Last Updated: November 4, 2023
This agreement (herein referred to as the “creator agreement”, “agreement”, or “terms”) outlines the terms and conditions of uploading to and using our platforms as a creator (“uploader”, “contractor” or “you”) with Grove Technology Inc. (“the Company”, “we”, “us”, or “our”), a Delaware corporation.
We operate, or may operate in the future, various technology platforms, including our iOS app, website (joingrove.app), software programs, and other content distribution channels (collectively, the 'Company Platforms’, or ‘Platform’).
We operate, or may operate in the future, various third-party platforms or accounts, including social media accounts (collectively, ‘Third Party Platforms').
Collectively, the Company Platforms and the Third Party Platforms are referred to herein as ‘platforms’.
This agreement is subject to periodic revisions.
You certify that you are 21 years of age or older and have the capacity to accept and adhere to these terms, which constitute a legally binding agreement.
Because the platforms offer content related to the Cannabis industry and use of licensed Cannabis products in specific jurisdictions, you represent that you are of legal age to purchase and consume said products.
You must be a current U.S. citizen and reside in the United States. You must currently reside in a State where adult-use and/or medicinal Cannabis is legal under State law.
If you are younger than 21 years of age or cannot meet any of the above requirements, you are expressly forbidden from accepting this agreement and using the platforms.
Terms and Conditions
You further affirm your acceptance and acknowledgment of the following terms and conditions:
Payment Timing & Terms
The Company has sole discretion regarding what videos are approved for the platforms (’accepted content’). Any Content deemed, at our discretion, to not be in accordance with our Content Guidelines or Requirements (the “Rejected Content”), shall not be added to our platforms for user consumption, nor shall it be subject to payment terms outlined below.
Payment for In-App Tips
Grove will pay you via PayPal within 60 days of the final calendar day of the month in which the tip was received on the App Store or Google Play Store.
Example: A user tips you on August 20. You will be paid no later than the last calendar day of October.
FAQ: Why does it this long to get paid tips? We have a longer withholding cycle for tips for two reasons:
Tip revenue must first be received from the payment processor (e.g. Apple App Store or Google Play Store), which is not immediate.
Tipping unfortunately can be used in combination with chargebacks and other forms of fraud to leave app publishers on the hook for large payouts if not subject to a longer withholding period. We will always do our best to pay out tips as soon as payment is received from the app store, especially if there are not indicators of fraud, but we need to have this term to ensure we know a payment has successfully processed and will not be clawed back by the App Store later.
Any tips reasonably suspected to be of fraudulent or manipulated origin - at the Company’s sole discretion - will be refunded to the buyer (if possible), or donated in full to the Last Prisoner Project if a refund is no longer possible. Grove does not, under any circumstances, keep or profit from forfeited tips due to fraud or chargebacks.
Creators who, at the Company’s sole discretion, are deemed to be involved in fraudulent, manipulative, or otherwise detrimental use of the Platform and its tipping feature(s) will be permanently removed and banned from using our services.
Because tips are an in-app purchase, they are subject to Apple’s In-App Payment terms.
Apple takes 30% gross for all in-app purchases.
Grove takes 10% of net after Apple (not gross!) to cover the finance/accounting and admin costs of tracking and distributing tips.
Example: You get a $10 tip. Apple takes 30% of gross, or $3, leaving $7. Grove takes 10% of $7, or 70c, leaving $6.30.
The Company reserves the right, to adjust, offset, or otherwise modify any future payments owed to you as a result of an excess payment issued at any point. The amount of any such offset or adjustment shall never exceed the amount of excess payment or overpayment to you in prior or current payment periods.
You are solely responsible for payment of any and all tax or other obligations arising from payments sent to you from the Company and any or all of its affiliates and business partners, including but not limited to State, Federal, Local, Medicare, and Social Security taxes or fees. By signing this agreement, you acknowledge and understand that you are solely responsible for paying any taxes or dues associated with payments to you from Company or its affiliates.
Content License, Name and Likeness, Licenses
You retain ownership of your content excluding any Company word marks, logos, trademarks, or other Company IP.
By submitting Content to Grove, you:
Grant the Company a perpetual, worldwide, unlimited, and irrevocable royalty-free license to reproduce and distribute your content on Company Platforms, including our mobile apps, social media, and any affiliated or otherwise related partner platforms which exist now or anytime in the future.
Affirm and acknowledge that you are granting the Company the perpetual, worldwide, and royalty-free right to reproduce, transmit, or otherwise display your name and likeness on the Platforms, or those of our partners, affiliates, or any other related entity.
Recognize and agree that the Company exclusively owns, universally and perpetually and in all languages, all rights, titles, and interests associated with our Platform and all of its parts or elements. This includes our applications, websites, names, logos, trade names, trademarks, service marks, and all types of our proprietary rights, including any other categories of intellectual property. It further includes all materials such as graphics, artwork, text, logos, video, metadata, and all other materials supplied by the Company to you under this agreement, and all adaptations, derivative works, and edits thereof made by the Company or you, excluding your likeness and any of your Content not embodying and/or constituting any of the foregoing.
It also encompasses registrations, applications, renewals, and extensions of the foregoing now or hereafter in force with respect to any Company intellectual property. No provision in this agreement shall ever be construed as impairing or transferring any of the Company’s aforementioned ownership rights in and to the Company’s Intellectual Property, Trademarks, equity, or copyrights.
Term & Termination
The Company may terminate this agreement at any time, for any reason, in whole or in part, upon written notice to you.
You may terminate the your participation in the platforms at any time, for any reason, upon 14 days of written notice to Company at email@example.com.
Effect of Termination
Upon termination of this agreement, all rights and access conferred to you under this agreement will cease forthwith, and you are obligated to cease posting content on our platforms.
You will receive a final payment for tips earned up to the date of termination. Both shall be subject to the Payment Terms previously outlined.
Termination of this agreement, for whatever reason, shall not restrict any rights previously or bestowed upon the Company with regard to hosting, publishing, advertising, or any other use of previously-approved content, metadata, or name/likeness previously submitted to the Company by you.
Any and all clauses in this agreement which necessitate actions from a party following termination, or are by their nature intended to endure past termination, shall persist.
Miscellaneous & Other Terms
By signing this agreement you certify and agree that;
This agreement governs your work as a Contractor for the Company, and that no right of part or full-time employee status may be granted, inferred, or assumed.
You understand that as an independent Contractor, Company cannot provide you with health insurance, disability insurance, or other typical benefits required for full-time or part-time employees.
Your Content does not and will not infringe upon the Copyrights, Likeness rights, or any other rights of any individual, company, or third party.
You will always comply with relevant FDA, FTC, and other laws and regulations around product safety, labeling, and sponsorship disclosures.
Agree to indemnify and hold harmless the Company, its past, current, and/or future, affiliates, partners, third party contractors, licensees, acquirers, shareholders, investors, agents, or other related parties from and against any and all claims, losses, damages, settlements, costs, or other expenses related to your performance of the duties and obligations outlined in this agreement, your use of the platforms, or other Platform terms.
The Company assumes no liability for your use of the platforms.
Upon signing these Creator T&C’s, you and the Company shall be bound by a mutual non-disclosure agreement regarding any and all Company Intellectual Property, trade secrets, strategy, product offerings, payment terms or rates, source code, or other proprietary information.
Cannabis is currently, and may continue to be well into the future, listed as a Schedule I Controlled Substance under Federal U.S. Law. As such, individuals who purchase, transport, consume, cultivate, manufacture, and/or use Cannabis are subject to arrest and potential prosecution for doing so. You assume all responsibility, legal and/or civil, for your use, purchase, transport, consumption, or any other activity related to Cannabis and associated products under any applicable local, state, and/or Federal laws.
You expressly forego any equity-based remedy, claim, or settlement against the Company.
By executing this agreement, you hereby agree that you will not restrain, block, hinder, or impinge upon the Company or its platforms, in any of its forms, in any manner or fashion, now or in the future.
This agreement is non-transferrable.
The Company cannot guarantee the availability of the Platform or any other services at any or all times, or for any reason. The Company cannot be held responsible for the unavailability of the platform due to acts of God, terrorism, war, pandemic, or any event out of the Company’s control. As a Cannabis-adjacent organization, the Company may have to deal with outages or service terminations from Cloud Hosting providers, SaaS products we rely on, or other critical vendors which are out of our control.
In-app purchase functionality (including Tips and Subscriptions) are subject to Apple and Google’s sole approval during the app review process. Either App Store may, at times, indefinitely, or permanently, restrict our ability to deploy or maintain these features in our app. We will always do our best to make such features available, but we cannot make any guarantees on the availability of said features due to the control both Apple and Google have over their app stores.
You understand and acknowledge that the Company does not guarantee any specific income, result, or outcome from the Platform or any of its services or operations, or your use thereof.
If any term or provision in this agreement is ruled to be void or invalid, all remaining provisions shall remain in full force.