Terms of Service

1. About Upstream

Welcome to Upstream Creators. Upstream Creators is a digital platform that connects content creators with fans and provides tools for creator discovery, rankings, engagement, messaging, challenges, memberships, tips, gifts, and other creator-related activities.

These Terms of Service ("Terms") govern your access to and use of the Upstream Creators website, applications, features, services, and related functionality (collectively, the "Platform").

By accessing or using the Platform, you agree to be bound by these Terms.

2. Definitions

For purposes of these Terms:

• "Upstream Creators," "Upstream," "we," "us," or "our" means the operator of the Platform.
• "User," "you," or "your" means any person who accesses or uses the Platform.
• "Fan" means a User who primarily uses the Platform to discover, follow, support, communicate with, or engage with creators.
• "Creator" means an approved User who has access to creator features.
• "Content" means text, photographs, videos, graphics, audio, messages, comments, profiles, posts, stories, or other material submitted or displayed through the Platform.
• "Credits" means digital units that may be purchased and used for eligible Platform features.
• "Votes" means engagement units used for eligible rankings, challenges, or other Platform features.

3. Acceptance of These Terms

By creating an account, accessing the Platform, purchasing Credits or Memberships, voting, following creators, posting Content, or otherwise using the Platform, you confirm that you have read, understood, and agreed to these Terms.

If you do not agree with these Terms, you must not use the Platform.

4. Eligibility

You must meet the minimum legal age and other eligibility requirements applicable in your jurisdiction to use the Platform.

You are responsible for ensuring that your use of the Platform complies with the laws applicable to you.

We may restrict access to certain features based on age, location, account status, or other eligibility requirements.

5. Account Registration

Some Platform features require you to create an account. You agree to provide accurate and reasonably current information when registering.

You are responsible for maintaining the confidentiality of your login credentials and for activity conducted through your account.

You must not create an account using another person's identity, impersonate another person, or knowingly provide false information.

You should notify us promptly if you believe your account has been accessed without authorization.

6. Creator Accounts

Users who apply to become Creators may be subject to an approval process.

Approval as a Creator does not guarantee earnings, rankings, followers, engagement, or continued access to Creator features.

We may approve, reject, suspend, or remove Creator status where reasonably necessary to protect the Platform, its Users, or the integrity of Platform features.

7. Creator Responsibilities

Creators are responsible for the Content they publish and for complying with these Terms and applicable laws.

Creators must not:

• Upload Content they do not have the right to use.
• Misrepresent themselves or their affiliation.
• Manipulate engagement, rankings, votes, or earnings.
• Use automated systems or fraudulent accounts to generate artificial activity.
• Attempt to circumvent Platform fees, limits, safeguards, or payment systems.
• Encourage Users to conduct transactions outside the Platform for the purpose of avoiding Platform rules or fees.

8. User Content

You retain ownership of Content that you submit to the Platform, subject to the rights and permissions granted under these Terms.

By submitting Content, you grant Upstream Creators a non-exclusive, worldwide, royalty-free license to host, store, reproduce, display, distribute, format, and otherwise use that Content as reasonably necessary to operate, provide, promote, maintain, and improve the Platform.

You represent that you have the necessary rights and permissions to submit the Content and grant the rights described above.

9. Content Standards

Content must comply with applicable law and these Terms.

You must not use the Platform to publish or distribute Content that is unlawful, fraudulent, threatening, abusive, discriminatory, excessively violent, sexually exploitative, invasive of another person's privacy, or otherwise harmful to the Platform or its Users.

We may remove or restrict Content that violates these Terms or that we reasonably believe creates a risk to Users, the Platform, or third parties.

10. Voting

Upstream Creators may provide voting features that allow eligible Users to support Creators or participate in rankings and challenges.

Eligible Fans may receive a limited number of free votes each day. The current standard allowance is five free votes per day, subject to Platform rules and technical limitations.

Voting availability, limits, eligibility, and use may be changed from time to time.

Votes are not ownership interests, investments, securities, currency, or guaranteed monetary value.

Users must not use bots, scripts, automated accounts, multiple fraudulent accounts, or other methods to manipulate voting activity.

11. Memberships

Upstream Creators may offer paid Memberships that provide access to additional Platform benefits.

Depending on the Membership available at the time, benefits may include additional votes, member posts, creator messaging, exclusive content, or other features described on the Platform.

The current Membership benefit may include 500 extra votes per month. Membership benefits are subject to the specific description presented at the time of purchase.

Memberships may renew automatically where the applicable payment arrangement provides for recurring billing. Users are responsible for reviewing the applicable price, renewal terms, and cancellation options before subscribing.

12. Credits

Upstream Creators may allow Users to purchase digital Credits for use with eligible Platform features.

Credits are digital Platform units only. They are not bank deposits, legal tender, securities, investments, or a representation of ownership in Upstream Creators.

Unless expressly stated otherwise, Credits cannot be exchanged directly between Users, withdrawn as cash by Fans, or redeemed for cash.

Credit packages, pricing, and eligible uses may change from time to time.

13. Messages

Certain messaging features may require Credits or an active Membership.

The Platform may charge a Creator messaging fee to initiate or send certain messages. The applicable cost will be displayed on the Platform before the transaction where reasonably practicable.

Creator replies may be provided without an additional Credit charge where the Platform specifies that replies are free.

Users must not use messaging to harass, threaten, scam, impersonate, spam, or otherwise abuse another person.

14. Tips

Upstream Creators may allow Fans to send digital tips to eligible Creators using Credits.

Tip amounts and applicable fees will be determined by the Platform and displayed where reasonably practicable.

Where the Platform specifies a Creator share, the Creator may receive the applicable percentage after the Platform's share and any applicable adjustments.

Tips are voluntary. Users should not send tips in exchange for illegal services, guaranteed outcomes, or prohibited conduct.

15. Gifts

Upstream Creators may provide digital gifting features that allow Fans to send eligible digital gifts to Creators.

Gift values, availability, pricing, and Creator shares may vary by feature and may be changed by the Platform.

Digital gifts are intended for use within the Platform and do not represent ownership, securities, or guaranteed cash value.

16. Creator Revenue Pool

Upstream Creators may operate a Creator Revenue Pool or similar revenue-sharing program.

Eligibility, calculation methods, qualifying engagement, revenue allocation, payment timing, and other requirements may be defined by the Platform from time to time.

Participation in a Revenue Pool does not guarantee any particular amount of earnings.

We may exclude fraudulent, artificial, invalid, reversed, or otherwise ineligible activity when calculating Revenue Pool distributions.

17. Creator Payouts

Eligible Creator earnings may be subject to minimum payout thresholds, verification requirements, payment-processing fees, taxes, reversals, refunds, chargebacks, fraud reviews, and other applicable adjustments.

Creators are responsible for providing accurate payout information and for complying with their own tax and legal obligations.

We may delay or withhold a payout where reasonably necessary to investigate suspected fraud, unauthorized transactions, chargebacks, violations of these Terms, or other legitimate Platform concerns.

18. Refunds, Reversals and Chargebacks

Purchases, Memberships, Credits, tips, gifts, and other paid transactions may be subject to the refund policies displayed at the time of purchase and to applicable consumer protection laws.

Where a transaction is refunded, reversed, disputed, charged back, or determined to be unauthorized or fraudulent, related Credits, benefits, earnings, or other account balances may be adjusted or reversed where appropriate.

We may suspend relevant account activity while investigating disputed or suspicious transactions.

19. Payment Processors

Payments may be processed by third-party payment providers.

By making a payment, you may also be agreeing to the applicable terms and privacy policies of the payment provider.

Upstream Creators does not control the internal systems, availability, policies, or security practices of third-party payment processors.

20. Sponsored Challenges

Upstream Creators may offer challenges or promotional activities that are sponsored by third parties.

Sponsored challenges may have additional rules, eligibility requirements, prizes, deadlines, or disclosures.

Where additional challenge rules apply, those rules will form part of the applicable terms for that challenge.

21. Rankings and Discovery

The Platform may display Creator rankings, profiles, discovery lists, trending lists, rising lists, movement indicators, or other forms of Creator discovery.

Rankings may be calculated using votes, engagement, activity, movement, popularity, eligibility, or other Platform criteria.

Rankings are informational Platform features and do not constitute guarantees of popularity, earnings, professional success, or future performance.

We may modify ranking systems to maintain fairness, improve the Platform, or address manipulation.

22. Followers and Engagement

Users may be able to follow Creators, like Content, comment, interact with posts, participate in challenges, and otherwise engage with the Platform.

Engagement may be removed, adjusted, or restricted where it is determined to be fraudulent, automated, abusive, duplicated, manipulated, or otherwise invalid.

23. Prohibited Commercial and Fraudulent Activity

You must not use the Platform to:

• Conduct fraudulent or deceptive transactions.
• Manipulate votes, rankings, engagement, tips, gifts, or earnings.
• Create or operate accounts for the purpose of artificially increasing engagement.
• Attempt to exploit technical vulnerabilities or payment systems.
• Circumvent fees, account restrictions, eligibility rules, or other Platform safeguards.
• Sell, transfer, or trade accounts or Platform benefits where prohibited.
• Use the Platform for unlawful financial activity.

24. Intellectual Property

The Platform, including its software, design, branding, trademarks, logos, interfaces, text, graphics, and other original materials, is owned by or licensed to Upstream Creators and is protected by applicable intellectual property laws.

Except as expressly permitted by these Terms, you may not copy, reproduce, modify, distribute, sell, lease, reverse engineer, or create derivative works from Platform materials.

"Upstream Creators" and associated branding may not be used in a manner that falsely suggests endorsement, affiliation, or authorization.

25. Third-Party Services

The Platform may integrate with or link to third-party services, websites, payment providers, analytics services, social platforms, or other external services.

Third-party services may have their own terms and privacy policies. Upstream Creators is not responsible for the independent operation, content, policies, or availability of third-party services.

26. Privacy

Your use of the Platform may involve the collection and processing of personal information.

Our handling of personal information is described in our applicable Privacy Policy.

By using the Platform, you acknowledge that information may be processed as reasonably necessary to provide, secure, maintain, and improve the Platform and its features.

27. Security

We take reasonable measures designed to protect the Platform and User accounts.

However, no online service can guarantee absolute security. Users are responsible for maintaining appropriate account security, including protecting passwords and access credentials.

28. Platform Availability

We aim to keep the Platform available and functioning reliably, but we do not guarantee uninterrupted access.

The Platform may occasionally be unavailable because of maintenance, upgrades, technical issues, security measures, third-party services, or circumstances outside our reasonable control.

29. Account Suspension and Termination

We may suspend, restrict, or terminate an account where we reasonably believe that the User has violated these Terms, applicable law, or Platform rules, or where action is reasonably necessary to protect Users, the Platform, or third parties.

We may also restrict individual features without terminating an entire account.

Where appropriate, we may provide notice or an opportunity to address an issue, subject to the circumstances involved.

30. Effect of Termination

If your account is terminated or you stop using the Platform, your right to access account-specific features may end.

Termination does not automatically eliminate obligations that arose before termination or provisions that by their nature should continue to apply.

Where permitted by applicable law, unused digital benefits may be cancelled when an account is terminated for a violation of these Terms.

31. User Responsibility for Content

You are solely responsible for Content you submit, publish, transmit, or otherwise make available through the Platform.

You are also responsible for ensuring that your Content does not violate another person's rights, including intellectual property, privacy, publicity, or other legal rights.

32. Disclaimers

The Platform is provided on an "as available" and "as is" basis to the extent permitted by applicable law.

We do not guarantee that the Platform will always be uninterrupted, error-free, completely secure, or available in every location.

We do not guarantee any particular number of followers, votes, messages, tips, gifts, earnings, rankings, or Creator Revenue Pool distributions.

33. Limitation of Liability

To the maximum extent permitted by applicable law, Upstream Creators and its operators, employees, contractors, and service providers will not be liable for indirect, incidental, consequential, special, or punitive losses arising from or related to use of the Platform.

Nothing in these Terms is intended to exclude or limit liability where such exclusion or limitation is prohibited by applicable law.

34. Indemnity

To the extent permitted by applicable law, you agree to indemnify and hold harmless Upstream Creators and its operators, employees, contractors, and service providers from claims, liabilities, damages, losses, and reasonable expenses arising from your unlawful use of the Platform, violation of these Terms, or infringement of another person's rights.

35. Changes to the Platform

We may add, remove, modify, suspend, or discontinue Platform features from time to time.

This may include changes to rankings, voting systems, Membership benefits, Credits, messaging, tips, gifts, challenges, Creator Revenue Pool calculations, or other features.

We will seek to communicate material changes where reasonably appropriate.

36. Changes to These Terms

We may update these Terms from time to time.

When material changes are made, we may provide notice through the Platform or other reasonable means.

Your continued use of the Platform after updated Terms become effective constitutes acceptance of the updated Terms, to the extent permitted by law.

37. Electronic Communication

You agree that we may communicate with you electronically, including through email, account notifications, Platform notices, and other digital communications.

Electronic communications may satisfy legal requirements for written communication where permitted by applicable law.

38. Notices

We may provide notices through the Platform, by email, or through other reasonable communication methods associated with your account.

You are responsible for ensuring that the contact information associated with your account is reasonably current.

39. Governing Law

These Terms are intended to be governed by the laws of the Republic of South Africa, subject to any mandatory consumer protection or other legal requirements that apply to you.

Where legally permitted, disputes relating to the Platform or these Terms will be subject to the jurisdiction of the appropriate courts of South Africa.

40. Consumer Rights

Nothing in these Terms is intended to remove or restrict any mandatory rights or protections that you may have under applicable consumer protection laws.

Where a provision of these Terms conflicts with a mandatory legal right, the mandatory legal requirement will apply to the extent of the conflict.

41. Severability

If any provision of these Terms is found to be invalid, unlawful, or unenforceable, that provision will be interpreted or limited to the minimum extent necessary, and the remaining provisions will continue to apply.

42. No Waiver

If we do not immediately enforce a provision of these Terms, that does not mean we have waived our right to enforce that provision later.

43. Entire Agreement

These Terms, together with any additional rules, policies, feature-specific terms, and agreements expressly incorporated into them, form the agreement between you and Upstream Creators concerning your use of the Platform.

44. Assignment

You may not transfer or assign your rights or obligations under these Terms without our prior written consent, except where applicable law permits otherwise.

We may assign or transfer our rights and obligations in connection with a restructuring, merger, acquisition, sale of assets, or other legitimate business transaction.

45. Contact Us

If you have questions, complaints, concerns, or requests regarding these Terms or the Platform, you can contact us using the details below.

46. Acknowledgement

By using Upstream Creators, you acknowledge that you have read these Terms of Service, understand them, and agree to be bound by them.