By clicking on the box below you agree to the following:
Social Insomnia provides individuals, brands and companies with social media followings, the opportunity to make money off posts across all social media. Whereas Social Insomnia provides you, (“Client”), monetization services to assist in optimizing and monetizing its brand online through social media the following is agreed in full by Client:
- Social Insomnia has the non-exclusive right to repurpose content uploaded to the platform by Clients should Client opt to make their content “public” – thereby submitting their content for approval for usage in the library.
- Client gives Social Insomnia the right to hold non-customized URLs active regardless of activity on the URL – meaning Social Insomnia owns and controls without restriction, non-customized URLs on our platform.
- No minimum guarantees are made: Client understands that income is based on amount of posts, quality of posts, and following size and engagement and that Social Insomnia and all of it’s registered agents would in no way be able to make any guarantees as to income or profit to be generated through monetization through Social Insomnia.
- Social Insomnia’s computer and phone app based dashboards allow for transparency in reporting of click-throughs and ad profit – all data I presented in real time and shall serve as a sufficient presentation for forensic accounting.
Social Insomnia and Client’s obligations are expressly limited and defined as follows:
- Limitations of Social Insomnia: Social Insomnia is not responsible for any product delivery, merchant processing, or any other function aside from the usage by Client of the monetization page generated and managed by them or their assigned and approved agents. Social Insomnia does not monitor management of Client pages and does not accept any responsibility for misuse of pages by Client’s assigned agents or other.
- Payment: Social Insomnia is free to use for anyone, however a Client’s page must generate a minimum of $25.00(US) a month before income is shared with Client. Client will receive 60% of all revenue generated by their monetization page through third party ad partnerships on their page, and payment shall be net 60.
- Marketing: Social Insomnia is not responsible for marketing efforts of Client to boost profit, such as Facebook “Boosting”, Instagram “Promoting”, etc.
- Production costs: Social Insomnia is not responsible for Client’s expenses related to services such as production, editing, advertising, etc.
- Taxes and fees: Client shall pay all fees associated with their page including but not limited to taxes on income, URL renewal fees for customized pages, etc.
- Reporting: Client shall have open access to Social Insomnia’s back-end dashboard to track click-throughs, income, etc.
- No minimum guarantee: Social Insomnia does not guarantee any set income per page.
- Right to conduct business: Client represents and warrants that it, as well as its affiliates and subsidiaries, is duly authorized and licensed to conduct business in all jurisdictions in which it conducts business.
- Authorization to post content: Client represents and warrants that all persons or entities having access to the monetization page, are properly authorized and licensed to post respective content.
- Compliance with State and Federal Laws and Regulations: Client represents and warrants that it is aware of and conducts its business in accordance with all applicable state and federal laws and regulations. If Client becomes aware of any litigation, audit, or investigation concerning its Brand, products or services, practices, or procedures that may impact the Brand’s marketability, then Client is required to provide Social Insomnia written notice within 5 days setting forth in detail the nature of the litigation, audit, or investigation.
- Indemnity, Severability, and Limitation of Liability: To the fullest extent permitted by law, Client and its principals shall indemnify, defend, and hold harmless social Insomnia and its affiliates and subsidiaries, as well as any officers, directors, members, agents, and employees of social Insomnia and its affiliates and subsidiaries, from and against claims, damages, losses, and expenses, including but not limited to attorneys’ fees and other professional fees (e.g., consultant fees and accountant fees). This indemnification obligation applies to claims, damages, losses, and expenses that arise or are incurred at any time, including prior to litigation, during litigation, or after litigation. This indemnification obligation also applies to any claims, damages, losses, or expenses that arise from any regulatory inquiry or proceeding, formal or informal, which relates, directly or indirectly, to the Agreement. Under not circumstances shall Social Insomnia be liable for any consequential, special or exemplary damages, including lost profits, arising out Social Insomnia’s performance of this Agreement.
- Termination: At any time, and for any reason, Social Insomnia may discontinue the use of it’s platform to any Client, with a 30 day notice.
- Non-Circumvention: Client recognizes that Social Insomnia and its affiliates have proprietary relationships with publishers and affiliates. Client agrees not to circumvent these relationships or otherwise obtain, directly or indirectly, ad budgets or sponsorship, etc., from Social Insomnia’s advertisers.
- Non-Compete: Client further agrees not to reverse engineer or trace affiliate traffic to solicit affiliates or publishers directly. Client agrees not to contact the list of affiliates or publishers that Social Insomnia makes available to it. Failure to comply with this section may, without limiting or excluding other remedies that may be available (all such other remedies being expressly reserved), result in immediate termination of Client’s page and a minimum fine of $25,000.00 (US) per affiliate or publisher contacted. Both parties agree and acknowledge that if Client violates its obligations associated with this section, Social Insomnia will suffer irreparable injury that cannot be adequately compensated in monetary damages. As such, in the event of a violation of this section, the parties agree that Social Insomnia shall be entitled to: (i) ex parte injunctive relief without the requirement to post a bond; and (ii) any other remedies that Social Insomnia may be entitled to at law or in equity.
- Dispute Resolution: In the event of a dispute, the Parties shall adhere to the use of mediation and, if mediation is unsuccessful, arbitration. However, if one party refuses to attend mediation pursuant to this Agreement, then the other may elect to file a cause of action in federal or state court rather than seek arbitration. Mediation shall be conducted in Los Angeles, California according to the rules promulgated by the American Arbitration Association (“AAA”) in effect at the time a request for mediation is filed. Request for mediation pursuant to this paragraph shall be filed in writing with the other party to the Agreement and the AAA. The Parties shall share equally the mediator’s fee and any filing fees. The prevailing party in any dispute arising out of or relating to this Agreement or its breach that is resolved by a binding dispute resolution procedure (whether it be in arbitration or court) shall be entitled to recover from the other party reasonable attorneys’ fees, costs, and expenses incurred by the prevailing party in connection with the dispute resolution process set forth herein, including fees, costs, and expenses incurred in preparation for and related to dispute resolution, mediation, arbitration, or any other legal or equitable action.
This represents the entire agreement between the Parties with respect to the subject matter herein, superseding any previous oral or written communications, representations,
understandings or agreements between the Parties or any officer or representative thereof.
The Parties and their respective counsel have reviewed and negotiated this Agreement.
This Agreement will be binding upon and inure to the benefit of the Parties hereto, their respective heirs, executors, administrators, other legal representatives, successors and permitted assigns.
By clicking on the register button below, the parties agree to the terms of this Agreement effective as of the date registration.