Tagger Product Terms
The Tagger Subscription Services are provided by Tagger Media, Inc. (“Tagger”), an Affiliate of Sprout Social. These Tagger Product Terms (“Product Terms”) govern Subscriber’s use of and access to the Tagger Subscription Services and are incorporated into the agreement in place between the parties with respect to the use of Tagger Subscription Services (“Agreement”). Capitalized terms used but not defined in these Product Terms have the meanings given in the Agreement. In the event of any conflict between these Product Terms and the Agreement, these Product Terms prevail.
- Tagger Subscription Services. For purposes of these Product Terms, “Tagger Subscription Services” shall mean the proprietary subscription services provided by Tagger, which include use of Tagger’s web-based applications, technical support, and Documentation, each corresponding to the plan, features, and support package purchased by Subscriber per an applicable Service Order.
- Documentation. With respect to Tagger Subscription Services, “Documentation” shall mean the online materials pertaining to the use of the Tagger Services available to Subscriber at: https://help.taggermedia.com/en/, which may be updated from time-to-time.
- DPA. By using the Tagger Subscription Services, Subscriber enters into and agrees to the Tagger Data Processing Addendum available at https://media.sproutsocial.com/uploads/Downloadable-Customer-DPA-tagger.pdf, which shall be deemed incorporated by reference into the Agreement.
Creators. Subscriber acknowledges, understands, and agrees that, among other features, the Tagger Subscription Services allow the identification and initiation of direct communications, interactions, and transactions with “Creator(s),” which for purposes of the Agreement, means any individual, entity, or other organization (other than Tagger and its Affiliates), and their respective Affiliates or agents, that offer to and create promotional media content, including without limitation social media influencers. Subscriber agrees not to share with Tagger or enable Tagger to collect personal data that Subscriber knows or ought to reasonably know is from a Creator who has not consented to such use, or is from or about any individual under the age of 16 or the age of majority in the territory in which they reside, or that includes Sensitive Information (as defined in the Usage Policy). Subscriber acknowledges and agrees that Tagger does not, and has no obligation to, enter into agreements or contracts with Creators on Subscriber’s behalf and Subscriber is solely responsible for entering into any contracts, licenses, or other agreements with Creators engaged by Subscriber (“Creator Contracts”) for the services and content provided by such Creators (“Creator Content”).
Subscriber acknowledges and agrees that Tagger and its Affiliates do not review or clear any Creator Content, and are not responsible for the review or clearance of such content. Subscriber is solely responsible for obtaining, maintaining and/or complying with all legal and regulatory requirements, licenses, consents, authorizations and/or permissions necessary for the use of Creator Content and its engagement of Creators, including but not limited to use of any third party content (including, but not limited to, any images or music), and compliance with the Federal Trade Commission’s Guides Concerning the Use of Endorsements and Testimonials in Advertising. Subscriber shall indemnify, defend and hold harmless Tagger and its Affiliates and each of its and their respective officers, directors, employees, agents, successors and assigns from any actual or threatened third party legal action, claim, demand, proceeding or suit arising out of or based upon the foregoing.
Subscriber represents and warrants that (i) it will not misrepresent and/or otherwise provide Creators with any false information about its products, services, brand, company or activities, (ii) Subscriber will not engage Creators to create content or materials or otherwise provide services that violate any federal, state, or local, law, rule, or regulations, (iii) Subscriber will not engage Creators or otherwise request the development of Creator Content in connection with any illegal products, services, or activities, (iv) Subscriber will not discriminate against Creators based on race, gender, gender expression, religion, nationality, disability, sexual orientation, age, family status, or any other legally protected class or characteristic, (v) Subscriber will not use the Tagger Subscription Services or any Creator services for content or activity which is objectionable or otherwise violates any platform or site’s terms, policies, or guidelines, and (vi) any content, copy, messaging, or other materials that Subscriber suggests, requests, and/or requires Creators to include, or that Subscriber otherwise approves to be included, in Creator Content will not violate the rights of any third party or any applicable federal, state, or local, law, regulation, or rule. Subscriber understands that any violation of its obligations under these Product Terms, including this Section 4, may result in the suspension or termination of Subscriber’s access to the Tagger Subscription Services and the Agreement.
TAGGER AND ITS AFFILIATES ARE NOT RESPONSIBLE FOR, AND DISCLAIM ANY AND ALL LIABILITY RELATED TO, ANY CREATOR CONTRACTS, ANY CREATOR CONTENT, AND ANY AND ALL RELATED INTERACTIONS OR TRANSACTIONS MADE OR FACILITATED THROUGH THE TAGGER SUBSCRIPTION SERVICES. ANY SUCH INTERACTIONS OR TRANSACTIONS WILL BE MADE AT EACH USER’S OWN RISK. ANY CREATORS DISPLAYED ON OR VIA THE TAGGER SUBSCRIPTION SERVICES ARE INDEPENDENT ORGANIZATIONS AND NOT CONTRACTORS, AGENTS, OR EMPLOYEES OF TAGGER OR ITS AFFILIATES. SUBSCRIBER UNDERSTANDS AND AGREES THAT IT IS SOLELY RESPONSIBLE FOR PERFORMING ANY RESEARCH, VETTING OR DILIGENCE ON A CREATOR, INCLUDING BUT NOT LIMITED TO REVIEWING THE CREATOR’S WORK, PRIOR TO ENGAGING THEM AND EVALUATING THE APPROPRIATENESS OF ANY CREATOR FOR THEIR BRAND, AND TAGGER AND ITS AFFILIATES SHALL HAVE NO LIABILITY FOR ANY OF THE FOREGOING. TAGGER AND ITS AFFILIATES DO NOT HAVE CONTROL OVER THE PERFORMANCE, VALUE, QUALITY, TIMING, OR LEGALITY OF ANY WORK OR WORK PRODUCT ACTUALLY DELIVERED BY CREATORS, AND TAGGER AND ITS AFFILIATES DO NOT MAKE ANY REPRESENTATIONS ABOUT THE ORIGINALITY, SUITABILITY, RELIABILITY, COPYRIGHTABILITY, TIMELINESS, OR ACCURACY OF ANY WORK OR WORK PRODUCT PROVIDED BY CREATORS, NOR THE INTEGRITY, RESPONSIBILITY OR ACTIONS OF SUCH CREATORS. TAGGER AND ITS AFFILIATES MAKE NO EXPRESS OR IMPLIED WARRANTY THAT CREATOR CONTENT WILL NOT INFRINGE ON ANY COPYRIGHT, TRADEMARK RIGHT, RIGHT OF PUBLICITY, OR OTHER THIRD PARTY RIGHT. TAGGER AND ITS AFFILIATES ARE NOT LIABLE FOR THE ACTS, ERRORS, OMISSIONS, REPRESENTATIONS, WARRANTIES, BREACHES OR NEGLIGENCE OF ANY CREATOR OR FOR ANY PERSONAL INJURIES, DEATH, PROPERTY DAMAGE, OR OTHER DAMAGES OR EXPENSES RESULTING THEREFROM.
- User Conduct. Subscriber is responsible and liable for all content and data produced by its users through the Tagger Subscription Services. Subscriber acknowledges that, although the Tagger Subscription Services provide rules for user conduct, Tagger does not and cannot control or direct any users’ actions through the Tagger Subscription Services and is not responsible for the content or information users transmit or share through the Tagger Subscription Services, or for the actions of any users or other third party in connection with the Tagger Subscription Services, including without limitation Creators. Tagger and its Affiliates are not responsible for any offensive, inappropriate, obscene, unlawful or otherwise objectionable content or information users may encounter in using the Services or for the conduct, whether online or offline, of any user of the Services.
- Output Materials. Subscriber shall not use, reproduce, publicly display or perform, or distribute any documents, graphics, reports, information, data, screenshots and other materials downloaded, copied, stored, printed or otherwise retrieved and saved through the Tagger Subscription Services (collectively, “Output Materials”): (i) in violation of the Agreement, including the Usage Policy, or (ii) for any commercial purpose, unless Tagger or its Affiliates have given written consent to do so. Subscriber shall not remove any copyright, trademark or proprietary notices contained in or provided through the Tagger Subscription Services or use or display any trademarks of Tagger or its Affiliates, except as authorized in writing by Tagger or its Affiliates, including without limitation any such notices on any Output Materials.
- Email Messages. Unless otherwise specified in an applicable Service Order, Subscriber’s user accounts shall be limited to an aggregate of 3500 direct email messages per month to Creators from the Tagger Subscription Services.
- Sync. If Subscriber uses Sync, Subscriber acknowledges that it is a controller of the personal data collected through any of its Sync landing page(s) (each, a “Sync Page”) and that Tagger, as a processor of such data, acts in accordance with Subscriber’s instructions. Subscriber represents and warrants that: (i) it has provided legally adequate privacy notices to data subjects via the Sync Page, (ii) it has obtained all necessary consents for the processing of personal data through the Sync Page, and (iii) it will comply with all applicable laws and regulations, including privacy laws, in using Sync and any personal data collected through Sync. Tagger will not be responsible nor liable for any damages that may result from Subscriber’s collection and use of personal data through Sync nor for Subscriber’s violation of applicable privacy laws, and Subscriber shall indemnify, defend and hold harmless Tagger and its Affiliates and each of its and their respective officers, directors, employees, agents, successors and assigns from any actual or threatened third party legal action, claim, demand, proceeding or suit arising out of or based upon the foregoing. Subscriber is solely responsible for the content on any of its Sync Pages. Tagger is not responsible for, and does not confirm or verify, the accuracy or completeness of the content on any Sync Page or the information submitted by individuals through a Sync Page.