Terms and Conditions


These Terms of Use (the “Terms “) set forth your rights and obligations in your accessing and utilizing the website located at PowerSpike.tv and all of its secondary webpages (the “Website”) and its platform (“Platform”) which facilitates the formation of advertising arrangements between creators of streaming content on the Website (“Streamers”) and brands or entities desiring to engage a Streamer in promoting their brand online (“Advertisers”) and (3) all other services provided by PowerSpike, as described on the Website (collectively, the “Platform”). These Terms form an agreement between PowerSpike, LLC (“PowerSpike”, “us”, “we”, “our”) and you. The term “you” refers to the person or entity visiting the Platform, browsing or otherwise using the Platform, or communicating with others for the purpose of creating promotional online media content for products or services (each, a “Campaign”). By accessing or utilizing the Platform, you agree that you have reviewed and agree to be bound by all of these Terms and have authority to do so, whether on your behalf or on behalf of another person or entity.

The Platform is provided solely to:
  1. Assist you in gathering information about the various types of Campaigns available on the Platform, the profiles and history of Advertisers and Streamers involved in same and prices therefor;
  2. Enable you to share information about you to others on the Platform in connection with a Campaign;
  3. Process payments among Campaign parties (“Services”).

CHANGES

PowerSpike may unilaterally amend these Terms for any or no reason at any time upon thirty (30) days’ notice. Your continued access to or use of the Platform after such amendments are effective shall be deemed acceptance of same. PowerSpike will not provide you direct notice of same and a change to these Terms as available on the Website shall be deemed sufficient notice. The Platform’s functions and functionality may be revised at any time for any or no reason without notice.

REPRESENTATION

By utilizing the Platform, you shall be deemed to continually represent:
  1. You are at least eighteen (18) years of age;
  2. You have authority to enter into these Terms;
  3. You accept these Terms;
  4. The veracity of all information you supply to or on the Platform.
You understand that PowerSpike may, at any time for any or no reason, revoke your access to the Platform.

LICENSE

You grant to PowerSpike a worldwide, transferrable, irrevocable, royalty-free license to access and keep all content, information, electronic or otherwise that you enter into the Platform or Website or which you permit us to collect from your computer or server any third-party server, including all derivative works thereof, as necessary to meet PowerSpike’s obligations or normal course of operations, or comply with law or data retention policies. Such license will apply after termination of the Services or your User Account. You also grant such a license to use, reproduce, modify, adapt, translate, distribute, publish, create derivative works from and publicly display and perform any such content and information throughout the world in any media.

ACCOUNT

In order to access the Platform or any of the Services hereunder, you must enter required data for a user account (“User Account”) and choose a username and password (“User ID”), all of which must be approved by PowerSpike. You agree to keep the User ID secure and will not allow any third party access to it or to the Platform or Website through your User Account. You may contact PowerSpike to cancel your User Account at any time and, if you so cancel, you will lose all details therein and use of the Services, including access to any Campaign Agreement.

TERM AND TERMINATION

PowerSpike may in its sole discretion disable your User Account at anytime and without note and, if so, you will lose access to all details therein and use of the Services, including access to any Campaign Agreement.

CAMPAIGN AGREEMENTS

You may view the public information of others registered on the Platform who have allowed you such access. Advertisers and Streamers may select each other for Campaigns and enter into a separate agreement with each other through the Platform, upon such legal terms and conditions as they agree (“Campaign Agreement”). Each of the parties to a Campaign Agreement are independent from PowerSpike.

POWERSPIKE MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE INDIVIDUAL PARTIES, THEIR EXPERIENCE, QUALITY OF SERVICES, INSURANCE STATUS, OR LEGITIMACY. FOR CAMPAIGN AGREEMENTS WE OPERATE ONLY AS AN INTERMEDIARY BETWEEN THE PARTIES, ALLOWING THEM TO CONTACT EACH OTHER AND COLLECTING PAYMENT FOR REMITTANCE LESS A FEE FOR OUR SERVICES.

Parties’ interactions with each other and any other terms, conditions, warranties or representations associated with such dealings, are solely between those parties. Each party must make whatever investigation it feels necessary or appropriate before proceeding with any interaction or Campaign Agreement. PowerSpike shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings. Notwithstanding the foregoing, in no event shall any parties be permitted, for one year from the later of (i) any contact made with each other on the Platform or (ii) termination of any Campaign Agreement between same, to contract with each other or any affiliates thereof without payments thereunder being remitted through PowerSpike and without applicable fees to PowerSpike being paid therefor. If parties enter into any Campaign Agreement, through the Campaign or otherwise, each must notify PowerSpike within seven (7) days of the date thereof. Upon a Streamer’s completion of any services under such Campaign Agreement, Fifteen percent (15%) of same shall be retained by PowerSpike and the rest remitted to the Streamer. If any payments in connection with a Campaign Agreement are made by an Advertiser, other than through the Platform, fifteen percent (15%) of same shall be paid to PowerSpike within fifteen (15) days of such payment. All fees due hereunder to PowerSpike shall be owed and paid if, in PowerSpike’s reasonable determination, the Streamer substantially performed same. PowerSpike may withhold payments to comply with applicable law or to comply with law enforcement requests.

REVIEWS AND COMMENTS

In the event you choose to comment or review other parties on the Platform, PowerSpike has no liability therefor. PowerSpike may allow or disallow such reviews or comments or may remove same at its sole discretion. You shall not post or transmit to or from the Platform: (i) any unlawful, threatening, libelous, defamatory, obscene, pornographic, or other material or content that would violate rights of publicity and/or privacy, or that would violate any law or regulation(including but not limited to any FTC regulation); or (ii) any material or content that infringes, misappropriates or violates any copyright, trademark, patent right or other proprietary right of any third party.

OWNERSHIP

All Content on the Platform and Website belongs exclusively to PowerSpike and are protected by state and federal intellectual property laws. You gain no rights to same unless expressly set forth hereunder.

PAYMENTS

Marketer agrees to pay POWERSPIKE all charges made to Marketer’s account for agreed upon fees or use of the Marketplace Services in accordance with these Terms. If POWERSPIKE does not receive timely payment and the balance in the Marketer account is not enough cover agreed upon fees or Marketplace Services hereunder: (i) a charge will be made to the Marketer’s credit card or other preferred payment method for the balance owed, (ii) Marketer agrees to pay all amounts due on its account upon demand, and (iii) POWERSPIKE reserves the right to either suspend or terminate a Marketer’s account, including deletion of Marketer’s Opportunities from the Marketplace until the balance is paid in full. All fees for the Marketplace Services which are charged to Marketer account, as well as all deposit(s) for future Marketplace Services, are non-refundable. Marketer agrees to submit any disputes regarding any charge in writing to POWERSPIKE within thirty (30) days of such charge, otherwise such dispute will be waived and such charge will be final and not subject to challenge. In the event Marketer’s payment method cannot be charged, Marketer account will be locked until an update method is provided.
If Marketer fails to make payment as set forth herein, Marketer will be responsible for all reasonable expenses (including attorneys’ fees and costs) incurred by POWERSPIKE in collecting such amounts. All prices are in United States dollars and do not include taxes that may be assessed by any jurisdiction. If withholding taxes or any other fees are imposed by any jurisdiction on the transactions pursuant to this Agreement, Marketer shall pay such taxes to ensure that POWERSPIKE receives the full amount invoiced without offset or deduction. Marketer agrees to promptly: (i) update all information to keep account and credit card billing current, complete and accurate (such as a change in billing address or e-mail), (ii) notify POWERSPIKE in writing if it becomes aware of a potential breach of security, such as the unauthorized disclosure or use of Marketer’s user name or password, and (iii) notify POWERSPIKE in writing if its credit card is canceled. Upon termination, suspension or discontinuation of the Marketplace or Marketer’s participation therein, all outstanding payment obligations incurred by Marketer under the Marketplace will become immediately due and payable.
Users may choose to use the Payments feature within the platform to reimburse Creators for expenses incurred on a campaign or transactions completed outside of the platform. Creators may submit items for payment, but users have the final decision on what will be approved. Funds will issue from a user's account immediately upon authorization of the payment, and any amounts issued through the Payments feature are not refundable.

REVIEWS & APPROVALS

While POWERSPIKE personnel may assist in reviewing and identifying Creator's posts or actions that violate an Opportunity's Requirements and attempt to resolve disputes, Marketers in their sole discretion shall determine whether a particular Creator is entitled to the set compensation. POWERSPIKE reserves the right to review and reject Opportunities from Marketers that do not meet our Marketplace Guidelines. Posts which do not comply with the Requirements of the Opportunity will not be entitled to the compensation associated with such Opportunity. Once an Opportunity and link to a post has been agreed upon and submitted by a Creator, a Marketer has three (3) days to respond with any requested modifications or to reject the post. Failure to do so will result in automatic approval of the link and result in automatic, non-refundable payment to the Creator as long as the link is active 30 days from approval. Final approval and payment to the Creator will occur if the link is active 30 days from approval and remains unaltered from the original approved submission. The POWERSPIKE Exchange will automatically check for active posts and make payments to the Creator on behalf of the Marketer. If the automated system fails to locate required elements, destination links and disclosure, no payment will be made to the Creator and funds for the Opportunity will be returned to the Marketer.

PRIVACY POLICY

Please visit https://power-spike.com/privacy-policy/ to review our current Privacy Policy, which is incorporated into and these Terms. Any interaction between parties may subject them to additional privacy policies of such parties.

NO UNLAWFUL OR PROHIBITED USE

You are solely responsible for ensuring that these Terms are in compliance with all laws, rules and regulations applicable to You. As a condition of use, You promise not to use the Webite or Platform for any purpose that is not expressly permitted by these Terms. You shall not take any action that attempts to
  1. Interfere or has the effect of interfering with the proper working of the Website or Platform
  2. Bypass any security measures of the Website or Platform
  3. Collect, use or scrape any content from the Website or Platform
  4. Modify, appropriate, reproduce, distribute, reverse engineer, mine, create derivative works or adaptations of, publicly display, sell, trade, or in any way exploit the Website or Platform content, except as expressly authorized by the Terms.

OPPORTUNITY DISPUTES

Marketer agrees that so long as a Creator has met the requirements as outlined in its Opportunity it will not deny payment for the Marketplace Services. Marketer may not discriminate based on the racial, physical, political, spiritual, age, gender or sexual orientation characteristics of the Creator. Thirty (30) days after completion of the Opportunity, payment will be made to the Creator by PowerSpike for services unless the Creator has violated the terms of this Agreement or the specific terms of the Marketer’s Opportunity.

FTC

All parties must clearly and conspicuously disclose any material connection between them, such as, but not exclusively, exchange of anything of value or free use of products or services. You are responsible for ensuring your compliance with same and you agree to indemnify and defend PowerSpike from any non-compliance. Guidance for such compliance may be found at https://www.ftc.gov/tips-advice/business-center/guidance/ftcs-endorsement-guides-what-people-are-asking . If PowerSpike determines in its sole discretion that any communication does not comply with FTC regulations, PowerSpike may require you modify or remove same, or we may take any action we deem appropriate.

THIRD PARTY WEBSITES

The Platform or Website may reference or link to third party websites, which you may access at your own risk, which PowerSpike does not endorse and which are not under PowerSpike’s control. PowerSpike may allow you to link your User Account with other online services with whom you have an account such as YouTube or Twitch (“Third-Party Service”) and you may permit same by allowing PowerSpike access to such account, but only to the extent permitted under such account. You warrant that there is no prohibition on your granting such access to PowerSpike and that PowerSpike will not be liable for any obligations or amounts thereunder. Any data or information on such account will be treated the same as any other data or information submitted to the Platform or Website as set forth hereunder. You agree that PowerSpike may obtain information from, and submit information to, the applicable Third Party Services. You must ensure that such accounts remain accessible to PowerSpike. All of our interactions with any Third Party Service are governed by your user agreement with same. We cannot guarantee that our Services will always include a connection to such Third Party Service.

VIRUSES; COMPATIBILITY

All use of the Platform or Website is done at your own risk. PowerSpike makes no representation of compatibility or functionality. You may encounter viruses or similar contaminating devices, and you must ensure your own system’s and devices’ compatibility and security.

COMMUNICATIONS

PowerSpike makes no representation of confidentiality of any of your information except as set forth in the Privacy Policy referenced above.

REPRESENTATIONS AND WARRANTIES

Creators and Marketers participating in the Marketplace each represent, warrant and covenant that (i) you have sufficient authority to enter into the Agreement; (ii) your use of POWERSPIKE’s services is solely for lawful commercial and business purposes; (iii) the links contained in any content are directed to the intended and agreed upon destination and are not re-directed; (iv) you will not engage or cause others to engage in any form of spamming or improper or malicious, as determined by POWERSPIKE, clicking, impression or marketing activities through the Marketplace, and you will comply with all applicable laws including complying with all applicable laws such as the CAN-SPAM Act of 2003; and (iv) you have the necessary rights to provide all information provided to the Marketplace (including all content, data, claims, statements, products and services, Opportunities, titles, URLs and descriptions) for use as described in this Agreement (the “Information”).
Creators and Marketers participating in the Marketplace each represent, warrant and covenant that all such Information does not and will not: (a) violate any law, statute, ordinance, treaty or regulation or POWERSPIKE policy or guideline; (b) infringe any copyright, patent, trademark, trade secret, video, music performance or other intellectual property right of any third party; (c) breach any duty toward or rights of any person or entity including rights of publicity or privacy, and have not otherwise resulted in or are not likely to result in any consumer fraud, product liability, tort, breach of contract, injury, damage or harm of any kind to any person or entity; (d) advertise any unlawful product or service or unlawful sale of any product or service. Additionally, you agree that all Information will (e) not be false, misrepresentative, deceptive or misleading; (f) not be defamatory, libelous, slanderous, obscene or threatening; (g) not target children under the age of thirteen (13), (h) be free of viruses, Trojan horses, trap doors, back doors, Easter eggs, worms, time bombs, cancelbots or other computer programming routines that may potentially damage, interfere with, intercept, or expropriate any system data or personal information.
Marketer further represents that (i) it has a reasonable basis for all claims made within its advertising and possesses appropriate documentation to substantiate such claims; (ii) it will comply with the applicable Master Service Agreement (if applicable); (iii) the landing page for any links (i.e., the Marketer's website page where a consumer is directed when the consumer clicks on the link, fills in a registration form or takes a similar action) contains a prominent link to Marketer's privacy policy, which policy provides, at a minimum, adequate notice, disclosure and choices to consumers regarding Marketer's use, collection and disclosure of their personal information; and (iv) prior to loading any computer program onto an individual's computer, including without limitation programs commonly referred to as spyware but excluding cookies (provided that cookies are disclosed in Marketer's privacy policy), Marketer shall provide notice to and shall obtain the express consent of such individual.

INDEMNIFICATION

You shall defend, indemnify, and hold harmless the PS Entities from all losses, costs, actions, claims, damages, expenses (including reasonable legal costs) or liabilities, that arise from or relate to Your use or misuse of, or access to, the Website or Platform, violation of these Terms, breach of representations herein or third-party using your User Account. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with us in asserting any available defenses.

CHOICE OF LAW

This Agreement shall be governed by and interpreted under the laws of the New York, U.S.A. without regard to its conflicts of laws provisions. You agree to submit to the exclusive jurisdiction of the state and federal courts located in Orange County, Florida. Any claim against POWERSPIKE arising from the Agreement shall be adjudicated on an individual basis, and shall not be consolidated in any proceeding with any claim or controversy of any other party. You further agree that, to the extent allowed by applicable law, (i) any and all disputes, claims, and causes of action arising out of or in connection with the Agreement, shall be resolved individually without resort to any form of class action; (ii) any claims, judgments and awards shall be limited to reasonable and actual out-of-pocket costs incurred, but in no event attorney's fees; and (iii) under no circumstances will you be permitted to obtain any award for, and you hereby waives all rights to claim, punitive, incidental, indirect or consequential damages and any and all rights to have damages multiplied or otherwise increased and any other damages, other than damages for reasonable and actual out-of-pocket expenses.

MISCELLANEOUS

These Terms are the entire agreement between you and us with respect to the Website and Platform, and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and us with respect thereto. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect and enforceable. The failure of PowerSpike to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. Waiver of compliance in any particular instance does not mean that we will waive compliance in the future. In order for any waiver of compliance with these Terms to be binding, we must provide You with written notice of such waiver. These Terms are personal to you, and are not assignable, transferable or sublicensable by you except with our prior written consent. We may assign, transfer or delegate any of our rights and obligations hereunder without consent. No agency, partnership, joint venture, or employment relationship is created as a result of these Terms and neither party has any authority of any kind to bind the other in any respect. Any right not expressly granted herein is reserved by us. Unless otherwise specified in these Terms, all notices under these Terms will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service. If You believe that any content on the Website or Platform belonging to use has been has copied in any way that constitutes copyright infringement, or your intellectual property right have been otherwise violated, please notify us of such claims.