Effective Date: 2022/11/22
This Creator Agreement is a contract between Supercast Podcast Corp. (“we” and “us”) and anyone making podcasts available for consumption using our services and products, including our web-based podcast publishing platform and related documentation (such products and services, collectively, “Supercast”). Anyone using Supercast in this way is a “Creator” and must establish a Creator account.
If you’re entering into this agreement on behalf of a party other than yourself individually, you must be authorized to do so (in which case, the references to “you” and “your” throughout this document refer to such party). If you are not of legal age (18 years old in the United States, for example), you may not enter into this agreement on behalf of yourself or any other party, but your parent or guardian may enter into it on your behalf individually. If you do not agree to any term in this agreement, you may not use Supercast as a Creator.
Use of Supercast
Subject to your continued compliance with this agreement, during the term your account is active, you may use Supercast as a Creator.
Any podcasts and other content you post, upload, share, store, or otherwise provide to us (the “Content”) remains yours or your licensors, as applicable. However, you hereby grant us a limited license to your Content in order for us to provide and allow you to use Supercast, and (should we choose to do so in our sole discretion) to promote your Content or try to help you be successful on Supercast. You are solely responsible for your Content, including making sure it complies with our Code of Conduct.
You agree to pay the fees set by us for your use of Supercast as a Creator on the terms and conditions we establish. Unless otherwise established or agreed by us in writing, (a) fees for all-in plans will be collected automatically from your subscriber payments, and (b) fees for Custom plans are due and payable monthly and will be automatically charged. If a charge is declined, use of Supercast may be suspended in our sole discretion.
All-In v. Custom Plans
Our relationship with you and your subscribers differs depending on whether you are on our standard “All-In Plan” or a “Custom Plan”. Unless we have negotiated and agreed otherwise in writing, all Creators are automatically on the All-In Plan. The differences between the two are described in the following chart:All-in Plan Custom Plan Overview Full service including landing page, payments, private feed hosting and account management. Private feed hosting only. Landing page hosted by Supercast Creator Payment processed by Supercast integrated 3rd party payment processors (e.g. Stripe) Creator Subscriber account management Supercast Creator Private feed hosting Supercast Supercast Supercast fee payments Automatically collected with each individual payment transaction, in addition to 3rd party payment processing fees. Invoiced monthly in arrears based on “Connected Users” who have connected to one or more feeds.
Relationships with Subscribers
- Sole Responsibility: In owning the relationship with your subscribers, you agree that you are solely responsible for (and that we have no responsibility to you or to any third party for) any podcasts you distribute through Supercast and for the consequences of your actions by doing so. Our actions under this Agreement are solely to provide a platform to help you facilitate distribution.
- Changing Publishing or Deleting a Podcast: If you choose to change your publishing schedule or delete your podcast before the end of a paid subscription term of a subscriber, any and all obligations – including any refund obligations for the remaining portion of the subscription term – are solely your responsibility. We are under no obligation to issue any refunds to you or your Subscribers and we are entitled to keep any and all portions of any fees you have paid Supercast. You agree not to require a minimum subscription term; users must be permitted to cancel at any time.
- Disputes: If there is a dispute between you and a subscriber about payments or any other issue, you agree we are under no obligation to become involved and that we will not be held liable for any such dispute.
- Support: You shall provide to us a current email address to which we may direct inquiries from Subscribers regarding your newsletters.
Code of Conduct
You agree to abide by our Code of Conduct, including the restrictions on use of Supercast therein.
You agree that you shall bear and be responsible for any and all applicable federal, state, local, and foreign taxes, duties, tariffs, levies, withholdings, and similar assessments (including without limitation, sales, use, and value added taxes) related to your use of Supercast.
With respect to any personal information you receive from us, you agree:
- not to use retain, or disclose such information for any purpose other than performing your obligations under this agreement or as required by law; andprocess, store and use such information securely and only for as long as it is needed.
- If you provide any personal information to us, you promise that it has been obtained lawfully and that you have obtained all necessary consents required to permit us to fulfill our obligations under this agreement.
Unless otherwise agreed in a writing signed by one of our authorized officers, either we or you may terminate this agreement and your access to Supercast at any time for any reason. Upon such termination, your right to use Supercast will immediately cease.
We may also terminate this agreement or terminate, suspend, or restrict your access to or use of Supercast at any time, for any reason. Reasons that may lead to us terminating or restricting access to include a breach of any of this agreement, offensive or unacceptable behavior, objectionable material, or any other actions in violation of guidelines we specify. Content may also be removed at any time in our discretion.
Provisions which by their nature survive termination (including Privacy, Indemnification, Limitations on Liability, DISCLAIMER, Governing Law, Arbitration and General) survive the termination of your account and/or this agreement.
To the maximum extent permitted by applicable law, you agree to indemnify and hold us and our affiliates, and our and their respective shareholders, members, managers, directors, owners, officers, agents, employees, and partners harmless from and against any and all claims, liabilities, damages, losses and expenses (including reasonable attorneys’ fees) arising from or related to (a) your use of Supercast or any other party’s use of Supercast through your account, (b) your breach of this agreement, or (c) or your violation of any law or regulation.
Limitations on Liability
To the maximum extent permitted by applicable law, under no circumstances and under no legal theory shall we or our affiliates, personnel, licensors or suppliers be liable to you or to any other person for: (a) any indirect, special, incidental, or consequential damages; or (b) any amount, in the aggregate, in excess of the greater of (i) $1,000 or (ii) the amounts paid by you to us in in the twelve-month period preceding the action.
Supercast is provided AS-IS and AS-AVAILABLE. We disclaim all warranties, including the warranties of merchantability, fitness for a particular purpose, non-infringement, or any warranty that the use of Supercast will be uninterrupted or error-free.
Changes to this Agreement
We reserve the right to change this agreement at any time. However, if we do so, we will bring it to your attention by placing a notice on the Supercast website, by sending you an email, or by some other means reasonably designed to reach you promptly. If you don’t agree with modified agreement, you are free to reject, but that means you will no longer be able to use Supercast. If you use Supercast after your receipt of notice regarding the change, that means you agree to the changes. Except for changes by us as described here, no other amendment or modification of this agreement will be effective unless in writing and signed by both you and us.
This agreement is governed by British Columbia law.
Any dispute arising from or relating to the subject matter of this agreement shall be resolved by binding arbitration in Vancouver, British Columbia, before a single arbitrator, in accordance with the rules of the Canadian Arbitration Association (“CAA”). Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for preliminary or emergency injunctive or other equitable relief pending a final decision by the arbitrator. The parties consent to exclusive jurisdiction and venue in the courts located in Vancouver, British Columbia. The prevailing party in any action or proceeding arising out of this agreement will be entitled to an award of costs and attorneys’ fees. To the fullest extent permitted by law, the arbitrator has no authority to consolidate arbitration matters or conduct class action proceedings.
Unless we have executed another agreement with you regarding the subject matter hereof, this agreement is the complete and exclusive statement of the mutual understanding between you and us, and it supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this agreement. If any provision of this agreement is found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that this agreement shall otherwise remain in full force and effect and enforceable.
You may not assign, delegate or transfer this agreement or your rights or obligations hereunder, or your Supercast account, in any way (by operation of law or otherwise) without our prior written consent. We may transfer, assign, or delegate this agreement and our rights and obligations without consent. There are no third-party beneficiaries intended under this agreement. You acknowledge and agree that you are not an employee, agent, partner, or engaged in a joint venture with us, and you do not have any authority of any kind to bind us in any respect whatsoever. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder.