Status: July 2021
1.1. The following General Terms and Conditions ("GTC") apply to all legal transactions between influence.vision GmbH, Neustiftgasse 94/B5, 1070 Vienna ("influence.vison", "we", "us") and the respective contractual partner ("user") with regard to the services provided by influence.vision.
1.2. Any general terms and conditions of the user shall not become part of the contract.
1.3. influence.vision is entitled to change these GTC at any time in its sole discretion. The amended GTC will be published on the website https://www.influencevision.com/agb and sent to registered users by e-mail. The changes become effective (i) for all users for future assignments and (ii) for existing assignments if the registered users do not object to them in writing within two weeks after receipt of the change notification. In case of an objection, influence.vision is entitled to terminate the contract with the registered user at the end of the current month. If influence.vision does not terminate the contract with the registered user, the old terms and conditions continue to apply.
2. SERVICES PROVIDED BY INFLUENCE.VISION
2.1. The main focus of influence.vision is the provision of services in the field of automated information technology. In particular, influence.vision provides various services in connection with influencer marketing and influencer campaigns and operates platforms for the implementation and handling of influencer marketing campaigns.
2.2. The services of influence.vision address influencers on the one hand and brands/agencies on the other hand (together "users"):
3. REGISTRATION AND ACCOUNT
3.1. The use of our services is possible only after prior registration. Registration is reserved exclusively for users of legal age and full legal capacity. In the course of registration, we create an individual user account for each user, which the user can keep up to date ("Account").
3.2. The users are obliged to keep their access data (e-mail address and password) chosen during registration secret and to protect them from unauthorised access by third parties. Users must immediately report any suspicion of misuse or unauthorized access to their account in writing to influence.vision. influence.vision is not liable for damages caused by misuse, loss or disclosure of access data by the user or third parties attributable to the user.
3.3. All information provided during registration and subsequent use of the account must be truthful. If the user's details change, they must be corrected immediately in the respective account.
3.4. influence.vision cannot and is not responsible for verifying the correctness and completeness of the information provided by the users during registration and use of the account. Furthermore, influence.vision cannot and is not responsible for verifying whether the user has the necessary licenses and (trade) authorizations for his activities.
4. CONTENT PROVIDED BY THE USER
4.1. Users have the opportunity to upload content, including text and images, or provide links on our platform and thereby make this content visible to other users ("User Content").
4.2. The respective user is solely responsible for ensuring that the user content made available by him complies with the applicable legal provisions, does not infringe the rights of third parties and is neither offensive nor inappropriate. influence.vision is neither responsible for the correctness nor the legality of the User Content made available by the user.
4.3. In addition, the user is responsible for having all necessary rights, authorizations, consents, licenses and permissions to the provided User Content in order to upload or share it on our platform and to grant influence.vision the usage rights according to point 7.1.
4.4. The user has to inform influence.vision immediately about any legal disputes, claims or measures of third parties in connection with the User Content in order to give influence.vision the possibility to delete or block the respective content.
4.5. influence.vision has no obligation to review, monitor or edit the User Content. If the User Content made available by the user violates these GTC, the applicable legal provisions or the rights of third parties, the user shall be solely responsible for the consequences resulting therefrom and shall indemnify and hold influence.vision harmless against all claims and demands of third parties (including court and attorney fees).
4.6. We reserve the right to delete, block, deny or restrict access to User Content provided by users without stating reasons, in particular in the event of a suspected breach of these GTC, the applicable statutory provisions or third-party rights.
5. OBLIGATIONS OF THE USER
5.1. The user is obliged to provide all information on our platforms truthfully and to the best of his knowledge and belief. In particular, the information provided by the user must not be false, misleading, deceptive or otherwise misleading.
5.2. The user himself is responsible for complying with the legal provisions applicable. In particular, the user is responsible for obtaining and maintaining the licenses and (trade) authorizations required for his activities. In addition, the user himself is responsible for complying with tax regulations.
5.3. The users are obliged to delete any inadmissible User Content immediately or to notify influence.vision in writing of any possible violation of the law so that we can remove such content immediately.
5.4. The users are obliged to use exclusively the platforms provided by influence.vision for interaction and communication with each other. In particular, it is prohibited that users circumvent the platforms or use the platforms solely to search for contacts andsubsequently communicate outside the platforms and enter into cooperations, after influence.vision was meritorious for procurement.
5.5. In the event that users circumvent or attempt to circumvent the obligation set forth in clause 5.4 (e.g. in order not to pay a procurement fee), each party shall be obligated to pay a penalty of EUR 20,000.00 to influence.vision, regardless of fault. influence.vision reserves the right to claim any further damages on top.
5.6. It is important that our platforms are used securely and in compliance with applicable laws and regulations. Therefore, it is particularly prohibited for users to use the platform ("use restrictions"):
5.7. The user indemnifies and holds influence.vision harmless from and against any claims, damages, liabilities, costs, losses and expenses resulting from (i) culpable violation of these GTC by the user, (ii) culpable violation of rights of third parties by the user and/or (iii) culpable damages for influence.vision or third parties by the User Content or use of the platforms..
6. BLOCKING AND DELETION OF ACCOUNTS
influence.vision reserves the right to block or delete accounts at its own discretion, to warn other users or to issue a warning to the respective user, especially if it can be assumed that
7. INTELLECTUAL PROPERTY RIGHTS AND GRANTING OF RIGHTS
7.1. By uploading or providing information and user content, the user grants influence.vision the non-exclusive, transferable, sublicensable, non-billable, worldwide, perpetual and revocable right to use, store, reproduce, publish and distribute the content provided by the user to the appropriate extent, in particular to display and illustrate the respective content on the platform.
7.2. In the event that the user deletes his account, details or User Content, the deleted information will be removed from our platforms within a reasonable period of time. However, due to the viral distribution of online content, deletion on our platforms does not affect the potential distribution to third parties. This applies in particular if the respective content has already been shared with others (by the user himself or by us), since the use of the contents by these third parties is beyond our sphere of influence.
7.3. Apart from the content provided by users, all the peculiar elements of our platforms, such as texts, images, illustrations, the design and structure of the platform and the contents of the database, are protected by copyright and intellectual property laws. These elements may not be reproduced, distributed, transmitted, made available, presented, performed, modified, translated or used in any other inadmissible manner without the written consent of influence.vision.
8. FEES AND TERMS OF PAYMENT
8.1. The fee to be paid by the user to influence.vision is agreed in detail with the user. Unless agreed otherwise, the current price list of influence.vision is applicable. If necessary and with explicit written agreement influence.vision provides its services for certain user groups free of charge until revoked.
8.2. Unless otherwise agreed in writing, influence.vision invoices are issued monthly in advance in electronic form. All invoices are due without deduction within 14 days of the invoice date. Payment is made by bank transfer to the bank account provided by influence.vision.
8.3. Users shall bear all costs and expenses associated with their payment, such as processing fees, exchange rates and bank charges. In addition, the users are obliged to comply with the applicable tax provisionsin their own sphere.
8.4. In case of default of payment, influence.vision is entitled to charge default interest at a rate of 9.2% p.a. as well as the dunning and collection costs necessary for the appropriate prosecution.
8.5. In case of default of payment, influence.vision is entitled to charge default interest at a rate of 9.2% p.a. as well as the dunning and collection costs necessary for the appropriate prosecution.
9.1. influence.vision makes its platforms available "as is", with the latest functionalities and with due care. However, it is not possible to completely avoid errors or interruptions in availability. influence.vision cannot guarantee the correctness, reliability, quality, suitability, security, completeness and timeliness of the platforms and their contents –also taking into account the risks connected with the use of the Internet. Nevertheless, we will endeavour to eliminate perceived or reported material errors appropriately.
9.2. influence.vision is not obliged to provide a specific IT infrastructure and therefore does not guarantee the uninterrupted availability of the platforms. Temporary disconnections may occur.
9.3. influence.vision reserves the right, at its own discretion, to carry out maintenance work on the platforms as required. This can lead to interruptions in availability. If possible, influence.vision will announce such maintenance windows to the users in advance.
10.1. influence.vision is not liable for damages caused by slight negligence. Also the compensation of indirect damages, consequential damages, not achieved savings, lost profit and damages from claims of third parties are excluded.
10.2. This exclusion of liability does not apply to grossly negligent or intentionally inflicted damages or for damage resulting from injury to life, body or health of people and for claims under the Product Liability Act.
10.3. The user must prove the existence of intent or gross negligence. Claims for damages become statute-barred within one year.
10.4. Furthermore, influence.vision is not liable for damages due to force majeure (e.g. strikes, war, natural disasters).
10.5. The use of any information or materials provided by our users on the Platform is entirely at your own risk. It is the responsibility of users to review the respective User Content of others and to ensure that it meets their expectations.
11. DATA PROTECTION
12. TERM AND TERMINATION
12.1. The user contract concluded between influence.vision and the respective user by way of registration is concluded for an indefinite period of time.
12.2. Users may terminate the user contract at any time in writing (by post or e-mail).
12.3. influence.vision is entitled to terminate the user contract with the respective user at the end of each month.
12.4. The possibility of an immediate termination for good cause remains unaffected by these provisions.
13. SPECIAL PROVISIONS FOR THE PROCUREMENT OF CONTRACTS BETWEEN INFLUENCERS AND BRANDS/AGENCIES
13.1. General information
13.1.1. influence.vision provides users with an "agency" platform at https://www.influencevision.com/. This platform makes it possible for brands/agencies on the one hand and influencers on the other to get in contact with each other and to agree on collaborations or advertising campaigns.
13.1.2. For the purpose of procurement, influence.vision presents the brands/agencies as well as the influencers and their User Content on the platform and offers them a communication channel as well as a tool for negotiating contracts including the associated conditions and a conflict management tool.
13.1.3. influence.vision acts as a mediator for the users and concludes an agency contract with the brands/agencies as well as with the influencers. The conclusion of the contract for the respective campaign then takes place directly between the respective brand/agency and the influencer, whereby the conditions are negotiated and agreed directly between these parties. influence.vision therefore accepts no liability for contracts concluded between the users, even if the respective contact has been established by influence.vision, as influence.vision is not a party of these contracts.
13.1.4. influence.vision therefore does not act as an agency itself and does not interfere with the contract negotiations and the content of the contract between influencers and brands/agencies. Rather, influence.vision merely promotes and enables the conclusion of contracts between brands/agencies and influencers.
13.1.5. influence.vision therefore acts as an agent both in the name and for the account of the influencers and in the name and for the account of the brands/agencies. influence.vision is therefore a commercial agent. The duration of the commercial agent's activity is linked to the existence of the contract of use and ends automatically with this.
13.1.6. influence.vision is a commercial agent for several influencers or brands/agencies and also concludes contracts for competing services for others during an ongoing business relationship. influence.vision continuously strives to mediate campaigns by presenting the influencers and brands/agencies on the platform. influence.vision does not owe further effort or even success.
13.2. influence.vision's activities as commercial agency and conclusion of contracts
13.2.1. influence.vision offers both influencers and brands/agencies the opportunity to present themselves on the platform and invite the other side to submit an offer to conclude a cooperation, subsequently negotiate the terms and conclude the contract via the platform.
13.2.2. To this end, brands/agencies first write the basics for the planned cooperation in a concrete "briefing" or invite influencers to make an offer for potential cooperation. The briefing must contain at least the following minimum content so that Influencer can subsequently make a binding creative offer:
13.2.3. Influencers then have the opportunity to make a concrete and binding offer including financial conditions ("creative offer"). influence.vision transmits these creative offers supplemented by further information on the specific influencer and his activities to the brands/agencies and, in addition to the fee offered by the respective influencer, indicates the commission of influence.vision. The brands/agencies can then accept the creative offers of the influencers directly via the platform, reject them or negotiate the conditions with the influencer.
13.2.4. All information, documents, notices, information and data, in particular business or trade secrets, exchanged between the Parties shall be mutually treated as strictly confidential and kept secret. Confidential information shall also include all analysis, data, studies and results as well as all documents, contracts and other information which are disclosed or otherwise become known between the Parties. In the event that Influencers violate this confidentiality obligation, they are obligated to pay a strict contractual penalty of EUR 20,000 to the Brands/Agencies. The brands/agencies reserve the right to claim damages in excess thereof.
13.2.5. With the acceptance of a creative offer by the brand/agency, the corresponding contract for the provision of services by the influencer is concluded directly between the influencer and the respective brand/agency. This entitles influence.vision to the commission agreed upon. If users try to circumvent the commission obligation, e.g. by moving the further coordination outside the platform, and if influence.vision was meritorious for the procurement, the consequences according to clause 5.5. shall apply
13.2.6. Both the influencer and the brand/agency are fully responsible for the selection of an appropriate counterparty. influence.vision has no influence whatsoever on the choice of either party and gives no assurance whatsoever as to the suitability of the chosen contractual partner. Any liability or responsibility of influence.vision is rejected.
13.2.7. In addition to the actual mediation activity, influence.vision prepares a report on the respective campaign after the influencer has provided his services and makes it available to the brand/agency via the platform.
13.3. Content of the contract, obligations and rights of the brands/agencies
13.3.1. influence.vision only acts as an intermediary and does not become a party to the contract between the brand/agency and the influencer. The specific content of the agreement between the brand/agency and the influencer is therefore determined and agreed exclusively by them. Any problems in the relationship between the brand/agency and the influencer have no effect on the commission claim of influence.vision and do not justify any other claims against influence.vision.
13.3.2. This also applies to the use of any content created by the influencer on behalf of the Brand/Agency (e.g. pictures or videos) and the intellectual property rights thereto. These contents may therefore only be reproduced, distributed, processed, made available or otherwise used by the brand/agency in accordance with the rights granted by the influencer.
13.3.3. The influencer or brand/agency in question is responsible for ensuring that the content created or published by the influencer complies with the applicable legal provisions. influence.vision has no influence on the details of the agreement between the influencer and the brand/agency and therefore cannot check the legal conformity of the content and is not responsible for it. influence.vision therefore assumes no liability for the content created and advertised by users, in particular not for compliance with any legal labeling obligations under the Media Act, the Unfair Competition Act, E-Commerce Act, Audiovisual Media Services Act and similar disclosure or advertising provisions. The user who also publishes the content is primarily responsible for this. Accordingly, the Influencer is obligated to correctly label his content as advertising.
13.3.4. influence.vision has no influence on the fulfilment of the contract between the brand/agency and the influencer. The commission claims of influence.vision therefore also exist in the event of disputes regarding the provision of services and in the event of any defective fulfilment of the contract, since influence.vision has completed its own services with the successful mediation of the contract.
13.3.5. The respective Influencer is also obligated to handle the cooperation professionally and to be on schedule. This includes, for example, careful handling of borrowed test goods, coordination with the brand/agency with regard to any drafts, content and reports, etc.
13.3.6. If the Influencer breaches the obligation under Clause 13.3.5, the Influencer shall be directly liable to the Brand/Agency for the damage incurred. In the event of a delay in performance by the Influencer, the Brands/Agencies shall also be entitled to reduce the agreed remuneration by 5% for each day commenced after the delay in performance. In addition, the Influencer shall indemnify and hold influence.vision harmless in the event that claims are asserted against the brands/agencies for this reason. influence.vision further reserves the right to block or delete the account of careless Influencers who violate this provision at its own discretion in accordance with item 6.
13.4. Payment conditions and payment processing
13.4.1. All payments between brands/agencies and influencers in connection with the contracts brokered via the platform are processed by influence.vision.
13.4.2. influence.vision receives a commission for each brokered contract between brand/agency and influencer from the respective brand/agency in the amount agreed upon and shown on the platform, including legal sales tax. The basis for calculating the commission to be paid by the respective brand/agency to influence.vision is the remuneration agreed between the brand/agency and the influencer for the mediated activity. The assessment basis therefore also includes any additional services agreed between the brand/agency and the influencer, regardless of how these are agreed (e.g. via the text field or the chat within the platform; other communication channels, e.g. via the Internet). These services are therefore also subject to the agreed commission. If no fee in euros is agreed between the Influencer and the brand/agency, but the effort is compensated by the gift of a test product, influence.vision shall be entitled to charge the brand/agency a flat fee for the procurement services.
13.4.3. The provision of services to the influencers is free of charge - until revoked.
13.4.4. The brand/agency pays influence.vision the fee agreed upon for the respective service plus the commission agreed with influence.vision. Unless otherwise agreed, payment must be made by influence.vision within 14 days of invoicing.
13.4.5. Upon influence.vision receives the payment made by the brand/agency, influence.vision shall forward the amount agreed between the brand/agency and the influencer to the bank account notified by the influencer. The transfer is usually made within 30 days of the invoice being issued by the influencer or the report being made available to the brand/agency (whichever comes later). It shall be clarified that influence.vision can only make the payment to the influencer when the corresponding amount has been received by influence.vision from the brand/agency.
13.4.6. In the event of any dispute between the brand/agency and the influencer about the proper provision of services, influence.vision may act as a conflict mediator at its own discretion. In this case influence.vision is entitled to withhold a reasonable amount from the payment to be made to the influencer in case additional expenses incur for influence.vision due to culpable conduct on the part of the influencer.
13.4.7. influence.vision's commission claim against the brand/agency remains valid even if the contract between the brand/agency and the influencer is not or not properly fulfilled due to circumstances for which influence.vision is not responsible.
14. SPECIAL PROVISIONS FOR MANAGED SERVICES
14.1. Upon request, influence.vision supports brands/agencies in the handling of campaigns and in the search for suitable influencers ("Managed Service"). influence.vision offers this Managed Service in addition to the mediation of contracts between brands/agencies and influencers. In this regard, influence.vision actsonly advisory and supportive and therefore does not owe a certain success.
14.2. The brand/agency is obliged to provide the cooperation required for the provision of the Managed Services by influence.vision in a timely manner and free of charge (e.g. to provide the necessary information or to approve or reject influence.vision's proposals within a reasonable period of time).
14.3. Unless otherwise agreed, the fee to be paid by the Brand/Agency for the Managed Services shall only be payable upon successful mediation of a contract with an influencer. In the event that the Brand/Agency interrupts the provision of Managed Services for reasons beyond influence.vision's control, influence.vision shall be entitled to reimbursement of the costs of the services actually provided in accordance with influence.vision's current price list.
14.4. Otherwise, the provisions of Clause 13 shall also apply mutatis mutandis to Managed Services.
15. SPECIAL PROVISIONS FOR SUPERBLOG
15.1. influence.vision provides influencers who run their own blog with a platform for aggregating blog entries under www.superblog.at Interested readers can use this platform to easily find blog posts on various topics.
15.2. If influencers link their own blog on the https://www.influencevision.com/ platform, their blog entries are also recorded in superblog and distributed via this platform. In the event that the influencer does not agree, he can object to this at any time in writing or by e-mail.
16. SPECIAL PROVISIONS FOR CONTENT REACH TECHNOLOGY
16.1. As a further service, influence.vision offers brands/agencies the opportunity to promote the reach of their content and campaigns across all media and thereby reach additional target groups. These Content Reach Services cover a wide range of content distribution services, from social media ads and advertorials to multimedia advertising and in-blog advertising in the blogs of cooperating influencers.
16.2. For the service provision it is required that Influencer gives his consent to release corresponding social media business partnerships (e.g. Facebook Business Partner) in order to be able to access the Influencer's content and to be able to promote it comprehensively.
16.3. The brand/agency is obliged to provide the necessary cooperation for the provision of the Content Reach Services by influence.vision in a timely manner and free of charge for influence.vision (e.g. provide the necessary content or coordinate the media channels to be played).
16.4. As regards in-blog advertising, the cooperating influencer is obliged to allow the inclusion of the content of the brand/agency in his blog, to keep the necessary technical infrastructure permanently available and to integrate the code required to display the advertising in his blog.
16.5. The fee to be paid by the brand/agency for the Content Reach Services is agreed in detail with influence.vision. If there is no separate agreement, the current price list. of influence.vision is applicable.
16.6. The fee to be paid by influence.vision to the respective cooperating influencer in connection with in-blog advertising is agreed in detail between influence.vision and the respective influencer
16.7. All intellectual property rights in Content Reach Technology itself remain with influence.vision. By providing content for Content Reach Services, the respective brand/agency grants influence.vision the non-exclusive, transferable, sublicensable, royalty-free, worldwide, perpetual and revocable right to use, store, reproduce, publish and distribute the content to the extent necessary to provide the Content Reach Services. The brand/agency is responsible for ensuring that it possesses all necessary rights, authorisations, consents, licences and authorisations to the content made available. It shall further indemnify influence.vision and hold it harmless in the event of claims by third parties.
17. SPECIAL PROVISIONS FOR AGENCY ACCOUNT USERS - INFLUENCER MANAGEMENT AGENCIES
17.1. Influence.vision offers influencer management agencies the possibility to create an agency account. This agency account is used to manage several influencer profiles and to be able to submit individual offers on the platform for each account.
17.2. Users of the Agency Account confirm that they are authorized to charge and act on behalf of the Influencer (e.g. submit offers).
17.3. Agency Account Users confirm that they own the exclusive or non-exclusive distribution rights for the respective Influencer Channels they represent.
17.4. Users of the Agency Account confirm to truthfully provide all relevant profile data of the Influencers.
17.5. influence.vision assumes no liability for contracts and agreements that the user of the Agency Account and the respective Influencer conclude with each other, even if the contact was established by influence.vision, since influence.vision is not a party to these contracts.
17.6. The influencer offers submitted via the agency account include all costs for both the influencer and the commission of the representing influencer management agency. These must be submitted in a total amount per social media channel in the offer. A subsequent additional indication of further costs on the part of the influencer management agency or the influencer is excluded.
17.7. influence.vision reserves the right to disconnect Influencer Profiles from an Agency Account,
18. FINAL PROVISIONS
18.1. Should any provision of these GTC be or become ineffective, invalid or unenforceable, this shall not affect the effectiveness, validity or enforceability of the remaining provisions. In this case, a provision that comes as close as possible to the economic result of this provision and that is not invalid, void or unenforceable shall be deemed to have been agreed.
18.2. These GTC and the legal relationship between the users and influence.vision are exclusively subject to Austrian law under exclusion of reference norms and the UN Sales Convention.
18.3. The exclusive jurisdiction for all disputes in connection with these GTC and the legal relationship between the users and influence.vision is agreed to be the exclusive jurisdiction of the competent court for the first district of Vienna.