Terms of Service

Effective effective date

1. Who we are

Berryverse is a service of Berry Technologies, Inc., a Delaware corporation ("we", "us"). The service lets brands ("Brands") and content creators ("Creators") find each other, agree standard deals for content, and pay and get paid. When you use the service, you agree to these Terms, the Acceptable Use Policy, the Copyright and Takedown Policy and the Privacy Policy. Creators also agree to the Creator Payment Agent Terms.

2. Who can use the service

1. 1You must be 18 or older.
2. 2You must be in the United States, and you must not be on a sanctions list or owned by someone who is.
3. 3A Brand must be a business. A Creator can be a person or a business.
4. 4If you use the service for a business, you confirm that you can bind that business.

3. Your account

1. 1One person, one account. Do not share your sign in.
2. 2Give true and current information, and keep it up to date.
3. 3You must sign in again shortly before you sign a deal, approve a delivery or make a payment.
4. 4A Brand's owner controls who can act for the Brand, including team members and Brand Managers. A Brand Manager acts only within the written authority that the Brand's owner gives it, and the Brand's owner can end that authority at any time.
5. 5You are responsible for all activity in your account. Tell us at once at support email if you think someone else used it.

4. Our role

1. 1We run the marketplace and the deal tools. We are not a party to the deals between Brands and Creators.
2. 2A licensed payment provider holds and moves all deal money. We receive payments only as each Creator's limited payment agent, under the Creator Payment Agent Terms. We do not offer escrow, and we do not lend money.
3. 3Payment processing services for Creators on Berryverse are provided by payment provider and are subject to the payment provider agreement. By agreeing to these Terms or continuing to operate as a Creator, you agree to be bound by that agreement, as it may be modified by the payment provider from time to time. As a condition of Berryverse enabling payment processing services through payment provider, you agree to provide us accurate and complete information about you and your business, and you authorize us to share it and transaction information related to your use of those services with payment provider. The payment provider verifies identity and handles payouts and tax forms.
4. 4We do not direct how or when a Creator does the work. Each deal is a separate project between independent parties.

5. Deals

1. 1Every deal uses the Standard Deal Terms and the Deal Summary that both parties sign in the service. If these Terms and a signed deal disagree about that deal, the signed deal controls.
2. 2A Brand funds a deal before work starts. Money moves only when the deal's events occur, such as acceptance, rejection, or the end of a timer.
3. 3A signed deal never changes. A change is a new version that both parties sign.

6. Rules before a deal

1. 1No unpaid custom work outside a funded Bounty. A brief or an application must not ask for new custom work. The one exception is a Bounty (section 6A), where the Brand funds every winning place before anyone starts, and a Creator who is not selected keeps all rights.
2. 2Samples stay with the Creator. A Brand can view a Creator's samples only to choose a Creator. A Brand must not use, copy, download, record or edit samples, put them into an AI tool, or give them to anyone as a reference to imitate.
3. 3Briefs are confidential. A Creator who sees a non public brief must keep it confidential and use it only to decide whether to apply.
4. 4Fair selection. A Brand can choose Creators for any lawful reason, but never by a trait that the law protects.

6A. Bounties

1. 1Posting. A Brand posts a Bounty with its terms: the bounty amount for each winning place, the number of places, the video requirements, the reference links, the Submission deadline and the Selection Window. The Brand funds every place before the Bounty goes live.
2. 2Reference links. A Brand confirms that it may share every reference it links. A Creator uses references only to make Submissions to that Bounty.
3. 3Submitting. A Creator can submit any number of times before the deadline. By submitting, the Creator accepts the Bounty terms for that Submission and confirms that it may use every material it used. Only selected Submissions are paid, and a Creator pays its own costs.
4. 4Checks and previews. Each Submission must pass our technical checks before the Brand can see it. The Brand sees only a watermarked, lower resolution preview. The Creator submitted full quality.
5. 5Selecting. When the Brand selects a Submission, the Creator is paid the bounty amount, and the rights pass to the Brand on payment as the Bounty terms state. If the Creator has not connected payouts yet, we hold the payment for the Creator until it does, and we remind it every 30 days; the rights still pass. The Brand then gets the original files.
6. 6Not selected. A Creator who is not selected is not paid and keeps all rights. The Brand must not use, copy, download, record, adapt or imitate a Submission it did not select and pay for, or put it into an AI tool. If the Brand uses a Submission commercially, that counts as selecting it, and the Brand pays for it.
7. 7Unfilled places. Places that the Brand does not fill by the end of the Selection Window are refunded to the Brand with their fee.
8. 8Award record. Each Bounty shows how many of the Brand's past Bounties were awarded. We review Brands whose Bounties often end without a winner, and we can limit their posting.
9. 9No self dealing. A Brand's members and managers cannot submit to its Bounties. We review a payout before it goes out if the winner shares payment, bank or device details with the Brand.
10. 10Watermarks. Each preview carries a watermark that shows the viewing account and the time.

7. Fees

1. 1When money goes back to a Brand, the matching part of the platform fee goes back too.
2. 2We announce a fee change at least 30 days before it starts. A change applies only to deals signed after it starts.
3. 3Each party pays its own taxes.

8. Payments, holds and limits

1. 1Each account has limits on the size of each deal. Limits rise automatically as an account completes deals without problems.
2. 2We can hold money in a deal when a payment may reverse, when a dispute is open, or when the law requires it. Each hold shows its reason, amount and expected release date.
3. 3If a Brand reverses a payment after a Creator was paid, the Brand owes that amount, and we can charge the Brand's stored payment method under the deal's terms.
4. 4We never take money from a user's bank account without a signed instruction. Reductions come only from money held in the same deal or from later payments in the same deal.

8A. Generation Service

1. 1When a Brand chooses brand funded credits for a deal, the Brand buys our Generation Service: AI generation that the Creator in that deal runs through our studio, up to a cap.
2. 2The Brand pays for it in advance, with our Brand fee and any sales tax. This is a purchase from us. It is not money held for the Creator, and the Creator Payment Agent Terms do not apply to it.
3. 3We buy the generation from AI providers in our own name. Their usage rules apply to what is generated, and our Acceptable Use Policy applies to every prompt and reference.
4. 4We check the estimated cost of each generation before we run it, and we stop at the cap. If we run over the cap, we bear the difference.
5. 5When the deal's access ends, we refund the unused part of the prepayment, with its fee and its tax.
6. 6What the studio makes is not a delivery and gives the Brand no rights. The Brand gets rights only in delivered work, under the deal. We keep the outputs to check use, settle disputes and answer reports.
7. 7A Creator who cancels a deal owes back the generation it used for that deal, as the deal states.

9. Content

1. 1You keep your rights in your content, except the rights that a signed deal gives to the other party.
2. 2You give us a licence to host, process, show and send your content only to provide the service to you and to the other party in your deal. We do not use your content for our own marketing without your consent, and we never use it to train AI models.
3. 3Content can be made with AI tools, with a camera, or with both. You must follow the AI rules in the Acceptable Use Policy and in your deal, including the rules on disclosure and content credentials.

10. Off platform deals

For 12 months after a Brand and a Creator first connect on the service, they must make paid work deals with each other through the service. If they make a paid work deal outside the service in that period, the party that pays owes us a conversion fee of 15 percent of the amounts paid outside the service, with a minimum of $2,500.

11. Ratings

1. 1Ratings come only from closed deals. Both ratings are revealed at the same time.
2. 2We never hide, delay or rank down a rating because it is negative. We remove a rating only under this section, for example if it contains illegal content, personal data or harassment, and we tell both parties the reason.
3. 3Each party can post one public reply to a rating about it.

12. Holds, suspensions and appeals

1. 1We can hide content, hold money, limit an account or suspend an account to protect users, to follow the law, or when these Terms are broken.
2. 2For urgent safety and legal matters, we act at once and review the action after. These first steps can be undone, and they never move money on their own.
3. 3Each action has a stated reason. You can appeal at support email, and a person decides each appeal within 5 business days.

13. Disputes

1. 1Between a Brand and a Creator about a deal: the deal's dispute clause applies.
2. 2Informal resolution first. Before either party starts an arbitration against the other, it sends a written notice that describes its own claim and the relief it wants, signed by that party personally, to legal email or to the email on the user's account. The parties then try for 60 days to resolve the claim. Time limits for the claim pause during those 60 days.
3. 3Arbitration. If the claim is not resolved, it goes to binding arbitration under the American Arbitration Association Commercial Arbitration Rules and its rules for mass arbitrations, before one arbitrator, seated in New York County, New York. The Federal Arbitration Act governs this section. The arbitrator decides all questions about the scope and enforceability of this section, except the class waiver in item 5, which a court decides.
4. 4Small claims. Either party can bring a claim that qualifies in small claims court instead.
5. 5Individual claims only. You and we will not bring or join class, collective or representative claims. If 25 or more similar claims are filed, the AAA mass arbitration procedures apply.
6. 6No jury. To the extent the law allows, you and we waive any right to a jury trial.
7. 7Time to bring a claim. To the extent the law allows, a claim must start within 1 year after it arises, plus any time paused under item 2.
8. 8Your right to opt out. You can opt out of arbitration of disputes with us within 30 days after you first accept these Terms, by an email to legal email with your name and account email. Opting out does not change any other part of these Terms, and it does not change the dispute clause of any deal you sign, which applies to disputes between you and the other party to that deal.
9. 9Changes. A change to this section never applies to a claim that a party has already noticed under item 2 or started before the change.

14. Disclaimers and limits

1. 1We provide the service as it is and as available. We do not promise that it will be free of errors or interruptions.
2. 2We are not responsible for the work, the content or the conduct of Brands and Creators.
3. 3Our total liability to you for all claims about the service is limited to the fees you paid us in the 12 months before the claim, or $100, whichever is more.
4. 4Neither party is liable for indirect, special or lost profit damages.
5. 5Items 3 and 4 do not limit our duty to pay out or refund money held for you under your deals, and do not apply to fraud, gross negligence or willful misconduct.
6. 6Nothing in these Terms limits liability that the law does not allow us to limit.

15. Changes and the end of the service

1. 1We tell you at least 30 days before a material change to these Terms takes effect. Deals already signed keep their terms.
2. 2If we stop the service, we give at least 30 days of notice where we can. We stop new deals, finish or refund each open deal under its terms through the payment provider, pay Performance Payments up to the stop date, and give each party a copy of its agreements, records and files.

16. Closing your account

You can close your account after your open deals close and your money settles. We can close an account under section 12. Records stay for the times in the Privacy Policy.

17. Law and notices

1. 1New York law governs these Terms, without its conflict of law rules.
2. 2Electronic records. You agree that we can give you agreements, notices, receipts and other records electronically, in the service and by email, and that you sign deals electronically. Your consent covers every record about your account and your deals. You need a supported web browser and an email address to receive and keep these records. You can download each record, or ask for a paper copy at no charge at support email. You can withdraw this consent by closing your account. Withdrawal does not affect records already given or deals already signed. Tell us if your email address changes.
3. 3These Terms are in English. A translation is for convenience only.
4. 4Notices to us go to legal email and 25 Kent Ave, Lobby, Suite 401, Brooklyn, NY 11249.