Superflow reserves the right to terminate, cancel, suspend, or modify any service or program, or the Rules and Revenue Share Model, at any time, in its sole discretion. If a significant change is made to the Rules and Revenue ShareModel, we will provide reasonable notice either by email, by posting a notice in the Creator Dashboard, or otherwise by posting on the Superflow Services. By accessing the Services at any time after such changes, you are agreeing to those changes. You are advised to check the Rules and Revenue Share Model from time to time for any updates or changes that may impact you.
As between you and Superflow and to the extent permitted by applicable law, you retain ownership over and are responsible for any and all video, audio, text, photos, pictures, graphics, comments, and all other content, data, or information that you upload, store, transmit, submit, exchange, edit, insert and save or make available to or via the Services (“Your Content“) except where the content is created by customizing an existing User Content created by another Creator, at which point the content is owned by both You and other Creators who contributed to the content to the extent to which the modification happened which is stored in the version history on the Servers. You agree that Your Content remains your sole responsibility. Your Content includes any content you have previously uploaded, stored, transmitted, submitted, exchanged, or made available to or via the Superflow platform.
You will not upload, store, distribute, send, transmit, display, perform, make available, or otherwise communicate to the public any content (including any of Your Content) that you do not hold the necessary rights to. In particular, any unauthorized use of copyright protected works within Your Content may constitute an infringement of third party rights and is strictly prohibited. Any such infringements may result, among other things, in removal of your Content from the Service, termination of your access to the Service, and coverage by you of any resulting claims or damages.
You represent and warrant to Superflow as follows:
§ Your Content is original work toyou, or you have obtained either the rights from Superflow to customize thecontent created by a Creator or from outside of Superflow, you have obtained allrights, licenses, consents, and permissions necessary in order for Your Contentto be used as part of the Service, including the right to upload, reproduce,store, transmit, distribute, share, publicly display, publicly perform, makeavailable (including for watching offline), and otherwise communicate to thepublic Your Content on the Service.
§ Your Content and its availabilityon the Service does not and will not infringe or violate the rights of anythird party, including any intellectual property rights, performers’ rights, rights of privacy or publicity, or any confidentiality-related restrictions.
§ You have obtained all necessary consents, permissions, and/or releases from anyone appearing in Your Content in order to include their name, voice, performance, or likeness in Your Content or to otherwise make available Your Content on the Service. You confirm that you will retain all original releases and maintain complete and accurate release records and shall share any such documents with Superflow upon request.
§ Your Content does not and will not create any liability on the part of Superflow, its subsidiaries, affiliates, successors, and assigns, and their respective employees, agents, directors, officers, and/or shareholders.
§ Your content complies with our Community Guidelines and Creator Quality Guidelines and Policies. Notwithstanding the fact that Superflow has no legal obligation to monitor the content on the Service, Superflow reserves the right to block, remove, or delete any content at any time, and to limit or restrict access to any content, for any reason and without liability, including if we have reason to believe that such content does or might infringe the rights of any third party, has been uploaded or posted in violation of these Rules and Revenue Share Model, our Terms of Service, our Community Guidelines, or applicable law, or is otherwise unacceptable to Superflow, in its sole discretion. Superflow reserves the right to remove Your Content, suspend or terminate your access to the Service, and/or pursue all legal remedies if we believe that any of Your Content infringes another person's rights or violates any law, rule, or regulation.
By creating a content, You have the right to keep all or any of Your Content private and available only within your workspace and in any specific workspaces or for any particular users you specifically grant access to. By keeping your content private, Superflow, norusers outside of these specific workspaces or outside of the invited users will have access to Your Content. Therefore it will not be possible for Superflow nor other users than the invited people to read, access, use or view your content in any shape and form.
You can decide to make YourContent public by submitting it to the Superflow Marketplace. By submittingYour Content to the Superflow Marketplace, you grant to Superflow a worldwide, perpetual, fully sublicensable, non-exclusive right and license to use, reproduce, distribute, access, view, crop, resize, index, analyze, categorize, archive, copy, license, transmit, broadcast, publicly perform and publicly display, prepare derivative works incorporating, sell, advertise, and market any of Your Content in any form, medium, or technology, including any and all media now known or hereafter devised, for any lawful purpose, including the distribution of Your Content to Superflow customers and partners, to optimize the performance and operation of the Services, and/or to develop new features and products on or for the Service. You acknowledge and agree that since you participate in Superflow’s Revenue-share Program, the foregoing license rights are granted on a royalty-free basis.
By submitting Your Content to the SuperflowMarketplace, You also grant Superflow a worldwide, perpetual, fully sublicensable, royalty-free, non-exclusive right to use your name, display name, image, likeness, and performance in connection with Your Content and other information, any features or functionality related to those materials or other information, as well as in connection with Superflow’s marketing and promotional activities and the sublicensing of Your Content in any and all media now known or hereafter devised without the payment of any compensation to you other than as described in the Creator Payment and Creator Referral sections below.
By submitting Your Content to the SuperflowMarketplace, You authorize Superflow to sublicense these rights to Your Content to third parties, including to Users or other users or viewers directly and through third parties such as partners, resellers, distributors, affiliate sites, and deal sites, which may include the use of your name, display name, image, likeness, performance, and/or Your Content for marketing and promotional activities carried out by the third party. You also give permission to Superflow to add, modify, or remove information related to Your Content in order to manage and license Your Content. This includes the right to add captions or otherwise modify Your Content to ensure accessibility.
Superflow, in the exercise of its discretion, may refrain from any or all of the foregoing without any liability to you. Superflow may advertise and/or market Your Content in any and all media now known or hereafter devised, including on social media platforms such asFacebook, Instagram, Pinterest, Twitter, LinkedIn, TikTok, YouTube, Giphy, Vimeo, Reddit, and Twitch, as well as similar sites and/or applications now known or hereinafter developed.
Unless otherwise agreed, you have the right to remove all or any portion of Your Content from the Services and/or opt-out of the inclusion of Your Content in the Superflow Marketplace or any sublicensing programs that Superflow enters into with third-party partners.
You will continue being paid, where applicable, until Your Content is removed, including during the period after you request removal or opt-out, but before we are able to effectuate that removal or opt-out, and we may continue distributing or marketing Your Content during this period.
When you publish a Flow on the Serviceor otherwise make use of the Service for purposes related to teaching,advising, or mentoring, you agree that:
§ In the Superflow Marketplace, youdetermine the price of accessing your Flow for any user.
§ For the Enterprise Workspaces, we set the price of a subscription to the Service with unlimited access to all premium content available on the Superflow Marketplace, and that price is subject to change, including with respect to taxes, all at our sole discretion;
§ If you decide to submit your Flowto the Superflow Marketplace and thus make it publicly available, you willhonor any enrollments through the Service or any related platforms at the priceand time listed in the Service, and will not refuse enrollments orparticipation by any User for any discriminatory or other illegal reason;
§ You will provide and maintainaccurate account information;
§ Flows or other content posted are publicly available to be viewed and accessed by any User, unless otherwise specifically designated by Superflow.
§ You are qualified to offer the content that you list with the Service and that you will at all times conduct yourself in a professional manner and in compliance with all applicable laws;
§ Your Users may have the ability topost a review about you or any Flow or other content you publish, we cannotcontrol the contents of any such review, and will not be held responsible forany information or opinions that a user may include in any such review;
§ You may choose to remove materialfrom your Flow or other content and will continue to own such content, but we willcontinue to have the right to use that content and to provide it to Users whohave paid for or enrolled in your Flow before you removed that specific content;and
You also agree that you will not:
§ Submit any content to the Service that violates, plagiarizes, misappropriates, or infringes the rights of third parties, including, without limitation, copyright, trademark rights, rights of privacy or publicity, confidential information, or any other third party material, or material that is subject to other third party rights, unless you have permission from the rightful rights holder in such material;
§ Submit any content that is abusive, libelous, defamatory, pornographic, obscene, that promotes or incites violence, terrorism, illegal acts, or hatred on the grounds of race, ethnicity, cultural identity, religious belief, disability, gender, identity, or sexual orientation, or is otherwise objectionable in Superflow’s reasonable determination;
§ Post or transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, or anyother form of solicitation through the Services or to any user;
§ Use any data or other information you receive about Users for any purpose other than providing your services to those Users on the Service;
§ Solicit additional personal data(beyond that described above) from Users or store Users’ personal data outside the Service; or
§ Employ any techniques or make use of any services designed to misrepresent the popularity of Your Content on theService, or to misrepresent your activity on the Service, including by the use of bots, botnets, scripts, apps, plugins, extensions, or other automated means to register accounts, log in, add followers to your account, play content, follow or unfollow other users, send messages, post comments, or otherwise to act on your behalf, particularly where such activity occurs in a multiple or repetitive fashion.
Superflow reserves the right, but is under no obligation, to delete any Flow or other content at any time and for any reason.
When you submit a Flow or Flows on the Superflow Marketplace you may be eligible to receive royalty payments each month from B2B Clients who subscribe to the Enterprise plan with unlimited access to premium content. The amount of payment you receive from royalty payments is based on a total payout amount per previous completed quarter that will vary, and that Superflow will determine quarterly (the “Superflow Creator Fund” or “Fund”).
Superflow operates under a subscription model. You will earn in total the sum of your earnings from the direct purchase on the Superflow Marketplace by individuals (paid in full, without deductions) plus a royalty and optional Referral from Enterprise Plus Client payments. Enterprise Plus license owners pay an annual fee for their active users in their Superflow workspace, which includes unlimited access for all of their active users to our entire catalog of Flows and other benefits like user analytics, Creator feedback, and advanced privacy and security settings.
On top of your earnings from your direct sales on Flows that you exclusively dedicate to your one or multiple direct clients (e.g. if you are a consultant or facilitator), you also have the opportunity to opt-in to create publicly available Flows, and so, you are also paid for all earnings from the SuperflowMarketplace, as well as from the Superflow Creator Fund each month, which is set at the start of each month.
The SuperflowCreator Fund for each quarter will be 20% of all sales revenues from Enterprise licenses and 10% for optional referrals.
Creators will be paid out from this fund based on the following metrics:
Which mean, the majority of the SuperflowCreator Fund each month goes to paying Creators who contributed with Flows where the majority of users are active in a month. When calculating how much you will get paid for user activities done, we calculate your share of that month’s total activities done as compared to other earning Creators. This enables us to align Creator earnings with actual sales revenue.
We send your monthly payment for earnings from the Superflow Creator Fund and referrals (see Earn From Your Referrals) on the 16th of each month. If the 16th of the month falls on a weekend or holiday, Superflow will send your monthly payment on the closest preceding business day.
Our Trust & Safety team may conduct fraud investigations among users that may occasionally result in changes to your activities done, and thereby, your share of total minutes may decrease.
In order for you to earn payment from the Creator Fund during a month (“Creator Fund Payments”), you must meet the following conditions:
A. You must comply with these Rules and Revenue ShareModel and the Governing Documents; and
B. You must have at least 1 Flow that is set public,submitted to the Superflow Marketplace
Superflow will pay out the Creator FundPayments for a particular month on or around the 16th of the month following the time in which it is accrued. For new Creators, Creator Fund Payments begin the month following the month in which a Creator publishes their first Flow on the Service (provided the conditions above are met).
Activities done by guest users through a free access link or during a free trial do not count toward your payment.
Payment for additional programs
Superflow offers now and/or may in the future offer several additional opportunities in which you may be eligible to participate. These opportunities may be able to help increase your revenue potential on Superflow. These opportunities include: engaging with Users on the platform, giving feedback, coaching or mentoring; teaching, or participating inSuperflow-affiliated live Flows; assisting other Superflow Creators in various capacities; or via sublicensing or distribution opportunities. These additional opportunities, or other opportunities that may be developed in the future, maybe limited to certain Creators or groups of Creators at Superflow’s sole discretion, and as a result, the earning opportunities for Creators on the platform may differ from Creator to Creator.
Superflow makes all Creator FundPayments and other payments (together, “Superflow Creator Payments”) in U.S.dollars (USD) regardless of the currency with which the applicable transaction was made. Superflow is not responsible for any foreign currency conversion fees, wiring fees, or any other processing fees. For us to pay you, you must be registered with our payment processor, be in good standing, and must keep us informed of the correct email associated with your account. You must also provide any identifying information or tax documentation (such as a W-9 or W-8)necessary for payment of amounts due, and you agree that we have the right to withhold applicable taxes from your payments. If you do not register fully with our payment processor and do not provide us with the necessary information and documentation, you will not earn any Superflow Creator Payments until you meet those requirements. Any Superflow Creator Payment you might have earned before meeting those requirements will be forfeited. We reserve the right to withhold payments or impose other penalties if we do not receive proper identifying information or tax documentation from you. You understand and agree that you are ultimately responsible for any taxes on your income.
Information that you supply to our payment processor is not stored by us or within our control, and is subject to our payment processor’s own privacy policies and terms and conditions. Superflow is not responsible for fees, if any, charged by the payment processor. Superflow disclaims all liability with regard to processing payment.
You have 30 days from the time at which a payment was or should have been made to report any discrepancies. After 30days, you have waived your right to raise a dispute concerning that payment.
You agree that Superflow’s sole responsibility is to process payments and pay Creators pursuant to the current payout model. Superflow is not party to any transaction between any User and/orCreator and cannot be held responsible for any issues arising from any such transaction.
Superflow reserves the right to withhold or cancel payments to you if we deem, in our sole judgment and absolute discretion, that you engaged in behavior that violated any part of these Rules and Revenue Share Model, our Terms of Service, or any other Governing Document.
If Superflow makes an overpayment of royalties or other compensation to you for any reason, Superflow shall have the right to deduct the amount of such overpayment from your accrued Superflow CreatorPayments or to demand the immediate repayment of such overpaid royalties or other sums. Superflow may also recoup sums provided to you in connection with refunds or chargebacks by deducting applicable sums credited to your account.
You may have a link to a Flow that you have published to the Service that permits others to view your Flow via that link as a guest user (a “Free Access Link”). Any time that an individual spends doing your activities via a Free Access Link will not be counted as activities done for that Flow and will not count towards your Creator Fund Payment determination or your minimum minutes watched requirement. Free Access Links cannot be used for commercial purposes, including in exchange for payment or asa benefit for Users or others who have paid you outside of Superflow.
The Superflow Creator ReferralProgram (“Referral Program”) is a revenue sharing plan applicable to Creators that introduce Superflow to a new Client on the Enterprise plan with unlimited access to all premium content (“Referred Client”) using one of the Creator’s specific referral links. Under the Referral Program, a Creator who has a Flow live on the Service that is available to Superflow users is entitled to receive 10% of certain revenue received from a Referred Enterprise Client with Superflow being entitled to the remaining percentage. To qualify as a Referred Client, the Client must be new to Superflow and must not have been a previous subscribing member of a Superflow paid workspace. Superflow reserves the right to revise the revenue share applicable to the Referral Program, and any ongoing obligations to receive revenue share from time to time, at its sole discretion, upon reasonable prior notice to Creator. Such notice will be provided by email or by posting in the Creator Dashboard on the Service.
§ How it Works
On a monthly basis, we calculate the gross amount of the fees actually received by Superflow in the past month from subscribing Referred Clients (“Membership Payments“). From this, we subtract any transaction taxes paid by Referred Clients as well as any refunds processed in that month for Referred Clients (“Net Membership Payments“). After we have calculated the Net Membership Payments and performed necessary risk and abuse checks, you will receive 10% of the Net Annual Enterprise Plus Payments (“Referral Earnings”).
You acknowledge and agree that Users may have the right to receive a refund, as detailed in the Terms of Service and/or our Refund Policy. You will not receive any referral earnings from transactions for which a refund has been granted under our policies. You also acknowledge that we have the right to change our RefundPolicy without notice to you. You are advised to check the Refund Policy from time to time for any updates or changes that may impact you.
§ Special Promotions
From time to time, Creators may be offered special promotions and special links or coupon codes to use (“SpecialPromotions“). These Special Promotions may be offered to some, but not all Creators, depending upon the Creator’s status, geographic location, or for other reasons, including referrals for our Superflow for Teams product. Such SpecialPromotions are for a limited time and will give Creators (and in some cases,Referred Users) additional perks and rewards. Additional terms, including expiration dates for any Special Promotion, will be provided with the Special Promotion.
§ Receiving Payments
We will pay your Referral Earnings, in arrears, on or around the 16th of each month. Superflow makes all Creator payments, including your Referral Earnings, in U.S. dollars (USD) regardless of the currency with which the sale was made. Superflow is not responsible for your foreign currency conversion fees, wiring fees, or any other processing fees that you may incur. In order for you to earn Referral Earnings, you must be registered with Our payment processor, our payment processor, in goodstanding and must keep us informed of the correct email associated with your account. You must also provide any identifying information or tax documentation(such as a W-9 or W-8) necessary for payment of amounts due, and you agree that we have the right to withhold appropriate taxes from your payments. If you do not register fully with Our payment processor and do not provide us with the necessary tax information and documentation, you will not earn any ReferralEarnings until you meet those requirements. Any Referral Earnings you might have earned before meeting those requirements will be forfeit. We reserve the right to withhold payments or impose other penalties if we do not receive proper identifying information or tax documentation from you. You understand and agree that you are ultimately responsible for any taxes on your income.
Superflow reserves the right to (i)request and receive information from Creators about any Referred Users, including but not limited to information with respect to traffic sources and methods used to acquire the Referred User, and (ii) assess the legitimacy and qualification of such Referred User for the purposes of determining whetherReferral Earnings are payable for such Referred User.
Superflow may prohibit anyone from participating in the Referral Program or receiving Referral Earnings if it determines, in its sole discretion, that such Creator or Referred User is attempting to undermine the fairness, integrity, or legitimate operation of theReferral Program in any way by cheating, hacking, deception, or any other unfair practices intending to annoy, abuse, threaten, or harass any other Superflow users, or representatives of Superflow or causing annoyance, abuse, threats, or harassment of any Superflow users or representatives of Superflow. Superflow reserves the right to disqualify anyone, cancel Referral Earnings, disable or suspend an account, and contact legal authorities (including law enforcement),if it should discover a user is tampering with the entry or referral process or the operation of the Referral Program or violating these Rules and Regulations, in its sole discretion. Referrals generated by a script, macro, or other automated means will be disqualified. If a solution cannot be found to restore the integrity of the Referral Program, we reserve the right to cancel, change, or suspend the Referral Program.
Actions which could give rise to Superflow voiding your Referral Earnings, terminating your eligibility to earn ReferralEarnings, terminating your account, or the accounts of Superflow members you refer, include:
§ Opening multiple accounts, including with different email addresses, for the same person in order to generate additional ReferralEarnings;
§ Referring Users using spam or mass emails, texts or messages, automated bots, advertising, sponsored links, unsolicited emails, or links on message boards or forums;
§ Using false names, impersonating other people, or otherwise providing false or misleading information to us;
§ Offering any incentive to others to register new accounts;
§ Acting in a manner that does not respect the spirit of the Referral Program or engaging in any actions that are designed to disrupt or undermine the Referral Program;
§ Engaging in behavior designed to annoy or harass others;
§ Engaging in actions that disparage or malign or call into question the reputation of Superflow, in Superflow’s sole discretion;
§ Violating these Rules and Revenue Share Model or any other of Superflow’s existing or future policies or terms and conditions in anyway; or
§ Participating in the Referral Program if doing so would be prohibited by any applicable laws or regulations.
Participation in the Referral Program may require a Referred User and/or a Creator to submit personal information about themselves. We will collect, process, and use that personal information in accordance with Superflow’s PrivacyPolicy. In addition,Superflow may use personal information to contact Creators or Referred Users with regards to participation in the Referral Program and to receive communications from Superflow or third-party administrators of the ReferralProgram.
Instructions on how to delete yourCreator account are available here. We'll use commercially reasonable effortsto make any remaining scheduled payments that are owed to you before deletingyour account. You understand that if Users have previously enrolled in YourContent, your name and that content may remain accessible to those Users afteryour account is deleted. If you need help or encounter difficulty deleting youraccount, you can contact us via our Help Center.
If you would like Your Content removed from any Superflow-related sublicensing arrangement, please email us at firstname.lastname@example.org .
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