AV Creator Agreement
Hey there! We’re excited you’re here, and are thrilled to have you join Craav, where we empower creators with the tools, features, and control you need to earn a living by doing what you love.
We know legal agreements are boring, but we've made this one easy to read because it's important that you actually read it.Without further ado, let’s agree to the following:
This Craav Creator Agreement covers your use of the Craav website and the AV product (collectively, the "Services").
This Agreement incorporate all terms and conditions of the Craav Merchant Agreement (the agreement you accepted when you first created an account). If there is a conflict between that Agreement and this one, this one wins, but only so far as is necessary to resolve that conflict.
"You" means you (the person using the Services) and any person or entity acting on your behalf; “we," “us" or “Craav" means RepX Inc. doung business as Craav. The AV marketplace is a product offered by RepX Inc. doing business as Craav, and may be referred to as “Craav".
Content means everything you upload to Craav, like videos, audio, images, logos, or text (such as lyrics).
A Purchase is any action or transaction in which a third party (anyone but Craav) sends money your way through our Services. Usually a Purchase will involve your Content (like a fan paying to stream your short film), but it doesn’t need to (like a fan giving you a tip because of your all-around awesomeness).
You Set Your Prices and Terms
You set your prices and terms for everything that you make available for Purchase through AV, subject to minimum price amounts for some Content.
When you upload Content, you'll get to set prices and terms (like what date it becomes available for purchase, whether you'll allow downloads, etc) for it. You can change these at any time, and changes typically become effective immediately. You can only use the terms we provide, you can't add your own.
We provide guidance on pricing and a set of default terms based on information we have about the market, so getting started is easy.
When You Make Money, We Make Money
Whenever anyone initiates an action or transaction on Craav that sends money your way (a "Purchase"), we get a piece of the action (a "Commission"). Our Commission is calculated on the total amount of the Purchase.
The amount of our Commission depends on the total amount and specific type of Purchase. See Commission Rates for details.
We take care of everything related to collecting payment for Purchases, including customer support to users. We pay credit card fees and any other fees out of our Commission.
We never want any user to hesitate over paying for your Content, so we make the refund process easy for users (though we monitor closely for abuse). Refunds are in our sole discretion, and you don’t get paid when we issue a refund of, or any other adjustment to, any or all of the purchase price.
We offer volume discounts See Volume Discounts for details.
You May Only Upload Stuff That Is Yours
Creating original Content is hard. Copyright law protects creators like you, and it's a big deal. Craav exists to support professional creators, and we'd be bummed if our platform were used by people to rip off others' work.
If you're using someone else's work without permission, Craav isn't for you - the site you want is YouTube.
You must own or control your Content in order to upload it to the Services.
You agree to not upload anything to which you do not hold all necessary rights.
You represent and warrant to us that:
- you own or control all Content you upload to the Services, and you have the power and authority to enter into this Agreement;
- the use by Craav of the Content you upload in relation to the Services will not infringe any third party rights;
- no fees or payments of any kind whatsoever shall be due from us to any PRO or music publisher or any other third party for the use of your Content as contemplated under this Agreement.
You agree that:
- you are solely responsible for obtaining any and all necessary licenses, consents, or other rights in relation to your Content; and
- you are solely responsible for making all associated payments to third parties (including, but not limited to, artists, songwriters, producers) to whom monies fall due as a result of your use of the Services.
If you are using someone else's content with permission, you represent and warrant that you have all permissions and authorizations in writing PRIOR to uploading it to the Services. You agree to make such permissions/authorizations available to us if we ask within 48 hours of our asking; if you don't, we may (but are not obligated to) suspend and/or remove the relevant Content until you do so.
You are responsible for taking all steps necessary to inform any relevant third party (e.g., your PRO or music publisher) of your grant of a royalty free license for your Content to Craav for the purposes contemplated under this Agreement.
It’s Your Job to Make Sure That Everyone Who is Entitled to Get Paid, Gets Paid
It’s common for multiple parties to have a legal interest in the revenue generated from a single piece of Content (we'll call these parties "rightsholders" for simplicity, though it's normal to have an entity with an interest in a portion of the revenue stream but no ownership in the Content).
Obviously we don’t know who the rightsholders in your Content are, so it’s 100% your responsibility to make sure those people get paid properly and in full.
You have three options when it comes to paying other rightsholders:
- do it all yourself – we’ll provide you with accounting and payments as if there are no other rightsholders, and you must handle the accounting and payments to them;
- let us do your accounting but then handle the payments yourself; or
- let us do your accounting and pay the rightsholders on your behalf.
No matter what you choose, it's ultimately your responsibility to make sure the money gets to the appropriate parties. If you want us to do the accounting and/or payments, it's COMPLETELY your responsibility to make sure we have complete, accurate information in order to properly execute the accounting and/or payments. We work solely on information that you provide to us – so it’s on you to make sure everything is correct.
If someone comes chasing us for money from your Content, you agree to deal with it – including by defending and indemnifying us.
Again, in legalese:
If any third party is owed royalties for anything you have uploaded to Craav, and you have not informed us of that third party’s potential rights, you agree to defend, indemnify, and hold harmless Craav and any of our subsidiaries, affiliates, employees, and such for any attorney’s fees, penalties, payments, interest, and other expenses that accrue to us because you did not tell us about and/or properly pay or account to that third party. In addition, if we learn that a third party we don’t know about is actually due royalties, in addition to agreeing to defend, indemnify, and hold harmless as described above, you also agree that we can pay those royalties to that third party out of (what would otherwise be) your share of the Purchase price.
Your Use of Craav AV is Commitment-Free and Non-Exclusive
You are free to start or stop using Craav AV at any time, or even to keep using it but change the way you use it.
You can use Craav however you want (within the terms of this Agreement), and use any other services you want at the same time. We're not the jealous type.
When Fans Make Purchases From You, You Have An Obligation to Them
You do have a commitment to your fans who make Purchases from you while you use Craav AV.
Specifically, in the event that you terminate your use of Craav AV, you agree that we may continue to use your Content as necessary to fulfill any outstanding obligations related to Purchases (and you give us all appropriate licenses necessary to do so).
Alternatively, you are entitled to refund to your fan(s) the full Purchase price if you desire in order to terminate your obligation(s). If you refund the Purchases to your fans, you must refund the full amount paid by the fans and we retain our original Commission from the Purchase.
See our FAQs for more details.
Purchases are Between You and Your Fans; Craav is NOT a Reseller
Craav is not a buyer or seller in any Purchase. We just connect buyers (like your fans) and sellers (like you).
You Agree to Email Responsibly and Respect Fans' Privacy
You have the ability to send email notifications (subject to some limitations) to users who follow you. You agree to email responsibly and respectfully, and to not allow anyone else to use your Account to send email notifications to your followers or networks.
You have the ability to directly collect fan information, such as email addresses, phone numbers, names, and birthdays. Information you collect from fans this way belongs to you, and you are free to use it as you see fit, whether on or off of Craav. However, you are NOT permitted to sell (or otherwise make available to third parties) any personal information of a user that you acquire through Craav .
Your rights to send email notifications to your followers, or to collect and use fan information, are personal to you and non-transferable.
You agree to not give anyone else access to your Account or your followers or fan information or networks.
You understand and agree that if Craav determines (in its sole and absolute discretion) that you have violated these terms, we are entitled (but not obligated) to suspend and/or limit your access to the relevant features (temporarily or permanently). This may include limiting your ability to communicate to and/or access both your followers and any networks on Craav.
How and When You Get Paid
Your Revenue (the total amount of the Purchase less our Commission) is credited to your Craav Account approximately 60 days from the date of the Purchase.
You may request that money in your Craav Account be paid out to you at any time. If the amount being paid out is less than $100.00, we charge a $20.00 fee that will be deducted from the payment made to you.
We offer additional Products that may have associated fees. In addition to our other rights and remedies, we may (a) withhold and offset any payments owed to you under the Agreement against any fees you owe us under the Agreement or any other agreement (e.g., for other Products), and/or (b) require you to refund us within 30 days of any invoice, any amounts we may have overpaid to you in prior periods.
Payments will be calculated solely based on our accounting, the details of which you may access in your Account.
If you dispute any payment made or withheld relating to the Services, you must notify us in writing within 30 days of any such payment. If you do not notify us within 30 days of such payment, any claim relating to the disputed payment or withholding is waived.
If a user defaults on or charges back a payment to Craav, we may withhold such payment from, or charge back to, your Account.
To ensure proper payment, you are responsible for providing and maintaining accurate contact and payment information in your Account. You are responsible for any charges assessed by your bank. You are responsible for paying any and all applicable taxes related to payments you receive from Craav.
You Retain Ownership Over Your Stuff; You Give Us All Licenses Appropriate to Your Use of Craav AV
Broadly, you grant Craav (and its authorized sublicensees and distributors, if any) all relevant worldwide, non-exclusive, royalty-free rights and licenses to use your Content (including Trademarks) in connection with the provision of Services.
For example, if you upload media files you give us the right to host them; if you make that media available on our Services, you give us rights necessary to display and/or provide them to consumers according to terms you've specified for that media.
These rights and licenses are sublicensable and transferable by us.
The above licenses granted by you in Content you submit to Craav terminate within a commercially reasonable time after you remove or delete such Content from Craav; provided, however, that such licenses will remain in effect to the extent reasonably necessary to fulfill any outstanding obligations related to Purchases of the relevant Content, until such time as those outstanding obligations are fully performed or otherwise terminated.
You understand and agree that we may retain, but not display, distribute, or perform, server copies of your Content that have been removed or deleted.
If We Want To Use You or Your Content to Promote Craav Off-Site, We'll Ask You First
If we want to feature you or your Content on the Craav website (e.g. featuring you on the Craav AV homepage), you agree that we can do so at any time without asking you first. Again, you give us all relevant worldwide, non-exclusive, royalty-free rights and licenses to use your Content this way.
However, if we want to use you or your Content in our off-site marketing (such as in advertisements displayed on third party websites), then we'll ask you for permission first. Helping promote Craav is a swell thing to do, but it's not a requirement of using the Services.
You agree that the Services contain content specifically provided by Craav or its partners and that such content is protected by copyrights, trademarks, service marks, patents, trade secrets, or other proprietary rights and laws. You shall abide by and maintain all copyright notices, information, and restrictions contained in any content accessed through the Services.
You Agree to Not Misuse Craav
You agree to only use the Services for for the intended purposes, in the intended manner.
- Don’t try to interfere with the proper workings of the Services.
- Don’t bypass any measures we’ve put in place to secure the Services.
- Don’t try to damage or get unauthorized access to any system, data, password, or other information, whether it belongs to Craav or another user or party.
- Don’t take any action that imposes an unreasonable load on our infrastructure, or on our third-party providers. (We determine what’s reasonable.)
- Don’t use any kind of software or device (whether manual or automated) to “crawl" or “spider" any part of the Services.
- Don’t take apart or reverse engineer any aspect of Craav in an effort to access things like source code, underlying ideas, or algorithms.
Doing any of the above, or otherwise misusing the Services in a similar manner, is a breach of this Agreement.
When You Make Suggestions, We Can Use Them
You should definitely make suggestions about AV: what you like, changes that would make you like it more, features we can add to help you run your business the way you want, etc. Our goal is to give you a platform that meets your needs and enables you to earn a living as a professional creator. When you tell us you need or want something, we'll listen and try give it to you, probably more quickly than you expect. But we won't pay you for it.
Now, in fancy legal terms: Any feedback, ideas, modifications, suggestions, improvements and similar communications (collectively, “Feedback") made by you with respect to the Services and/or anything on the Services (including current or future features) will be our property. We may disclose or use Feedback for any purposes whatsoever without any obligation (especially any financial obligation) to you.
Use At Your Own Risk; We Disclaim All Warranties
The Services are provided on an “as-is" and “as available" basis.
Craav disclaims any and all warranties, whether express or implied, of any kind regarding the Services, including without limitation implied warranties of title, merchantability, fitness for a particular purpose, or non-infringement. Craav cannot guarantee and does not promise any revenue or other specific results from use of the Services. To the extent these disclaimers and limitations are limited by applicable law, they shall otherwise apply to the fullest extent of such law.
We do not make any promises about the Services.
We don’t make any commitments about the content within the Services, the specific function of the Services, or their profitability, reliability, availability, or ability to meet your needs.
Our Liability to You Is EXTREMELY Limited
In no event shall Craav, or its directors, employees, agents, partners, suppliers, or content providers, be liable under contract, tort, strict liability, negligence, or any other legal or equitable theory with respect to the Services (i) for any lost profits, data loss, cost of procurement of substitute goods or services, or special, indirect, incidental, punitive, or consequential damages of any kind whatsoever (however arising), (ii) for any bugs, viruses, trojan horses, or the like (regardless of the source of origination), or (iii) for any direct damages in excess of (in the aggregate) one-hundred U.S. dollars ($100.00). Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations and exclusions may not apply to you; in such states, our liability is limited to the greatest extent permitted by applicable law.
You Indemnify Craav
To the extent permitted by applicable law, you agree to defend, indemnify, and hold harmless Craav, its officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Services; (ii) your violation of any term of this Agreement; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your Content caused damage to a third party.
Your indemnification obligation will survive termination of this Agreement and your use of the Services.
Serious Stuff About Our Remedies if You Infringe Someone Else's Copyright
You're a cool cat who would never intentionally rip someone off.
But in the real world, things happen. Maybe you thought your use was a fair use. Maybe you thought you followed all the rules for getting a compulsory license to do a cover of your favorite song but actually didn't (they're kinda complicated). But somehow we wind up on notice that you've published Content that contains someone else's copyrighted work. What happens then?
Well, our DMCA policy applies if we've received a takedown request from the copyright owner. If your (surely unintentional) alleged infringement came to our attention some other way, we'll contact you to clear up the matter and (as appropriate) notify the copyright owner.
But what about the money???
Content on AV is for sale, which means there's a decent chance you've made some money off the Content at issue. If we think the Content at issue may be infringing (and this is totally in our discretion; fair warning, to cover our own asses, our discretion will typically tell us "proceed as though there's infringement!"), we put a hold on the money earned for that Content until the matter is resolved. If we determine that it's infringing, you agree that we can pay out the money earned from that Content to the proper copyright holder.
Either you or Craav may terminate this Agreement with or without cause, at any time, with or without notice.
All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, representations and warranties, warranty disclaimers, indemnifications, and limitations of liability.
Content means media, text, images, audio, graphics, and anything else that could reasonably be considered Content.
Generally, if you provide it to us - such as by uploading files or entering text into fields that may be publicly displayed - it is Content.
are a specific type of Content, and include trademarks, service marks, slogans, logos, and/or similar proprietary rights marks.
“User" and “fan" mean individuals on Craav who may interact with you and/or your Content, including by making Purchases. The terms user and fan are used interchangeably.