Terms and Conditions of Use

StickerPop Marketplace Terms and Conditions of Use

The StickerPop Marketplace Terms and Conditions of Use (the "Terms and Conditions") set forth the terms between LocationPop, Inc. ("StickerPop") and users ("Creator" or "Creators") of any services or features of the StickerPop Marketplace provided by StickerPop (the "Service").

  1. Definitions
    The following words and terms shall have the meanings set forth below when they are used in the Terms and Conditions.
    1. "Actively Available" means the Products have been approved for sale in StickerPop's application(s) or in a trackable messaging interface with which StickerPop integrates and are currently available for sale. StickerPop will have sole discretion to approve or disapprove Products uploaded to the marketplace.
    2. "Earnings" means the sum of: (i) the Usage of the Creator's Products as a percentage of the total Usage of all Products multiplied by the Subscription Revenue, and (ii) the Net Revenue of any Premium Purchase of the Creator's Products.
    3. "Materials" means images, text and any other materials used to produce Products.
    4. "Net Revenue" means the amount actually received by StickerPop for sales of Products, less any returns, rebates, discounts or adjustments, sales, excise, use or value-added taxes, costs of insurance, product development, and delivery, tariff duties, royalties or license fees payable to third parties, and duty charges.
    5. "Premium Purchase" means any in-app purchase that is listed as a premium sticker pack and thereby has an extra cost associated with it outside of the subscription.
    6. "Products" means digital content, such as stickers and GIFs.
    7. "Programs" means application software, computer programs, code, template materials, and any other materials and information provided by StickerPop to Creators under the Terms and Conditions.
    8. "Separate Terms and Conditions" means any documents pertaining to the Service and provided or uploaded by StickerPop, such as "agreements", "guidelines", and "policies".
    9. "Subscription Revenue" means the Net Revenue from subscriptions to the StickerPop's owned and operated applications or in a trackable messaging interface with which StickerPop integrates a subscription offering.
    10. "Usage" means every time a user of Products shares a Product in their messages in any trackable messaging interface with which StickerPop integrates. Usage shall not include any uses of Products that StickerPop reasonably determines are automated or intentionally designed to increase royalties under this Agreement.
  2. Consent To the Terms and Conditions
    1. Creators may use the Service only in accordance with the provisions of the Terms and Conditions. Creators may not use the Service unless they validly and irrevocably consent to the Terms and Conditions.
    2. By consenting to the Terms and Conditions, each Creator represents and warrants that the Creator is of the legal age of majority in the jurisdiction in which the Creator resides. If a Creator uses the Service on behalf of, or for the purposes of, a business enterprise, then that business enterprise shall also be deemed to have consented to the Terms and Conditions, thereby concluding a valid and irrevocable agreement between StickerPop and the business enterprise.
    3. By actually using the Service, Creators are deemed to have validly and irrevocably consented to the Terms and Conditions.
    4. If there are Separate Terms and Conditions for the Service, Creators shall also comply with the provisions of the Separate Terms and Conditions as well as the Terms and Conditions.
  3. Modification of the Terms and Conditions

    StickerPop may modify the Terms and Conditions or Separate Terms and Conditions at any time deemed necessary by StickerPop and without providing prior notice to Creators. The modified Terms and Conditions or Separate Terms and Conditions become effective upon their posting on an appropriate location within the website operated by StickerPop. By continuing to use the Service after a change to the Terms and Conditions or Separate Terms and Conditions, Creators are deemed to have validly and irrevocably consented to the modified Terms and Conditions or Separate Terms and Conditions. Notifications regarding the modification to Terms and Conditions may not be provided individually to Creators. Creators are encouraged to refer to the current version of the Terms and Conditions on a regular basis when using the Service.

  4. Account
    1. When Creators provide information about the Creator to StickerPop when using the Service, such information shall be true, accurate, complete, and kept up-to-date. Creators are required to register their name (in the case where the Creator is a business enterprise, the name of the business enterprise, name of legal representative of the business enterprise, and name of account manager), address, phone numbers, e-mail address, information necessary to process payments, and StickerPop account information. Please refer to the StickerPop Terms and Conditions of Use for use of StickerPop accounts.
    2. If a Creator registers a password for using the Service, the Creator shall, on its own responsibility, manage the password with due care to prevent any unauthorized use. Any act conducted by using a registered password shall be considered the act of the account's Creator.
    3. Creators who have registered for the Service may delete their accounts and withdraw from using the Service at any time.
    4. StickerPop may reject the registration for Creator's account, suspend or delete a Creator's account, and/or terminate the agreement entered into between the Creator and StickerPop regarding the Service without giving prior notice to the Creator, if StickerPop believes that the Creator (in the case where the Creator is a business enterprise, its representatives, officers, employees, persons who substantially have the power to direct its management, agents or brokers) is or is likely to be one of the following:
      1. a terrorist organization, criminal organization or any other organization similar or analogous thereto, or a person or organization that makes a demand accompanied by the use or threat of force or arms, or that engages in any illegal or unjust acts similar or analogous thereto (hereinafter referred to as "Anti-Social Forces"), a member of or a quasi-member of an Anti-social Force, related or associated with an Anti-social Force, or a person or company that has a close relationship or association (including, but not limited to, the provision of funds or any other benefits) with any of the foregoing;
      2. any person or company that has harmed, or there is a possibility that such person or company may harm, the reputation of StickerPop;
      3. any person or company that has violated, or there is the possibility of a violation of, the Terms and Conditions, Separate Terms and Conditions, and any applicable laws and regulations;
      4. any person or company that StickerPop determines to have credit uncertainty, such as being unable to pay its debts as they become due, enters liquidation, bankruptcy, reorganization, or dissolution proceedings, or its creditors taking over its management;
      5. any person or company that has not used the Service for a certain period of time, or has beendetermined by StickerPop, under reasonable criterion, to make no use of the Service in the future;
      6. in addition to all (4.4.1) through (4.4.5) above, any person or company that StickerPop, under reasonable criterion, determines as inappropriate to execute the Service, including, but not limited to, mutual trust being lost between the Creator and StickerPop.
      7. StickerPop shall not be liable for any damages incurred by Creators in relation to StickerPop's actionunder this article.

    5. A Creator's rights to the Service expire when the Creator's account has been deleted irrespective of the reason. Creators should be aware that such an account cannot be reactivated even if the account was accidentally deleted by the Creator.
    6. Each account for the Service belongs solely to the account's Creator. Unless otherwise set forth herein, Creators shall not transfer (including by inheritance) or lend their accounts to any third party.
  5. Privacy
    1. StickerPop places its highest priority on the privacy of Creators.
    2. StickerPop uses the personal information obtained from Creators through the Service only for identification, contact, examination, payment, prevention of improper use, promotion of smooth use of the Service, improvement of the Service, creation of statistical data, and administrative work necessary for the Service. In addition, StickerPop may provide the personal information obtained from Creators through the Service to the third party, provided that (1) StickerPop believes the Creators have harmed, or there is a possibility that Creators may harm, the reputation of StickerPop, or (2) StickerPop believes that Creators have violated, or there is the possibility of a violation of, the Terms and Conditions, Separate Terms and Conditions, and any applicable laws and regulations, based on the claims from such third party.StickerPop follows the provisions of the StickerPop Privacy Policy regarding the handling of personal information.
    3. StickerPop exercises its utmost care and attention regarding security measures for the secure management of information received from Creators.
  6. Provision of the Service
    1. Creators shall, on their own responsibility and expense, prepare personal computers, mobile phone devices, communication devices, operating systems, data connections, and electricity necessary for their use of the Service.
    2. StickerPop reserves the right to limit a Creator's access to the Service, or part thereof, based on age, the status of identification and the registered information of the Creator, and any other conditions deemed necessary by StickerPop.
    3. StickerPop reserves the right to modify or cease, at its own discretion, the Service and related services in their entirety or partially, at any time without any prior notice to the Creators.
  7. Services of Business Partners
    1. The Service may include content or services provided by other business partners cooperating with StickerPop. In such case, the business partner providing such content or services bears all responsibility thereof. Use of such content or services may be subject to the terms and conditions or other regulations set forth by the business partners.
  8. Production and Use of Contents
    1. Subject to the terms and conditions of this Agreement, Creator hereby grants to StickerPop, and to all Affiliates of StickerPop, during the Term a license and right with either of the following terms (a) or (b) for Creator's Products submitted to the Service. As to which license terms apply depends on whether the Creator selects the "exclusive" or "non-exclusive" terms upon submitting the Products to StickerPop via the designated means provided by StickerPop.
      1. an exclusive, transferable, sublicensable right and license to use, edit, modify, truncate, aggregate, reproduce, distribute, prepare derivative works of, display, perform, and otherwise fully exploit the Stickers in connection with the manufacture, promotion, advertising, distribution, and sale of Stickers worldwide, including in domain names, including without limitation for promoting and redistributing part or all of the Stickers (and derivative works thereof) in any media formats and through any media channels (including, without limitation, third party websites and feeds and via our API). StickerPop may exercise any or all of its rights under this Agreement through one or more of its Affiliates.
      2. a non-exclusive, transferable, sublicensable right and license to use, edit, modify, truncate, aggregate, reproduce, distribute, prepare derivative works of, display, perform, and otherwise fully exploit the Stickers in connection with the manufacture, promotion, advertising, distribution, and sale of Stickers worldwide, including in domain names, including without limitation for promoting and redistributing part or all of the Stickers (and derivative works thereof) in any media formats and through any media channels (including, without limitation, third party websites and feeds and via our API). StickerPop may exercise any or all of its rights under this Agreement through one or more of its Affiliates.
    2. Creator also hereby does and shall grant each user of the Products a non-exclusive, perpetual license to use the Stickers in connection with the use of the Products, and to use, edit, modify, reproduce, distribute, prepare derivative works of, display and perform such Products.
    3. 8.2. Creators may submit the Products to StickerPop by the method designated by StickerPop for the review conducted by StickerPop for the distribution of the Products. StickerPop grants to Creators a non-transferable, non-sublicensable and non-exclusive license to use the Programs for the sole purpose of producing the Products within the Service. Except for the rights expressly granted to Creators herein, all rights in or relating to the Programs are the proprietary property of StickerPop.
    4. 8.3. StickerPop will review the Products provided by a Creator pursuant to Clause 8.2 above in accordance with theguidelines separately set forth by StickerPop and notify the review result to the Creator. If StickerPop determines in the review that the Products are appropriate, StickerPop may distribute the Products within the services operated by StickerPop and provide the Products to users of StickerPop Services.
    5. 8.3 StickerPop may distribute the Products from the date on which the Creators submitted the Products. StickerPop will suspend or terminate the distribution upon Creator's request made in a manner designated by StickerPop. StickerPop may partially or in whole restrict, suspend, or terminate the distribution of the Products without the prior consent of Creator.
    6. 8.4. Creators acknowledge that StickerPop users who have received the Products may continue the use thereof (including StickerPop itself using the Products to allow such use by StickerPop users) after the termination of the distribution of the Products or the contractual relationship between the Creator and StickerPop hereunder.
    7. 8.5. Creators acknowledge that StickerPop and its business partners may use the Products and/or messages posted by StickerPop users, with the consent of such users, during the term and after the termination of the contractual relationship between the Creator and StickerPop hereunder.
    8. 8.6. StickerPop may use the Products for advertising and promotion of services operated by StickerPop without the prior consent of Creators.
    9. 8.7. StickerPop may, at its own discretion, for example, at time of OS and/or StickerPop Services' updates, modify the Products for the purpose of optimizing the display and/or motions of the Products within StickerPop Services.
  9. Payments
    1. In accordance with the following provisions, StickerPop will pay to Creators a royalty (the "Royalty") calculated in accordance with either of the following formula (a) or (b) based on the Earnings of the Products. As to which payment terms apply depends on whether the Creator agrees to the "exclusive" or "non-exclusive" license terms upon submitting the Products to StickerPop via the designated means provided by StickerPop.
      Creator grants an exclusive right and license to the Products:
      A Royalty of thirty percent (30%) of the Earnings generated by the Creator's Products. The royalty shall apply only to those Products that are Actively Available in StickerPop's or StickerPop's Affiliates owned and operatedapplications or in a trackable messaging interface with which StickerPop integrates.
      Creator grants a non-exclusive right and license to the Products:
      A Royalty of twenty percent (20%) of the Earnings generated by the Creator's Products. The royalty shall apply only to those Products that are Actively Available in StickerPop's or StickerPop's Affiliates owned and operatedapplications or in a trackable messaging interface with which StickerPop integrates.
    2. When the balance of the Royalty exceeds $100 (Herein referred to as the "Minimum Payment Amount" the Creator will be eligible to join the payment Program designated by StickerPop and to receive transfer of the balance of the Royalty by the 15thof the calendar month when StickerPop actually receives such a payment, within approximately 45 days from the calendar month in which the earnings occurred. No interest shall accrue on any payment of the Royalty made to Creators in accordance with the schedules above.
    3. Any fees associated with transfer of the Royalty shall be borne by the Creator, and StickerPop may deduct such fees from the transferring Royalty. Unless otherwise set forth in a particular provision, the Amount of Share shall be calculated and transferred in USD, and any foreign exchange fees associated with transfer of the Royalty shall be borne by the Creator.
    4. Creators are deemed to have waived the right to receive the Royalty in the following cases:
      1. The Creator breaches the Terms and Conditions or Separate Terms and Conditions;
      2. The Creator's account is deleted;
      3. The Creator does not designate how to receive the Royalty within one year after receiving a notice from StickerPop directing the Creator to do so;
      4. The Creator does not receive the Royalty within one year after receiving a notice from StickerPop directing the Creator to do so;
      5. StickerPop has been unable to contact the Creator through the contact information registered by the Creator for one year or more;
      6. The total amount of the Royalty not yet received does not exceed the Minimum Payment Amount at termination of the Service by StickerPop.
  10. Restrictions
    Creators shall not engage in the following acts when using the Service.
    1. Acts that violate the law, court judgments, resolutions or orders, or legally binding administrative measures.
    2. Acts that may be detrimental to public order or customs.
    3. Acts that infringe intellectual property rights, such as copyrights, trademarks and patents, fame, privacy, and any other rights of StickerPop and/or a third party granted under law or contract.
    4. Acts that involve violent or sexual expressions; expressions that lead to discrimination by race, national origin, creed, sex, social status, family origin, etc.; expressions that induce or encourage suicide, self-injury behavior, or drug abuse; or anti-social expressions that include anti-social content and lead to the discomfort of others.
    5. Acts that lead to the misrepresentation of StickerPop and/or a third party, or intentionally spread false information.
    6. Acts that exchange the right to use the Products into cash, property or other economic benefits without authorization by StickerPop.
    7. Acts that use the Service for sales, marketing, advertising, soliciting or any other commercial purposes (except for those approved by StickerPop); use the Service for the purpose of sexual conduct or obscene acts; use the Service for the purpose of meeting a person for sexual encounters; use the Service for the purpose of harassments or libelous attacks; or use the Service for purposes other than the purposes intended by StickerPop.
    8. Acts that benefit or collaborate with anti-social groups.
    9. Acts that are related to religious activities or invitations to religious groups.
    10. Acts that illegally or improperly lead to the collection, disclosure, or provision of personal information, registered information, user history, etc. of another person.
    11. Acts that interfere with the servers and/or network systems of the Service; that abuse the Service by means of BOTs, cheat tools, or other technical measures; that deliberately use defects of the Service; that make unreasonable inquires and/or claims such as repeatedly asking the same question beyond the necessity; or that interfere with StickerPop's operation of the Service or Creators' use of the Service.
    12. Acts attempted to illegally or improperly manipulate ranking of the Products, within and outside the Services.
    13. Acts that aid or encourage any act described in Clauses to 10.1 to 10.12 above.
    14. Other acts that are deemed by StickerPop to be inappropriate.
  11. Responsibilities of Creators
    1. Creators shall use the Service on their own responsibility and at their expense and remain responsible for any acts and results thereof associated with their use of the Service, including, but not limited to, corresponding to any third party claims, demands, and/or lawsuits or the like at their own expense and responsibility. StickerPop's review, approval or selection of the Products will not relieve the Creators of any of responsibilities hereunder.
    2. StickerPop may take measures that it considers necessary and appropriate, if StickerPop believes that a Creator is using the service in a way which violates the Terms and Conditions. However, StickerPop shall not be responsible for correcting or preventing such violation.
    3. In the case where StickerPop has suffered any loss or damage or has been charged an expense (including but not limited to lawyer's fees) directly or indirectly (including but not limited to cases where StickerPop has been sued for damages by a third party) due to a Creator's use of the Service, the Creator shall immediately compensate StickerPop in accordance with StickerPop's request.
  12. Limitation of Liability
    1. StickerPop does not expressly or impliedly guarantee that the Service (including the Program) are free from any de facto or de jure defects (including but not limited to stability, reliability, accuracy, integrity, effectiveness, fitness for particular purposes, security-related faults, errors, bugs, or infringements of rights). StickerPop shall not be responsible for providing the Service to Creators without such defects.
    2. StickerPop shall not be liable for any damages incurred by Creators in relation to the use of the Service, including, but not limited to, any measures taken by StickerPop in accordance with Terms and Conditions and Specific Terms and Conditions.
    3. StickerPop shall not be liable for any indirect, special, incidental, consequential or punitive damages (including but not limited to such damages that StickerPop or Creators predicted or could have predicted) with respect to StickerPop's negligence (except for gross negligence), whether in contract, or tort or otherwise. The compensation for ordinary damages caused by StickerPop's negligence (except for gross negligence), whether in contract, or tort or otherwise, shall be limited to the total amount of StickerPop's revenue share received through the distribution of the Products in the particular calendar month in which such damages occurred.
  13. Independent Contractors
    1. The relationship between the parties is that of independent contractors. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture, or other form of joint enterprise, employment, or fiduciary relationship between the parties.
  14. Notification and Contact
    1. When notifying or contacting Creators regarding the Service, StickerPop may use a method that StickerPop considers appropriate, including posting on the website operated by StickerPop.
    2. To contact StickerPop regarding the Service, Creators shall use the customer inquiry form available on the website operated by StickerPop, contact support@stickerpop.co, or other means designated by StickerPop.
Last Updated: July 16th, 2018