Content Creator Terms

Kind Patches Limited

CONTENT CREATOR TERMS AND CONDITIONS

1. DEFINITIONS AND INTERPRETATION

1.1 In these Terms, the following words and expressions have the meanings set out below:

“Booking Form” any online or physical form, registration page, or similar document by which you register to attend or participate in an Event, which references or incorporates these Terms.

“Company” Kind Patches Limited, a company registered in England and Wales with registered number 15263256, whose registered office is at 4 Kitsbury Court, Kitsbury Terrace, Barkhamsted, HP4 3EL, United Kingdom.

“Content” all photographs, videos, audio recordings, livestreams, reels, short-form video, long-form video, written posts, articles, reviews, captions, stories, podcasts, and any other material or works of any kind whatsoever that you create, capture, record, produce, or publish in connection with an Event, whether during, before, or after the Event, and whether published on Social Media Platforms, websites, or any other medium.

“Event” any conference, seminar, workshop, networking event, brand activation, product launch, experiential event, press event, media day, or any other gathering or occasion organised, co-organised, or hosted by the Company and referenced in a Booking Form.

“Intellectual Property Rights” all patents, rights to inventions, copyright and related rights, moral rights, trade marks, trade names and domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs, rights in computer software, database rights, rights to preserve the confidentiality of information (including know-how and trade secrets), and any other intellectual property rights, in each case whether registered or unregistered, and including all applications (or rights to apply) for, and renewals or extensions of, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.

“Moral Rights” the rights conferred on authors of copyright works by Chapter IV of the Copyright, Designs and Patents Act 1988 (as amended), including the right to be identified as the author of a work (section 77), the right to object to derogatory treatment of a work (section 80), the right not to have a work falsely attributed to the creator (section 84), and the right to privacy of certain photographs and films (section 85), together with all equivalent or analogous rights under the laws of any jurisdiction.

“Social Media Platforms” any social media or user-generated content platform, including (without limitation) Instagram, TikTok, YouTube, Facebook, X (formerly Twitter), LinkedIn, Pinterest, Snapchat, Threads, Substack, and any successor or replacement platforms.

“Terms” these Content Creator Terms and Conditions, as amended from time to time in accordance with clause 17.

“You / Your” the individual or entity attending the Event as a content creator, influencer, journalist, photographer, videographer, or in any similar capacity.

1.2 In these Terms, unless the context otherwise requires: (a) references to a statute or statutory provision include any subordinate legislation made under it and any modification, re-enactment, or extension of it from time to time; (b) the singular includes the plural and vice versa; (c) a reference to “writing” includes email; (d) headings are for convenience only and shall not affect interpretation; and (e) “including” and “such as” shall be construed without limitation.

2. APPLICATION AND INCORPORATION

2.1 These Terms apply to and are incorporated into all Booking Forms and any other agreement or arrangement under which You attend or participate in an Event in a content creation capacity.

2.2 These Terms are published on the Company’s website as “Content Creator Terms” (“Website”). Where a Booking Form contains a hyperlink or reference to these Terms, those Terms are incorporated by reference into that Booking Form and form part of the binding agreement between You and the Company.

2.3 In the event of any conflict or inconsistency between a Booking Form and these Terms, the Booking Form shall prevail to the extent of the conflict, unless expressly stated otherwise.

2.4 These Terms shall apply to the exclusion of any terms and conditions that You may seek to impose, and any such terms are rejected.

2.5 Your attendance at an Event, or Your execution of a Booking Form constitutes Your acceptance of these Terms in full.

3. ATTENDANCE AND ACCREDITATION

3.1 Attendance at an Event is subject to the Company’s prior approval. The Company reserves the right to refuse or withdraw accreditation at its absolute discretion and without giving reasons.

3.2 You must comply with all venue rules, health and safety requirements, and any reasonable instructions given by the Company or its representatives at the Event.

3.3 Your accreditation to attend an Event is personal to You and may not be transferred, subcontracted, or assigned to any third party without the Company’s prior written consent.

3.4 If You wish to bring any additional photographers, videographers, or other personnel to assist with content creation at the Event, You must obtain the Company’s prior written approval. Any such personnel will be subject to these Terms and You are responsible for ensuring their compliance.

3.5 The Company may at any time, and without liability, require You to leave the Event if, in the Company’s reasonable opinion, you are in breach of these Terms or your conduct is inappropriate, disruptive, or likely to bring the Company into disrepute.

4. CONTENT CREATION

4.1 Subject to these Terms, You are permitted to create Content at the Event for publication on your Social Media Platforms and other channels.

4.2 You must not create Content that: 

4.2.1 is defamatory, obscene, discriminatory, offensive, or otherwise unlawful;

4.2.2 infringes the Intellectual Property Rights, privacy rights, or other legal rights of any third party;

4.2.3 portrays any individual attendee in a negative, embarrassing, or derogatory manner without their express consent;

4.2.4 discloses information that is confidential or embargoed (including information communicated to You as such by the Company or any speaker or exhibitor);

4.2.5 misrepresents the Company, its products, services, personnel, or the Event;

4.2.6 promotes a competitor of the Company without prior written consent; or

4.2.7 does not comply with all applicable advertising disclosure requirements, and any platform-specific disclosure policies, and that all material connections between You and the Company are clearly and conspicuously disclosed in a manner consistent with such guidance.

4.3 Where Your attendance at an Event constitutes a commercial arrangement (including where you have received payment, gifting, hospitality, or other benefit in exchange for creating and publishing Content), You must ensure that any Content you publish complies with all applicable advertising disclosure requirements including  requirements to clearly label commercial Content with “Ad”, “Gifted”, or such other disclosure as is required by applicable law and guidance.

4.4 The Company may issue guidelines or a Content brief prior to the Event, and You warrant that all Content You create and publish will comply with clause 4.2.

5. ASSIGNMENT OF INTELLECTUAL PROPERTY RIGHTS

5.1 You hereby irrevocably and unconditionally assign to the Company, by way of present assignment of present and future rights, with full title guarantee and free from all encumbrances, all Intellectual Property Rights in and to all Content (including all works created or arising in the creation of the Content), throughout the world, for the full period of copyright and all other Intellectual Property Rights protection, including all renewals and extensions, together with all rights of action and all other rights of whatever nature in and to the Content, whether now known or created in the future.

5.2 The assignment in clause 5.1 includes, without limitation:

5.2.1 the right to reproduce, copy, distribute, communicate, transmit, broadcast, display, perform, exhibit, make available, and use the Content in any form, format, medium, or technology, whether now known or hereafter invented;

5.2.2 the right to use the Content for any purpose whatsoever, including commercial, promotional, marketing, advertising, editorial, archival, and entertainment purposes;

5.2.3 the right to publish, post, upload, and share the Content on any platform, channel, website, Social Media Platform, application, or other medium, including platforms and technologies not yet in existence;

5.2.4 the right to edit, adapt, crop, modify, translate, create derivative works from, incorporate into other works, and otherwise alter the Content in any way the Company sees fit;

5.2.5 the right to sublicense all or any of the foregoing rights to any third party without restriction and without any obligation to account to you; and

5.2.6 the right to use, authorise others to use, and take action against infringement of all rights assigned under this clause.

5.3 The assignment in clause 5.1 is granted in perpetuity, across all territories, in all languages, in all media and formats, and for all purposes, without any obligation on the Company to seek Your further consent and without any additional payment being due to You beyond any fee expressly agreed in a Booking Form.

5.4 You agree to execute all such further documents and do all such further acts as the Company may reasonably require to give full effect to the assignment in this clause 5 and to vest and confirm in the Company the full benefit of the rights assigned hereunder.

5.5 To the extent that any Content is created jointly with another individual or entity (including any person who assists you at the Event), You warrant that you have the right to assign the full interest in such Content on behalf of all joint authors, or will procure that each joint author executes an equivalent assignment in favour of the Company.

5.6 To the extent that any element of Content cannot be assigned to the Company as a matter of law, You hereby grant to the Company an irrevocable, perpetual, worldwide, royalty-free, sub-licensable, transferable, and unconditional licence to use such element in the manner described in clause 5.2, on the same terms as if it had been assigned.

6. WAIVER OF MORAL RIGHTS

6.1 To the fullest extent permitted by applicable law, You irrevocably and unconditionally waive, in favour of the Company and any person authorised by the Company, all Moral Rights in and to all Content.

6.2 The waiver in clause 6.1 is: 

(a) given for the benefit of the Company and its successors, assigns, licensees, and any other person authorised by the Company to use the Content, and may not be revoked; and

(b) applies whether the Content is used in its original form or as edited, adapted, modified, combined with other works, or otherwise altered, and whether or not the Content is attributed to You.

6.4 You acknowledge that the Company may use the Content without identifying You as the creator, may attribute the Content to a third party, and may make such changes to the Content as it sees fit, and You irrevocably consent to all such acts.

7. LICENCE TO YOU

7.1 The Company grants You a non-exclusive, non-transferable, royalty-free licence to use any Content that you have created in connection with the Event for the purpose of personal portfolio use on Your own Social Media Platforms and website, subject to the following conditions:

7.1.1 You must not use such Content in any way that is inconsistent with clause 4.2;

7.1.2 You must not grant any sublicence in respect of such Content to any third party; and

7.1.3 the Company may withdraw this licence at any time on written notice to You.

8. REPRESENTATIONS AND WARRANTIES

8.1 You represent and warrant to the Company that:

8.1.1 You are the sole and original author of all Content, or you have obtained all necessary rights, licences, and consents to grant the assignment and licences set out in clause 5;

8.1.2 the Content does not and will not infringe the Intellectual Property Rights, privacy rights, data protection rights, or any other legal rights of any third party;

8.1.3 You have the full legal capacity, right, and authority to enter into and perform these Terms;

8.1.4 You are not subject to any agreement, obligation, or restriction that would prevent or restrict you from granting the rights set out in clause 5 or from attending and creating Content at the Event;

8.1.5 where the Content includes the image, likeness, or voice of any third party, You have obtained the express written consent of that third party (or their parent or guardian if under 18) to the assignment of rights set out in clause 5;

8.1.6 the Content does not contain any material that is defamatory, obscene, discriminatory, or unlawful; and

8.1.7 You hold and will maintain throughout the term of these Terms all insurances required by law and all other insurances appropriate for a professional content creator.

9. INDEMNITY

9.1 You shall indemnify, defend, and hold harmless the Company, its officers, directors, employees, agents, successors, and assigns (“Indemnified Parties”) from and against all claims, actions, proceedings, losses, damages, liabilities, costs, and expenses (including legal fees on a full indemnity basis) arising out of or in connection with:

9.1.1 any breach of Your representations, warranties, or obligations under these Terms;

9.1.2 any claim by a third party that the Content infringes that third party’s Intellectual Property Rights or other legal rights;

9.1.3 any claim by a third party arising from Your use of that third party’s image, likeness, or voice in any Content; or

9.1.4 any failure by You to comply with applicable advertising disclosure requirements.

10. CONFIDENTIALITY AND EMBARGOES

10.1 If, in connection with the Event, you receive information that is designated as confidential, communicated under an embargo, or that a reasonable person would recognise as confidential (“Confidential Information”), you must:

10.1.1 keep the Confidential Information strictly confidential;

10.1.2 not disclose the Confidential Information to any third party without the Company’s prior written consent; and

10.1.3 not publish any Content that discloses or references the Confidential Information before the embargo date or such time as the Company confirms the information may be published.

10.2 The obligations in clause 10.1 do not apply to information that: (a) is or becomes publicly available through no fault of Yours; (b) was known to You before receipt from the Company; or (c) is required to be disclosed by law or court order, provided You give the Company prior written notice to the extent permitted by law.

11. DATA PROTECTION AND PRIVACY

11.1 Each party shall comply with all applicable data protection legislation.

11.2 Where You capture or publish Content that includes images, likeness, or personal data of other Event attendees, speakers, or personnel, You are acting as a controller in respect of that personal data and are responsible for ensuring that Your collection and use of such personal data complies with all applicable data protection legislation.

11.3 The Company’s Privacy Notice, available at www.kindpatches.com, sets out how the Company processes your personal data in connection with the Event.

11.4 You consent to the Company processing your name, social media handles, profile images, and publicly available Content for the purposes of promoting the Event and the Company’s activities.

12. PAYMENT AND FEES

12.1 Unless expressly agreed in a Booking Form, no fee, payment, royalty, or other remuneration is payable by the Company to you in respect of Your attendance at the Event or the Company’s use of the Content pursuant to these Terms.

12.2 Where a fee is agreed in a Booking Form, that fee is the entire and exclusive consideration for the rights granted and obligations assumed under these Terms. No additional fees, royalties, residuals, or other payments will be due in respect of any use of the Content, including use in perpetuity or on additional platforms.

12.3 Any fee payable under a Booking Form shall be invoiced and paid in accordance with the payment terms set out in that Booking Form.

13. LIMITATION OF LIABILITY

13.1 Nothing in these Terms limits or excludes either party’s liability for: (a) death or personal injury caused by its negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot be limited or excluded by law.

13.2 Subject to clause 13.1, the Company’s total aggregate liability to you under or in connection with these Terms, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the greater of: (a) the total fees paid by the Company to you under the relevant Statement of Work in the twelve months immediately preceding the claim; and (b) one hundred pounds (£100).

13.3 Subject to clause 13.1, the Company shall not be liable to You for any loss of profits, loss of revenue, loss of opportunity, loss of goodwill, loss of data, or any indirect or consequential loss, whether arising in contract, tort, breach of statutory duty, or otherwise.

13.4 You acknowledge that the Company is entering into these Terms in reliance on the limitations and exclusions of liability set out in this clause 13, and that they are fair and reasonable.

14. TERMINATION

14.1 The Company may terminate these Terms and/or your accreditation to attend an Event immediately on written notice if You:

14.1.1 commit a material breach of these Terms and (where the breach is capable of remedy) fail to remedy it within five business days of written notice;

14.1.2 become insolvent, enter into administration, or make any arrangement with your creditors; or

14.1.3 engage in conduct that the Company reasonably considers to be harmful to its reputation.

14.2 Termination of these Terms shall not affect any rights or obligations that have accrued prior to termination.

14.3 Clauses 5 (Intellectual Property Rights), 6 (Moral Rights), 8 (Representations and Warranties), 9 (Indemnity), 10 (Confidentiality), 13 (Limitation of Liability), 15 (General), and 16 (Governing Law) shall survive termination of these Terms.

15. GENERAL

15.1 These Terms, together with any applicable Booking Form, constitute the entire agreement between you and the Company in respect of its subject matter and supersede all prior representations, agreements, and understandings.

15.2 A failure or delay by the Company to exercise any right or remedy under these Terms does not constitute a waiver of that right or remedy.

15.3 If any provision of these Terms is found to be invalid, illegal, or unenforceable, it shall be modified to the minimum extent necessary to make it valid, legal, and enforceable. If modification is not possible, the provision shall be deleted, which deletion shall not affect the remaining provisions of these Terms.

15.4 The Company may update these Terms at any time by publishing a revised version on the Website. The version of these Terms in force at the date of your Booking Form (or, in the absence of a Booking Form, at the date of the Event) shall apply to your attendance at that Event.

15.5 The Company may assign or transfer its rights and obligations under these Terms to any affiliate, successor, or purchaser of its business or assets. You may not assign or transfer your rights or obligations without the Company’s prior written consent.

15.6 No person other than a party to these Terms shall have any right to enforce any of its terms under the Contracts (Rights of Third Parties) Act 1999, save that the Indemnified Parties referred to in clause 9 may enforce the benefit of clause 9.

15.7 The Company shall not be liable for any failure or delay in performing its obligations under these Terms that results from any event beyond its reasonable control.

15.8 Any notice required to be given under these Terms shall be in writing and delivered to the relevant party’s registered office or email address as notified in a Booking Form or (for the Company) as set out below.

16. GOVERNING LAW AND JURISDICTION

16.1 These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of England and Wales.

16.2 Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or their subject matter or formation (including non-contractual disputes or claims).

17. CONTACT

17.1 If you have any questions about these Terms, please contact the Company at:

Kind Patches Limited, 4 Kitsbury Court, Kitsbury Terrace, Barkhamsted, HP4 3EL, United Kingdom

Email: legal@kindpatches.com

Website: www.kindpatches.com