Terms & Conditions

Updated June 2016

1. DEFINITIONS

FLUVIP:When reference is made to FLUVIP, reference is being made to the commercial company FLUVIP SAS, its affiliates, subsidiaries and/or companies or related persons of these, as well as employees, contractors and dependents, in charge of providing Influencer Marketing services between the Advertiser and Influencer.
Influencer Marketing:It is a form of marketing through which promotion, marketing and advertising strategies for products, services and ideas are structured, through people and Profiles that have the elements to become potential recommenders to a specific audience.
Influencers:is a person or a Profile that, due to its level of followers, engagement and possibility of generating interactions on Social Networks, has a great capacity to communicate to a specific audience and is therefore in charge of publishing the Ads of the Advertiser's Products.
Advertiser:is any person, natural or legal, interested in the Influencer Marketing services provided by FLUVIP.
Products:refers to the products, services or ideas that the Advertiser wishes to be advertised by the Influencer.
Services:refers to the provision of intermediation and Influencer Marketing services by FLUVIP.
Advertisements:is the promotion and publicity of the Advertiser's Products by the Influencer.
Audience:refers to the potential and current followers of the Influencers and, therefore, to the public to whom the Products will be recommended through the Ads.
The platform:is the www.fluvip.com portal that FLUVIP makes available to Influencers and their Advertisers so that they can register there and access their Services. The Platform offers its visitors a description of the Services and gives the possibility for each Advertiser to select options that fit their needs and thus facilitate the choice of their Influencer.
Social networks:It refers to Facebook, Instagram, Snapchat, Youtube, Twitter and any other that FLUVIP decides.
Profile:are the profiles used by groups on Social Networks, which do not belong to a particular person, but are created in order to promote certain causes, such as charities or the protection of animals, etc., or create content for groups specific as people interested in fashion, landscapes, cochina, among others.
Part:the Influencer and FLUVIP will each be the "Party" and jointly the "Parties".

2. FLUVIP SERVICES

FLUVIP provides Influencer Marketing services, so it offers to be an intermediary between Influencers and Advertisers who want one or more of their Products to be published on Social Networks.
The Influencers must comply with certain characteristics and based on the number of followers and the public to which they are directed, they will be chosen by the Advertisers to publish the Ads of their Products. Once the Advertiser chooses the Influencer, FLUVIP will contact him and coordinate the development of the advertising campaign related to the Product.
The Influencer and the Advertiser will not have direct contact. Everything related to the Announcements and other services will be mediated without representation by FLUVIP; Unless FLUVIP authorizes otherwise.

3. CONDITIONS OF ACCESS AND REGISTRATION ON THE PLATFORM

These general terms and conditions regulate the legal relationship between the Influencer and FLUVIP (hereinafter the "Terms"), that is, they are applicable to the intermediation relationship through which FLUVIP selects and coordinates the Product Announcement with the Influencer. .
Any person and especially whoever wants to register and act as an Influencer must accept these Terms, which are mandatory and binding. If you do not accept the Terms, you must refrain from using or registering on the Platform. These Terms modify and nullify the terms and conditions published on the Platform prior to June 2016, and likewise, nullify any agreement that has been agreed upon and that contravenes what is established herein. FLUVIP reserves the right to make the modifications it deems appropriate.
The Influencer must read, understand and accept all the conditions established in these Terms and in the Privacy Policies indicated in the following link (...), or other documents incorporated into them by reference.
Within the parameters to be used by FLUVIP, together with the Advertiser, for the choice of the Influencer, is, without limitation, that this person be recognized in Social Networks and that they have the ability to communicate to a specific audience about obtaining and acquisition of the Products.
These Terms and the legal relationships that arise by virtue of them between or with FLUVIP, the Advertisers, the Influencers and/or any third party, will apply, as pertinent, Law 527 of 1999 and the regulations that modify it and regulated, mainly insofar as it is understood that these are Electronic Commerce relationships, that is, issues raised by relationships of a commercial nature, whether contractual or not, structured from the use of one or more data messages or any another similar medium.

4. MANAGEMENT CONDITIONS FOR INFLUENCERS ON THE PLATFORM

The Influencer must register on the Platform, said registration will be free. For these purposes, FLUVIP will have access to the Social Networks and followers of the Influencers in order to verify the number of followers and the communication capacity of the Influencer.
At the time of registration, based on an algorithm designed by FLUVIP, the Platform system will determine the price that can be paid to the Influencer for each publication. When setting the price, certain characteristics are taken into account, especially, but not limited to, the influencer's importance in Social Networks and the ability to communicate with the audience.
If the Influencer does not agree with the established value, they may, through the Platform, make the modification of said price. In this case, the Influencer will be contacted directly by FLUVIP in order to negotiate a range that FLUVIP deems appropriate. If the Influencer does not accept, they may under their responsibility leave the value they deem appropriate.
From time to time, the prices set on the Platform for each of the Influencers will be reviewed by FLUVIP and in some events they will be recalculated. This review will be done taking into account the number of followers, the number of interactions, the currency and country where the Influencers reside, the target, among others.
FLUVIP will contact the Influencer at the moment in which an Advertiser is interested in having them make an Ad for their Products. FLUVIP will confirm with the Influencer the price that is set on the Platform.
In some events, when essential factors are required for the development of the advertising campaign and under the sole discretion of FLUVIP, an additional price may be agreed for the Ads to be published by the Influencers.
Likewise, in the event that FLUVIP considers it necessary, an additional contract will be signed in which specific and exceptional issues that are not established in these Terms will be regulated.
Any withholding and taxes will be applied to the payments.
FLUVIP will pay the Influencer the value corresponding to the Ads, within ninety (90) days following the closing date of the campaign.
The payment method will be agreed between FLUVIP and the Influencer.

5. EXCLUSION OF LIABILITY BY FLUVIP

The fact of registering as an Influencer does not mean that you will be hired for advertising and promotion campaigns. This will only occur if the Advertiser is interested in the Advertiser's Ads.
FLUVIP and the Influencer are different and autonomous persons and the only relationship they maintain is the one established in these Terms. Consequently, they are only obliged to answer for their own debts and obligations and in no case for those acquired or assumed by the other.
FLUVIP does not offer, lend, or sell the Products offered through the Ads.
The Influencer acknowledges and agrees to be solely responsible for the information provided on Social Networks in the development of its activity and that the Advertiser is responsible for the information provided in relation to the Product and its quality.
FLUVIP will not be responsible for the complaints or claims made to the Influencer in relation to the publication of the Ads of the Advertisers' Products.
The Influencer declares that he will hold FLUVIP and the Advertiser harmless regarding any claim, complaint, demand that a third party presents against them, their affiliates, subsidiaries and/or companies or related persons of these, as well as employees, contractors and dependents for any activity carried out by the Influencer, other than the Ads contracted by FLUVIP or in the events in which they put information not authorized by FLUVIP. This indemnity extends to any claim that arises because (i) one or more of the photographs used by the Influencer has been published without the authorization of whoever has rights over it; (ii) there is an inappropriate use of a brand, distinctive sign or rights of a similar nature, (iii) there is an inappropriate use of goods protected by copyright or (iv) due to the breach of a duty due to direct or Hint from the Influencer. The Influencer will assume the defense of FLUVIP and the Advertiser and will cover the damages caused by these events, including fines, administrative sanctions, costs, expenses, compensation and attorney fees that may be caused.
The Ads and any act linked to them does not create any partnership, mandate, franchise, agency, employment or consumer relationship between FLUVIP and the Influencer. The Influencer acknowledges and accepts that FLUVIP has no control over the quality, safety or legality of the Products, nor the veracity or accuracy of the Ads.

6. OBLIGATIONS OF THE INFLUENCER

By accepting the Terms, the Influencer agrees to:

Publish the contracted Ads in accordance with the instructions given by FLUVIP.
On some occasions, at the request of the Advertisers or by decision of FLUVIP, use the Products that they are going to Advertise, in order to have a personal experience and thus transmit their experience to the Audience.
Use all your expertise, knowledge and zeal in the fulfillment of your obligations.
Approve the publication of Product Announcements, prior agreement with FLUVIP regarding the quantity, content and quality thereof.
Publish the Announcements in an efficient and timely manner and comply with the duties that are generated according to the nature of the campaign for which you were contacted or approve their publication by FLUVIP.
Do not remove Product Announcements from your Social Networks in a minimum term of 6 months, counted from the last publication of each Product.
Except for a written request by any means from the influencer at the time the campaign begins, it will be understood that the influencer has the obligation to maintain exclusivity in the category of the brand with which they participate for at least 90 days after having published the campaign. latest content.
Inform FLUVIP about the content of the Announcements prior to their publication.
Give appropriate use and ensure, with the care of a good businessman, the conservation of all the Advertiser's Products, in the events in which they are made available to the Influencer for the development of the entrusted service.
Have the necessary tools and supplies for the publication of the Ads, this includes internet access and excellent quality equipment.
Do not contact or attempt to contact Advertisers directly, nor provide them with your personal information, such as telephone number or email, nor directly negotiate the terms of the Ads or the payment thereof.
Keep the confidential and secret information of the Advertiser or FLUVIP that comes to their knowledge as a result of the provision of services.
Inform FLUVIP in writing in the event that: an event occurs that affects the contractual relationship entered into and that may affect FLUVIP or the Advertiser.
With the exception of cases expressly authorized by FLUVIP, allow the use of their images and information published on their Social Networks for promotional purposes, including without limitation, the right to use the profile photos of the Influencer's Social Networks, with the purpose of to promote campaigns related to Ads.
Allow FLUVIP to supervise the disclosure practices of Influencers and in the event that it determines that they are insufficient, increase the publications, as agreed.

7. STATEMENTS AND ACCEPTANCE OF RESPONSIBILITY BY THE INFLUON

The Influencer acknowledges and accepts:

That once you register, FLUVIP has no obligation to hire you and you will only be contacted when an Advertiser chooses your Ads.
That all the publications that he makes on his Social Networks, in relation to what is required by the Advertisers, is the sole and exclusive responsibility of the Influencer, in no case will it be the responsibility of FLUVIP.
It is solely responsible, up to the slightest fault, for the consequences, damages and losses to third parties, advertisers and FLUVIP, that are generated by virtue of the execution of the activities or services that it develops or by the omission in the fulfillment of its legal and contractual obligations.
You are solely responsible for the payment of the sanctions that are imposed or derived from the development of your activities or from the way you make Announcements.
It is obliged to hold harmless any person, including Advertisers and FLUVIP, its affiliates, subsidiaries and/or related companies or persons, as well as employees, contractors and dependents of each other and/or third parties, due to claims , lawsuits or any legal action arising for any kind of damages or losses, including, without limitation, fines, penalties, death or personal injury and property damage. 
The Influencer undertakes to reimburse the corresponding amount, in the event that FLUVIP, its affiliates, subsidiaries and/or related companies or persons, as well as employees, contractors and dependents and/or third parties or an Advertiser were forced to pay some sums of money due to the responsibility described herein.
Any claim made by consumers as a result of and/or related to the Influencer's Ads will be addressed directly by the latter or by the Advertiser. The latter will be informed by FLUVIP within 5 days from the date on which it becomes aware of the claim.
In the event that FLUVIP is forced to attend to the claim, it will do so and collect the corresponding value from the Influencer or Advertiser, depending on the type of claim, for which it may use or compensate with money that FLUVIP may owe the Influencer on occasion. of these or other contractual relationships.
That you may not, without the prior, express and written authorization of FLUVIP, assign under any title, operation or legal business the rights and obligations that emanate from this document.

8. EXCLUSION OF LIABILITY BY FLUVIP REGARDING THE OPERATION AND CONTENT OF THE PLATFORM

FLUVIP is not responsible for any damage, harm or loss that is generated to the Influencers caused directly or indirectly by the legal relationship entered into by them or by failures in the system, on the server or on the Internet. Neither will FLUVIP be responsible for any virus that could infect the Influencer's or Advertisers' equipment as a consequence of the access, use or examination of the Platform or as a result of any transfer of data, files, images, texts or audio contained therein. The Influencers may not impute any responsibility or demand payment by virtue of damages resulting from technical difficulties or failures in the systems or the Internet.
FLUVIP does not guarantee access and continued or uninterrupted use of the Platform.
The system may eventually be unavailable due to technical difficulties or Internet failures, or for any other circumstance; In such cases, efforts will be made to restore it as quickly as possible without any type of responsibility being imputed for this.
FLUVIP will not be responsible for any errors or omissions contained in the Influencer's Ads.
The contents of the screens related to the FLUVIP Services, the programs, databases, networks, files that allow the Influencer to access the page, are the property of FLUVIP and are protected by international copyright laws and treaties. , trademarks, patents, models and industrial designs. The improper use and total or partial reproduction of said contents are prohibited.
The Influencer will indemnify and hold harmless FLUVIP, its parent company, its subsidiaries, controlled and/or controlling companies, managers, administrators, representatives and employees, for any claim or demand from other Influencers, Advertisers or third parties for their activities on the Platform or for your breach of these Terms and other policies that are understood to be incorporated herein or for the violation of any laws or rights of third parties, including attorneys' fees in a reasonable amount.

9. CONFIDENTIALITY

The Parties agree that the information provided by each other and by the Advertiser during the provision of the service, including without limitation, documentation, intellectual property, financial and commercial information, and information related to the Advertiser's Products and customers that is not public, is reserved, secret, confidential and private information. All such information shall be kept secret by the receiving party, shall be used only for the purposes of these Terms, and shall not be disclosed to any person other than an employee or person who has a need to know the information in order to comply with the the obligations derived from these Terms, who must comply with the same duty of confidentiality. Information will not be subject to the provisions of this clause if the recipient's records indicate that the information is: (i) in the public domain at or after disclosure through no fault of the recipient; (ii) known to the receiving party at the time of disclosure; (iii) disclosed to the receiving party without obligation of confidentiality by a third party having the right to make such disclosure; (iv) independently developed by the Receiving Party. The Receiving Party may disclose the information to the extent requested or required by a governmental or judicial entity, provided that such disclosure is limited to the fullest extent permitted by applicable law.
Upon termination of the campaign related to the Ads, both Parties will return or, at the other's request, destroy all confidential or secret information in their possession. The obligations contracted by the Parties in development of this clause (Confidentiality) will survive the termination of the services provided.
All the obligations contained in this numeral will be extended to the contractors and subcontractors of the Parties.

10. INTELLECTUAL PROPERTY AND PERSONAL DATA

The brand "FLUVIP" is and will be the exclusive property of FLUVIP; and, the Advertiser's brand is and will be the exclusive property of the Advertiser, but the Advertiser agrees to allow the peaceful use and enjoyment of its brand by FLUVIP and the Influencer when the campaign so requires and only for the purposes of the Ads, the Services and the campaign related to the Product that the Advertiser intends to publish.
Except as provided in these Terms in relation to trademarks, neither Party is authorized to use any distinctive sign or creation subject to protection of industrial, intellectual property, copyright or copyright belonging to or related to the other Party.
The software, processes, methods, know-how and information analysis models are the exclusive property of FLUVIP or any company belonging to its business group and FLUVIP is fully empowered to use them for the provision of Services.
The Parties and the Advertiser understand that said information and goods are the exclusive property of the other Party or the Advertiser and that intellectual property rights and industrial secrets fall on it that must be respected.
The contents of the Platform, as well as the programs, databases, networks, files that allow the Influencer and the Advertiser to access the Platform are the property of FLUVIP and are protected by international copyright laws and treaties, trademarks, patents, models and industrial designs. The improper use and total or partial reproduction of said contents are prohibited, unless expressly authorized in writing by FLUVIP.
FLUVIP declares and guarantees that the personal data of the Influencer and the Advertiser, as well as the information subject to reservation that it knows or comes to know, will be protected in accordance with the provisions of Law 1581 of 2012, Decree 1377 of 2013 and other regulations. that regulate the issue of personal data protection rights, one's own image and privacy, among other rights.
Additionally, based on Law 1581 of 2012, Decree 1377 of 2013, rules that regulate the issue of personal data protection rights, one's own image and privacy, among other rights, the Influencer declares and guarantees that in the management of your Social Networks: (i) complies with data protection regulations; (ii) has informed and will inform FLUVIP about the ownership of the photographs and images that are taken by virtue of the provision of the service and; (iii) has obtained the consent and authorization of the owners of the information and other persons to whom there is a place to make use of their data and images for the purposes of the relationship governed by these Terms.
In accordance with the foregoing, the Influencer expressly authorizes FLUVIP, its parent company and its subsidiaries (or another company that was contracted for the same purposes) to make use of the photographs and information delivered or contained in their Social Networks for the agreed purposes. in the relationship governed by these Terms.

11. USE OF THE IMAGE OF THE INFLUENCER

The use of the Image refers to the appropriation, adaptation, publication, exhibition, reproduction, inclusion in any means of communication, commercialization, fixation, communication and transmission of the image and/or voice, and the modification of any of the above.
The Use of the Image will have as its purpose the appropriation, adaptation, publication, exhibition, reproduction, inclusion in any means of communication, commercialization, fixation, communication and transmission, and modification of the Image:
In and for the execution, adaptation, publication, exhibition, emission, fixation, transmission and reproduction of the Ads and commercials related to the campaign.
That it is or may be linked to any other segment, video, audiovisual product or not, directly or indirectly related to the Ads or to acts linked to the development of the Product campaign.
That is or may be linked to any other television program or to any other audiovisual, graphic, radio platform, existing or to be developed in the future (including but not limited to television, magazines, radio, cinema, graphic media, telephony, video and internet) that is or will be linked to the Ads or acts related to the campaign.
The Use of the Image will be made from the registration form and acceptance of the Terms.
The authorization of the Influencer refers to the inclusion and editing of the Image, and to the execution of any act aimed at the disclosure of its content without restrictions or temporal and/or geographical limits, as well as in relation to the means for its reproduction and/or dissemination, provided that this is limited to the purpose set forth in these Terms.
It is expressly established that the material that contains the Image and Ads, including all its elements, as well as the results of the Influencer's work, are from this moment on owned by the Advertiser, who will have all the exploitation rights indicated in the regulations in force, without any limitation, but always based on the purpose established in these Terms. In some cases, under the sole discretion of FLUVIP, the limit to this assignment will be established in writing.
The Influencer authorizes all the uses that the Use of the Image, or parts of it, may have, using the currently known technical means and those that could be developed in the future, and for any application. All of this with the sole exception and limitation of those uses or applications that could violate the right to dignity, honor, personal and family privacy, and one's own image.
The Influencer expressly states that in the event that people other than this appear in the Ads, said service will be provided free of charge and definitively.
FLUVIP and the Advertiser are expressly prohibited from using the Image in such a way that it affects the private life of the Influencer and the dissemination of the Image in any medium of a pornographic, xenophobic, violent, illegal nature or for a purpose other than that established in this document.
The authorization established here and the rights and powers granted do not extend to third parties, except with express consent.

12. UNFAIR COMPETITION

Acts of unfair competition are prohibited. Influencers must respect the principle of commercial good faith in all their actions. It is considered that constitutes unfair competition, any act or fact that the Influencer performs in the market for competitive purposes, when it is contrary to healthy commercial customs, the principle of good commercial faith, honest uses in industrial or commercial matters, or either when it is aimed at affecting or affecting the freedom of decision of the buyer or consumer, or the competitive operation of the market. Influencers are also prohibited from infringing the applicable advertising regulations.

13. EXCLUSIVITY

During the development of the campaign and for 3 more months, the Influencer undertakes not to carry out any conversation or negotiation with third parties to publish Ads, information, provide services related to the offer, promotion or advertising of third parties or companies that are direct competitors. or indirectly of the Advertiser or of the Products object of Ads that FLUVIP orders.

14. WITHDRAWAL OF THE INFLUENCER CATEGORY

The Influencer may lose its quality in one of the following events:

When you breach the duties of intellectual property, personal data and image use described in the previous numeral.
When you breach the provisions of these Terms.
By mutual agreement between the Influencer and FLUVIP.
By FLUVIP at any time and without requiring any justification, by written communication to the Influencer at least 30 calendar days prior to the date on which you intend to make the withdrawal effective.
By expiration of the agreed term.
By any of the others enshrined in legal regulations.
None of the events described above will give rise to any compensation with respect to any of the parties, except in the case of the one established in numeral (2) in favor of FLUVIP.

15. BEHAVIOR POLICIES OF FLUVIP, THE INFLUENCERS, ADVERTISERS OR THIRD PARTIES RELATED TO THE SERVICES

The Influencer who decides to use in advertising material, such as photos and videos, among others, images of children and adolescents, must comply with the regulations applicable to the protection of these, such as the Convention on the Rights of the Child (Law 12 of 1991), Optional Protocol for Children (adopted by the United Nations General Assembly through Resolution A/RES/54/263 of May 25, 2000, and entered into force on January 18, 2002), Law 679 of 2001, Law 1336 of 2009, and other applicable regulations that protect the integrity of children and adolescents.
FLUVIP states that it is against child abuse and the sexual exploitation of children and adolescents and does not have and will not have any commercial relationship with any person or company that uses and sexually exploits children and adolescents or is related to persons or companies who engage in this illegal activity.
FLUVIP will incorporate this policy for the prevention of child abuse and sexual exploitation of minors in its corporate policies, and will inform its staff of the consequences derived from the exercise of this illegal activity, in the event that it is known that any employee, supplier, FLUVIP Influencer or Advertiser is linked to any of these illegal practices.
FLUVIP will give clear instructions to Influencers and Advertisers in relation to the content of the Ads, in order to protect minors from being exposed to inappropriate content.
Any act, conduct, fact or omission that directly or indirectly discriminates based on sex, race, national or family origin, language, religion, political or philosophical opinion is prohibited.

16. JURISDICTION

This Terms and Conditions Document and all questions that arise hereunder shall be governed by and construed in accordance with the laws and decisions of the State of Florida, without giving effect to its principles relating to conflicts of law. Each of its parts.

You irrevocably undertake that the courts located in Miami-Dade County shall have sole and exclusive jurisdiction over any lawsuit or other proceeding arising out of or based on this agreement 
It submits to the competence and jurisdiction of said courts and
irrevocably consent to personal jurisdiction,

17. MISCELLANEOUS

The ideas, opinions, suggestions and comments that are sent by the Influencer to FLUVIP, spontaneously and without prior request, may be used by FLUVIP. It is understood that this information is not confidential and is not protected by any regulation related to intellectual or industrial property issues. The sender of this information may not claim any compensation or participation based on commercial use or not.
These terms and all relationships of any kind derived from it, will be governed by the law of the Republic of Colombia.
The Terms, together with those documents that may be established in the future, are intended to inform Influencers about the terms and conditions of use of the Platform and the rights and obligations they acquire by virtue of it.
By allowing the Influencers to enter and register on the Platform, FLUVIP does not grant any license or authorization of use of any kind regarding their rights or property related to this or its contents.
FLUVIP is not obliged to have the Platform active. In the same way, it reserves the right of admission of any person, and to suspend the service without previous notice whatever the reason.
FLUVIP will not be responsible for the information provided by the Influencer to FLUVIP or to the Advertisers, for which reason it will not be responsible in case of delivery or registration of false information.
Prohibitions: use the Platform, its technical and application elements for illegal purposes; violate, destroy, modify or use third-party information without the proper authorization of the owner of the information. Use the name of FLUVIP or use the technological platforms provided by them to distribute commercial messages or unsolicited emails. Upload files to the Platform that may threaten the information contained therein, such as, but not limited to, viruses, worms, Trojan horses, trap doors, time bombs or other computer programming routines that may potentially damage, interfere, intercept or expropriate any data system or personal information. Any conduct that generates or may generate, among others but not limited to, damages, errors, interruptions or suspension of the operation of the Platform. The attempt to access restricted areas and/or the impersonation of an Influencer, Advertiser or any third party.
The Influencer at all times and, especially, in their relations with other Influencers, FLUVIP or Advertisers undertakes to act in good faith and not to carry out acts of unfair competition.

This document is built and establishes the regulations for the registration and operation with influencers as of June 2016, taking into account what is established in the third clause numeral 2