25. DISPUTE RESOLUTION

25.1 Informal Resolution: Contact Klipped support at support@klipped.io first. We will attempt to resolve disputes within 30 days of initial contact.

25.2 OUT-OF-COURT DISPUTE SETTLEMENT: In accordance with the Digital Services Act (Article 21) and the Platform-to-Business Regulation (Article 12), users may refer disputes to certified out-of-court dispute settlement bodies. Klipped will engage in good faith with any certified body selected by the user. If the user prevails, Klipped shall bear the costs of the dispute settlement process.

25.3 MEDIATION: In accordance with the Platform-to-Business Regulation (Article 12), Klipped is willing to use the following mediators, if selected by mutual agreement: (a) the Centre for Effective Dispute Resolution (CEDR); and (b) the Chartered Institute of Arbitrators (CIArb). Klipped will bear a reasonable proportion of the total mediation costs.

25.4 Jurisdiction: If a dispute cannot be resolved through the above means, it shall be subject to the jurisdiction of the courts of England and Wales, without prejudice to any mandatory right you may have under applicable law to bring proceedings before the courts of your country of habitual residence.

25.5 Nothing in this section limits rights under mandatory applicable consumer protection law.

26. RIGHT OF WITHDRAWAL

26.1 Under the EU Consumer Rights Directive (2011/83/EU), consumers ordinarily have a 14-day right of withdrawal from digital service contracts.

26.2 Creators and Brands use Klipped in the course of their trade, business, craft, or profession (Section 2.9) and are therefore not consumers for the purposes of the Consumer Rights Directive. Accordingly, as a default matter, no statutory right of withdrawal applies to their use of the platform, subject to Sections 2.10 and 26.4.

26.3 To the extent a Creator is, under mandatory applicable law, nonetheless deemed a consumer, then by actively submitting content to a Campaign and requesting that payout tracking begin, that Creator: (a) gives prior express consent to performance of the service commencing at that time; and (b) acknowledges that they thereby lose their right of withdrawal in respect of services fully performed, in accordance with Article 16(m) of the Consumer Rights Directive. Klipped will provide confirmation of this consent and acknowledgement on a durable medium.

26.4 This section does not affect any other statutory rights that cannot be excluded under applicable law.

27. DISCLAIMER OF WARRANTIES

27.1 Klipped is provided on an "as is" and "as available" basis. To the fullest extent permitted by applicable law, Klipped expressly disclaims all warranties, whether express, implied, or statutory, including but not limited to warranties of merchantability, fitness for a particular purpose, accuracy, reliability, and non-infringement.

27.2 Without limiting the foregoing, Klipped does not warrant:

• (a) That the platform will be uninterrupted, error-free, or secure
• (b) The accuracy, completeness, or reliability of any view counts, engagement metrics, Bot Scores, Trust Scores, or other data displayed on the platform
• (c) The quality, legality, or safety of any campaign, content, product, or service offered by any user
• (d) The availability or continued operation of any third-party service, API, or payment processor
• (e) That any specific revenue, engagement, or business outcome will result from use of the platform

27.3 Nothing in this section excludes warranties that cannot be excluded under applicable EU consumer protection law.

28. TERMINATION

28.1 Klipped may terminate your access for:

• (a) Material violation of these Terms
• (b) Botting or cheating (Creators)
• (c) Repeated violation of Campaign rules
• (d) Spam, harassment, or malicious activity
• (e) Non-payment or insufficient funding (Brands)

28.2 Except in cases of fraud, serious breach, or legal obligation, Klipped will provide at least thirty (30) days' prior notice of termination with a statement of reasons, delivered via email, in accordance with the Platform-to-Business Regulation (Article 4). Users will have the opportunity to clarify facts through the internal complaint-handling system before termination takes effect.

28.3 Upon termination of a Creator account for cause: payouts directly attributable to the conduct giving rise to termination are forfeited. Legitimately earned payouts for unrelated, verified activity may be paid out at Klipped's discretion, subject to completion of fraud review. Campaign access is revoked. Connected social media accounts may be permanently blacklisted.

28.4 Upon termination of a Brand or Agency account: all active campaigns are paused; unused campaign budget may be refunded at Klipped's discretion after deducting any outstanding fees, chargeback liabilities, and the administrative fee, and otherwise in accordance with Section 14.6; and the Brand or Agency may not create new accounts without Klipped's written consent.

28.5 SURVIVAL: The following sections survive termination: Section 4 (Botting/Fraud), Section 7 (Content Ownership and Licensing), Section 10 (Payouts and Clawbacks), Section 14 (Payments), Section 16 (Data Usage and Privacy), Section 17 (Advertising Disclosure Compliance), Section 18 (Appeal Process), Section 21 (Non-Circumvention), Section 25 (Dispute Resolution), Section 27 (Disclaimer of Warranties), Section 29 (Limitation of Liability), Section 30 (Indemnification), Section 31 (Tax Responsibility), Section 32 (Compliance with Financial Regulations), Section 33 (Governing Law), and Section 34 (General Provisions).

29. LIMITATION OF LIABILITY

29.1 To the fullest extent permitted by applicable EU law, Klipped shall not be liable for indirect, incidental, special, consequential, or punitive damages arising from your use of the platform, including but not limited to loss of profits, revenue, data, business opportunities, or goodwill.

29.2 Klipped shall not be liable for losses arising from clawbacks on fraudulent or invalid activity.

29.3 Klipped's total aggregate liability to any user for all claims arising under or in connection with these Terms shall not exceed the lesser of: (a) the total platform fees (excluding campaign budgets and creator earnings) paid by or to that user in the preceding twelve (12) months; or (b) EUR 10,000.

29.4 Nothing in this section excludes or limits liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot be excluded under applicable law.

29.5 This limitation of liability applies to the fullest extent permitted by law regardless of the legal theory upon which the claim is based, whether in contract, tort (including negligence), strict liability, or otherwise.

29.6 TIME LIMIT FOR CLAIMS: To the fullest extent permitted by applicable law, any claim arising under or in connection with these Terms must be brought within twelve (12) months of the date on which the cause of action arose, failing which it is permanently barred. This Section 29.6 does not apply to claims based on fraud or fraudulent misrepresentation, or where a longer period is required by mandatory applicable law, including in respect of a user who is a consumer.

30. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Klipped, its officers, directors, employees, and agents from any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from: (a) your use of the platform; (b) your violation of these Terms; (c) any content you create, post, or distribute in connection with a Campaign; (d) your failure to comply with any applicable laws or regulations; (e) your failure to comply with any social media platform's terms and conditions; (f) any intellectual property infringement arising from your content; or (g) any third-party claim arising from your activity on the platform. This obligation survives termination of your account and these Terms. No review, approval, or auto-approval of any submission by Klipped or a Brand constitutes endorsement or confirmation of its compliance, and does not transfer, reduce, or waive the user's responsibility or indemnification obligations under these Terms.

31. TAX RESPONSIBILITY

31.1 Creators are solely responsible for all applicable taxes on their earnings, including income tax and any other tax obligation arising from platform activity in their country of residence.

31.2 Brands and Agencies are solely responsible for VAT and any other taxes applicable to their campaign spend and business operations.

31.3 Klipped may report earnings and transaction data to relevant tax authorities as required by applicable law, including under EU DAC7 reporting obligations for digital platform operators.

31.4 Klipped shall not be liable for any tax obligation of any user. Klipped does not provide tax advice.

32. COMPLIANCE WITH FINANCIAL REGULATIONS

32.1 You represent and warrant that: (a) you are not located in, a national of, or an entity organised under the laws of any country subject to EU, US, or UN sanctions; (b) you are not listed on any applicable sanctions list; (c) you will not use the platform for money laundering, terrorist financing, or any other financial crime; and (d) funds used on the platform are from lawful sources.

32.2 Klipped reserves the right to suspend accounts and withhold funds pending compliance verification, in accordance with applicable anti-money laundering and counter-terrorism financing regulations.

33. GOVERNING LAW

These Terms are governed by and construed in accordance with the laws of England and Wales, without regard to conflict of law provisions. Any dispute arising out of or in connection with these Terms shall be subject to the jurisdiction of the courts of England and Wales, subject to Section 25 and without prejudice to any mandatory consumer protection rights applicable in your country of habitual residence under applicable law. Notwithstanding the choice of English law, nothing in these Terms overrides mandatory provisions of EU law that apply to you by reason of your habitual residence in an EU or EEA member state, including the GDPR, the Digital Services Act, the Platform-to-Business Regulation, and EU consumer protection law.

34. GENERAL PROVISIONS

34.1 FORCE MAJEURE: Klipped shall not be liable for any failure or delay in performing its obligations under these Terms where such failure or delay results from circumstances beyond Klipped's reasonable control, including but not limited to: acts of God, natural disasters, pandemics, war, terrorism, civil unrest, government actions or sanctions, changes in applicable law or regulation, failure or interruption of third-party services (including payment processors, cloud infrastructure providers, social media platform APIs, and telecommunications networks), cyberattacks, power outages, or labour disputes. During a force majeure event, affected obligations are suspended. If a force majeure event continues for more than sixty (60) days, either party may terminate the affected services upon written notice.

34.2 SEVERABILITY: If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it enforceable, or if modification is not possible, severed from these Terms. The remaining provisions shall continue in full force and effect.

34.3 ENTIRE AGREEMENT: These Terms, together with the Privacy Policy, any applicable Retainer Programme Terms, and any campaign-specific terms presented through the platform, constitute the entire agreement between you and Klipped and supersede all prior or contemporaneous communications, representations, or agreements, whether oral or written.

34.4 ASSIGNMENT: You may not assign or transfer your rights or obligations under these Terms without Klipped's prior written consent. Klipped may assign its rights and obligations under these Terms to any successor entity in connection with a merger, acquisition, corporate reorganisation, or sale of all or substantially all of its assets, provided that the assignee agrees to be bound by these Terms.

34.5 WAIVER: Klipped's failure to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision. Any waiver must be in writing and signed by Klipped.

34.6 ELECTRONIC COMMUNICATIONS: By creating an account, you consent to receive electronic communications from Klipped, including service-related notices, transactional emails, policy updates, and security alerts. You agree that all agreements, notices, disclosures, and other communications provided electronically satisfy any legal requirement that such communications be in writing.

34.7 ORDER OF PRECEDENCE: If there is a conflict between these Terms and any supplemental terms, the following prevails to the extent of the conflict, in descending order: (a) any applicable Retainer Programme Terms; (b) any campaign-specific terms presented through the platform; and (c) these Terms. Otherwise the documents are read together.

34.8 VARIATION: No variation of these Terms is effective unless made in accordance with Section 35 or otherwise agreed in writing by Klipped. No oral statement or course of dealing varies these Terms.

34.9 THIRD-PARTY RIGHTS: Except for (a) Brands, in respect of the rights, licences, and indemnities expressly granted to them, and (b) Klipped's officers, directors, employees, affiliates, and agents, in respect of the indemnities and liability protections expressly conferred on them, a person who is not a party to these Terms has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its terms. The consent of any such third party is not required to vary or rescind these Terms.

35. CHANGES TO TERMS

35.1 Klipped may update these Terms. Where changes are material, we will notify you via email or in-platform notification with at least fifteen (15) days' notice before the changes take effect, in accordance with the Platform-to-Business Regulation (Article 3). You may terminate your use of the platform within this notice period if you do not accept the changes.

35.2 Continued use of the platform after the effective date of updated Terms constitutes acceptance of those Terms.

ACKNOWLEDGMENT

By using Klipped, you acknowledge that:

• (a) Klipped is an intermediary platform, not a party to brand-creator transactions
• (b) You have read and understood these Terms in full
• (c) Clips may be used indefinitely by Brands under the licence granted in Section 7
• (d) You are solely responsible for taxes on your earnings or campaign spend
• (e) Creator payout amounts are provisional until the validation window has passed
• (f) Klipped does not guarantee any specific payout amount, timeline, or business outcome
• (g) You agree to follow applicable social media platform policies
• (h) Terms may be updated with at least 15 days' notice for material changes
• (i) Banned Creator social media accounts may be permanently blacklisted
• (j) Bot Score and Trust Score systems influence Creator eligibility and payouts, with the right to human review of consequential decisions
• (k) Retainer Campaign participation is subject to the supplemental Retainer Programme Terms
• (l) Creators may not work directly with Brands outside of Klipped for 6 months (CPM) or 12 months (Retainer) following completed campaign participation
• (m) All content created and posted must comply with applicable laws and social media platform terms
• (n) Klipped operates as a neutral platform and does not verify the legality of any Brand, Campaign, or content
• (o) The same unmodified video may not be posted to more than five (5) accounts for the same Campaign without prior written Brand approval
• (p) Klipped shall not be liable for payment failures, third-party platform changes, or circumstances outside its reasonable control
• (q) Creators and Brands use Klipped in a business capacity and have no consumer right of withdrawal; to the extent a Creator is nonetheless deemed a consumer, that right is waived in respect of services already performed, in accordance with Section 26
• (r) Personal data is processed in accordance with GDPR and Klipped's Privacy Policy at klipped.io/privacy
• (s) Brands and Agencies must fund campaigns in advance and are responsible for legal compliance of their campaigns in all target markets
• (t) View counts and engagement metrics used to calculate payouts come from social media platforms and third-party data providers and may be incomplete, delayed, or revised, with payouts reconciled accordingly under Section 10.10
• (u) Campaign funding is non-refundable as of right; any discretionary refund of unused budget is subject to Section 14.6, including a €100 administrative fee, and platform, setup, and processing fees are not refundable