Socialync Marketplace Terms

These Marketplace Terms apply when you use the Socialync creator marketplace, either as a Brand hiring creators or as a Creator taking paid work. In them, "Socialync", "we" and "us" mean Socialync LLC, and "you" means the account holder using the marketplace.

They are in addition to the Socialync Terms of Service, the Acceptable Use Policy and the Privacy Policy, all of which continue to apply. You accept these terms separately, when you set up a brand or creator profile, because they carry obligations that most Socialync users never encounter. Where they conflict with the general Terms of Service on a marketplace matter, these terms govern.

An "Engagement" is a deal between a Brand and a Creator arranged through the marketplace. The "Content Agreement" is the document generated at the point of hire and signed by both of them.

Socialync is a venue and a verification service. We publish job listings, let creators apply, generate the Content Agreement from the choices the parties made, verify that deliverables were actually published through connected accounts, report the performance statistics those platforms return, and provide the page a Brand pays a Creator on. What that page does, and what it does not do, is set out in section 5.

Socialync is not a party to any Content Agreement. Every Engagement is a contract directly between a Brand and a Creator. We are not an employer, an agent, a talent agency, a manager, a broker or a representative of either side. We do not negotiate for anyone, we do not select creators on a brand’s behalf, and we do not procure engagements for creators. Creators choose which listings to apply to, and brands choose which applications to accept.

Socialync is not a guarantor. We do not promise a Brand that a Creator will deliver, and we do not promise a Creator that a Brand will pay. We do not hold, transmit, insure or advance any payment between a Brand and a Creator.

Socialync does not give legal, tax or accounting advice. The Content Agreement is produced by software from your own answers. Nobody at Socialync reviews it for you or advises you on it. Each party should take its own advice before signing.

You must be 18 or older to use the marketplace, whichever side you are on. This is stricter than the general Socialync eligibility age, because an Engagement is a binding contract and a minor can walk away from one afterwards, which leaves the other party holding nothing.

If you set up a brand, you confirm you are authorised to enter contracts on behalf of the legal entity you name, and that the entity exists and is the one that will pay.

If you take work as a Creator, you confirm the connected accounts on your profile are yours, and that you act as an independent contractor of the Brand. You are not an employee, worker or contractor of Socialync, and nothing in the marketplace creates that relationship.

One account per person or entity. An account created to get around a suspension is not permitted, and neither is using someone else’s.

A published listing is an offer to hire on the terms it states. Applying, being offered a slot and signing forms the Content Agreement. It takes effect only once both parties have signed, and not before.

The version of the agreement snapshotted at the Creator’s signature is the one that governs that Engagement. Editing a listing afterwards does not reach back and change a deal already struck.

Socialync stores a copy of every agreement together with a SHA-256 fingerprint of its terms, taken at signature. If any copy of a document differs from the one we hold, the one we hold governs.

We generate the document. We do not review it, approve it, or represent that it suits your situation or is enforceable where you live.

Socialync provides an in-platform payment facility, built on Stripe Connect. A Creator who has completed Stripe’s onboarding holds their own Stripe account, and when a Brand pays that Creator through Socialync the charge is made directly to that account. The Creator is the merchant of record for it.

No payment between a Brand and a Creator is ever held by Socialync. It does not pass through a Socialync account, it is not held in trust or on account by us at any point on any rail, and we do not forward it. We cannot hold it back, release it, or pay a Creator on a Brand’s behalf, and we have no obligation to pay a Creator anything if a Brand does not.

Socialync takes no commission and no fee out of a payment from a Brand to a Creator. Not a percentage, not a flat charge, not a markup on the processing cost. We are paid by the Brand’s subscription to us, described in section 6, and by nothing else on the marketplace. Stripe’s own processing fee is deducted from the charge by Stripe and borne by the Creator as merchant of record.

The payment card a Brand adds when setting up a brand profile is verified with a zero-value authorisation. It is there to prove a real payment instrument behind a real identity. We may charge it for your Socialync subscription and for nothing else. We will never charge it, or any other stored instrument, for money you owe a Creator: no reminder, deadline, sweep or other automatic process in the marketplace ever results in us taking a payment for a Creator. Every such payment happens on a page where the Brand chooses the method and confirms the amount.

When a payment falls due is set by the Content Agreement the parties signed, normally a stated number of days after delivery is confirmed. Confirming delivery inside Socialync records that the required posts went live. It is evidence of delivery and it starts the clock the parties agreed to. It is not a payment instruction to us, and it does not make us responsible for the payment that falls due. While a payment is outstanding we email the Brand reminders carrying a link to the payment page. A reminder is a request, not a charge.

Above the amount stated on the payment page, currently one thousand US dollars, a payment is made by bank debit from a business bank account rather than by card. That is a rule about which method each side can safely carry on a payment that size, not a fee, and it changes only the method.

A chargeback, reversal or payment dispute on a payment to a Creator runs between the person who paid, the Creator’s Stripe account and Stripe, and is decided under the Stripe Connected Account Agreement. Socialync is not a party to it, does not decide it, does not fund it and does not indemnify either side against its outcome. A Creator who onboards to Stripe through Socialync enters that agreement with Stripe directly, and it is incorporated into these terms by reference as it applies to marketplace payments. Reversing a payment does not cancel, reduce or excuse anything owed under a Content Agreement.

Where the in-platform facility is not available for a deal, including where a Creator is outside the countries Stripe payouts are open to, the Brand pays the Creator directly and outside Socialync, exactly as the marketplace worked before the facility existed. Nothing here obliges us to offer the facility for any particular deal, in any particular country, or to keep offering it at all.

Non-payment by a Brand is an enforcement matter under section 11 and a contract claim against that Brand. It is not a claim against Socialync.

A marketplace subscription is what lets you publish listings and hire creators, up to the campaign and creator limits of the tier shown at checkout. It is billed in advance and renews automatically until you cancel. Once you have been charged, cancelling takes effect at the end of the period you have paid for.

Some plans begin with a period before the first charge, and its length is shown at checkout. During that period your card is saved and nothing is charged. If you cancel before it ends, your subscription ends immediately, nothing is charged, and listings you published come down. Before the marketplace opens to Creators, that period runs until the opening date shown at checkout, and your first charge is on that date. After the first charge, the rest of this section applies.

If you cancel or downgrade, Engagements you have already signed continue unaffected: those are contracts with Creators, not with us, and ending your subscription does not end them or excuse what you owe under them. What you lose is the ability to publish new listings or to exceed the limits of the lower tier.

Refunds follow the standard Socialync refund policy in the Terms of Service, which covers marketplace subscriptions on the same terms as any other plan. Subscriptions bought through the Apple App Store are refunded by Apple under Apple’s policy, not by us.

If you dispute a subscription charge with your card issuer or bank rather than asking us for a refund, we may suspend your marketplace access and unpublish your open listings while the dispute runs. A chargeback against Socialync does not cancel, void or excuse any Content Agreement you have signed. Money you owe a Creator is owed to the Creator, and reversing a payment to us does not reverse it.

We may change subscription pricing with at least 30 days notice. A change takes effect at your next renewal, never mid-period.

Where the in-platform facility applies to your deal, the Brand pays you by a charge made directly to your own Stripe account, and you are the merchant of record for it. Where it does not, the Brand pays you directly by whatever method the two of you agree. Either way Socialync is not a paymaster, never holds the money, and does not owe it to you. If a Brand does not pay, your claim is against that Brand under the agreement you both signed.

Completing Stripe’s onboarding is a condition of signing an agreement that pays through the facility. The Stripe account is yours, not ours: you hold the relationship with Stripe under the Stripe Connected Account Agreement, you see your own dashboard, Stripe’s processing fee comes out of each charge, and a dispute raised on one of your charges is handled on your account and counts on your record rather than on Socialync’s. We can pass on what Stripe tells us. We cannot overrule it.

You are an independent contractor of the Brand. Socialync does not withhold tax from anything you earn here and takes no cut of it. Where you are paid through your own Stripe account, Stripe collects your identity and tax information under your agreement with Stripe, and any information return arising from those charges is a matter between you and Stripe rather than a form we issue. Where a Brand pays you directly, off the platform, no form comes from either of us. What you earn is your income to declare, in your own country, at your own responsibility, and you should take your own advice on it.

Tell us if a Brand does not pay after delivery was confirmed. We record it, it shows on that Brand’s record where the next creator can see it, and repeat non-payment gets them removed from the marketplace. We say this plainly: we cannot compel a Brand to pay you, and we will not pay you ourselves.

Payment terms are set in the Content Agreement you signed, including how any view bonus or per-thousand-view rate is measured and when it is settled. Read that before you sign, because that document, not this one, decides what you are owed.

We verify that a deliverable exists: that a post is live on the connected account it was promised on, and we read its metrics from the platform’s own API. We do not audit those metrics, we cannot tell you a view came from a real person, and we do not judge whether the work is any good.

Platforms delay, restate and sometimes withhold their numbers, and they change what they report without notice. Where a payment term depends on a number, both parties agree to use the figure Socialync recorded at the measurement point named in their agreement. If we cannot obtain a figure at all, the parties settle it between themselves.

Automatic confirmation of delivery after the period stated in an agreement is a mechanism the two parties agreed to when they signed. It is a contractual deadline running, not a judgement by Socialync that the work was acceptable.

Track records shown on the marketplace, such as how many engagements a Creator completed on time or how often a Brand confirmed payment, are derived from what actually happened in the system. They are statements of record, not accusations, and we show them to the other side so people can decide who to work with.

Where Socialync publishes ratings written by users, both sides are invited to rate after every completed Engagement, and neither sees the other’s rating until both have submitted or the window closes. We invite everyone, not only the people we expect to be happy.

We do not remove a rating because its subject asks us to. We remove ratings that break the Acceptable Use Policy, and we keep a log of every removal.

You may not pay for, trade, or condition anything on a rating, and you may not rate your own accounts through another profile. Ratings are the opinion of the person who wrote them and are not statements by Socialync.

If you fall out with the other party, the two of you resolve it, in good faith, on the terms of the agreement you signed. Socialync does not arbitrate, adjudicate, mediate or take sides.

On request from either party to an Engagement we will provide our records of that Engagement: what was published, when, the agreement as signed and its fingerprint, and the verified statistics we hold. Providing those records does not make us a party, an expert or a witness for either side. We also respond to lawful requests from courts and authorities as described in the Privacy Policy.

To the fullest extent the law allows, you release Socialync and our officers, employees and agents from every claim, demand, loss, liability and expense of any kind, known or unknown, arising out of or in any way connected with an Engagement, a Content Agreement, a payment or non-payment under one, content produced or published under one, a product shipped under one, or any other dealing between a Brand and a Creator who found each other through Socialync.

If you are a California resident, you waive California Civil Code section 1542, which says: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."

This release covers disputes with the other party. It does not release a claim that Socialync itself failed to provide the service you paid us for.

Any of the following is grounds for us to remove listings, suspend marketplace access, or close the account: not paying after delivery was confirmed; not delivering after signing; asking a Creator to remove, obscure or weaken a required advertising disclosure; any arrangement where a Creator buys the product and waits to be reimbursed; fake, traded or incentivised ratings; presenting yourself as a brand you have no authority to represent; taking a deal off the platform to avoid fees once fees apply; and anything prohibited by the Acceptable Use Policy.

We may act on the evidence we hold without deciding who is right in an underlying dispute. Removing someone from the marketplace is a decision about whether we host them. It is not a ruling on their contract, and it neither settles nor affects what either party owes the other.

Enforcement outcomes may be recorded on the account and reflected in the track record shown to the other side.

You will defend, indemnify and hold harmless Socialync and our officers, employees and agents from any claim brought by a third party, and any resulting loss, liability, damages or reasonable legal costs, arising out of your use of the marketplace. This is in addition to, and does not replace, the indemnity in the Terms of Service.

For a Brand, that includes claims about the product, the claims you asked a Creator to make about it, the materials and trademarks you supplied, your non-payment, and your use of a Creator’s content beyond the licence you were granted.

For a Creator, that includes claims about the content you produced, anything included in it that was not yours to use, your failure to disclose a paid relationship as required, and your failure to deliver work you signed for.

The marketplace is provided as is. We do not promise that a Creator will be hired, that a Brand will find suitable creators, that anyone will earn anything, or that the marketplace will be available uninterrupted.

To the fullest extent the law allows, Socialync is not liable for indirect, incidental, special or consequential loss, or for lost profits, lost business, lost opportunity or lost data, arising out of the marketplace, however caused.

To the fullest extent the law allows, our total liability for all claims connected with the marketplace is limited to the marketplace subscription fees you paid us in the 12 months before the claim arose, or 100 US dollars if you paid us nothing in that period. Creators pay Socialync nothing to use the marketplace, so for a Creator that limit is 100 US dollars.

Nothing here excludes or limits liability that cannot lawfully be excluded or limited, including for fraud, and some jurisdictions do not allow certain exclusions, in which case the exclusion applies only as far as that jurisdiction permits.

These terms carry a version, shown at the top of this document. The current version is mkt-v3.

If we change them in a way that alters what you agreed to, we will ask you to accept the new version, and you will not be able to publish a listing or apply to one until you do. Content Agreements already signed keep their own terms and are unaffected by any change here.

The arbitration agreement and class action waiver in the Socialync Terms of Service apply to claims between you and Socialync arising from the marketplace. They do not apply between a Brand and a Creator: we are not a party to that relationship and do not purport to govern it. Their Content Agreement has its own governing law and dispute clause.

Governing law for these terms is the same as the Socialync Terms of Service.

If any part of these terms is held unenforceable, the rest stays in force. If we do not enforce something immediately, we have not given up the right to enforce it later.