Social Media Influencers Program Terms & Conditions

(Last modified by April 7, 2016)

We, Sportority Ltd. (Gibraltar RN 105479, herein “Us”, “We” or the “Company”) and our affiliated companies own and operate several websites, applications and social media pages under the brand name MinuteMedia and other similar brand names (“MinuteMedia”).

We operate an influencers program in which signed up operators of websites, mobile applications and social media accounts ("Properties") can link to content on MinuteMedia ( “Content”) and receive payment for traffic generated at MinuteMedia as a result (the “Influencer Program”).

Accepting Theses Terms & Conditions

This agreement contains the terms and conditions (“T&C”) that govern your participation in the Influencers Program. Your request to sign up to the Influencers Program constitutes your agreement to and acceptance of these T&C.

Changes and Amendments to These T&C

We reserve the right to amend, add or delete portions of these T&C at any time at our sole discretion. You are solely responsible for reviewing these T&C periodically to ensure you are aware of any changes. Your continued participation in the Influencers Program following any change or amendment to these T&C constitutes your acceptance of such change or update.

Signing Up to the Influencers Program

You are requested to sign up to the Influencers Program using the interface at http://affiliates.90min.com/signup (the “Sign Up Page”). All information submitted on the Signup Page must be accurate and complete. You shall receive a written notice of acceptance or refusal from us for your sign up request, at our sole discretion.

License

Upon notification of your acceptance to our Influencers Program and for the duration of your participation therein we shall grant you a world-wide, non-transferable and non-exclusive right to (i) post a link to any Content on your Properties.

We reserve the right to exclude any Content from the License at our sole discretion.

The License shall expire upon termination or a material breach of these T&C.

Retention of Intellectual Property

Nothing in these T&C shall constitute any form of transfer of intellectual property or any part thereof from us to you except as expressly stated herein.

Payment

In these T&C, a “User Session” shall mean the total period of time during which a single user of your Properties is accessing MinuteMedia, provided that said access originated from your Properties and initiated there by pressing a link to MinuteMedia.

In these T&C, “User Visits” shall mean the amount of thirty (30) minutes periods into which a User Session can be broken down into (rounded upwards). For example, if a user registered a User Session of 10 hours and 15 minutes, then that user has registered 21 User Visits.

During your participation in our Influencers Program you shall be paid X USD for every one thousand (1,000) User Visits (herein the “Payment”). The number of user visits counted in our system will be the final number used for payment.

The Payment shall be made by the 30th of every month with respect to User Visits made during the prior month. Every Payment shall be accompanied with an automated notice detailing the information from which the Payment derived for the relevant month.

Fraud Detection

You shall not engage in Fraud, and you shall not receive any payments for any actions, including User Visits generated as a result of Fraud. We reserve the right to immediately terminate your participation in the Influencers Program and withhold any Payments if we determine that you have engaged in Fraud.

"Fraud" means any action or omission that is (i) illegal in any applicable jurisdiction, (ii) made in bad faith, or (iii) intended to defraud us or circumvent any contractual or legal restrictions, regardless of whether such act or attempted act actually causes us any damage or harm. Fraud shall include, without limitation, attempts to create click-throughs whether manually or using robots, frames, iframes or scripts, from false accounts or by unauthorized use of any third party accounts, for the purpose of creating commissions.

Termination of Participation

We may terminate your participation in the Influencers Program at any time based on our sole discretion.

Limitation of Use of Content

You may not make any use of the Content which is unsuitable, including: (i) illegal or promotes any illegal activity; (ii) distributes SPAM, (iii) distributes or attempts to distribute any type of, malware, Trojans, spyware or other malicious code to our systems or any third party; (iv) containing pornography, violent materials, defamatory materials; (v) promotes or undertakes illegal gambling, sale of firearms, sale of drugs; (vi) intended to designated to circumvent or bypass any measure designated to limit access to information; (vii) damaging, disabling or impairing 90 min, (viii) competing with MinuteMedia, (ix) may bring us or our advertisers and partners to disrepute; (x) otherwise infringes intellectual property, publicity rights, privacy rights or any other rights of third parties.

Disclaimers

Access to the Content and our systems using the API is granted `AS-IS’. Your use of the Content and the API is done at your own risk.

We disclaim any and all warranties, guarantees and representations regarding the Content, our systems or any part thereof being available, uninterrupted, correct, error-free, accurate, complete, reliable, current, continual and secure other than as stated in these T&C.

We disclaim any and all warranties, guarantees and representations of any kind, including without limitation warranties regarding fitness for any particular purpose and promises of specific results, all to the fullest extent of the law.

Limitation on Liabilities

You acknowledge and agree that you shall be solely responsible for your participation in our Influencer Program. We, our influencers, affiliates, suppliers, employees, officers, representatives, users and agents shall not be liable for any direct, indirect, punitive, exemplary, statutory, incidental or other I damages, loss or injuries suffered by you or any third party, arising out or in any way related to our Influencers Program.

Your sole and exclusive remedy for any dispute with us is to terminate your participation in our Influencers Program, or, if such limitation of liability is deemed null or invalid by an appropriate jurisdiction, our liability to damages or losses caused to you or to any third party due to any of the aforementioned claims in connection with the Influencers Program is limited to the Payment of the three (3) preceding months

Notwithstanding the above, any cause of action arising in relation to the Influencers Program must be commenced and brought before an authorized jurisdiction within one (1) year of its accrual or it is permanently barred.

Indemnification

You agree to indemnify, defend and hold harmless us, our officers, employees, directors, contractors, agent and service providers from against any losses, liabilities, expenses and damages, including reasonable attorney's fees resulting from your participation of our Influencers Program and any violation of these T&C.

Governing Law & Jurisdiction

These T&C are governed by the laws of England. The competent court in England will have exclusive jurisdiction in any matter arising from or related to this Agreement. This, however, shall not prevent us from bringing any action in the court of any other jurisdiction for injunctive or similar relief.

No Assignment

You shall not have the right to assign any rights under these T&C.

General

Failure to assert any right in regard to these T&C on our behalf shall not constitute concession, yield or relinquishment of any sort.

I am the undersigned, not a resident of Israel for tax purposes. I have not stayed in Israel for a long period (over 90 days) and I did not do the work in Israel

If you have any question regarding these T&C or the Influencers Program, please contact us at: affiliates@90min.com.