The following Content Monetization Terms govern Your participation in the Content Monetization program or features on the Memo’d Platform. The Content Monetization Terms are subject to, and will also include, the Memo’d Terms of Service, Privacy Policy, Tipping Policy, and all other Memo’d policies and guidelines, each as may be updated or amended from time to time (together, the “Policies”). In the case of any inconsistency between these Content Monetization Terms and the Policies, insofar as they relate to the Content Monetization program or features on the Memo’d Platform, these Content Monetization Terms will prevail. Upon expiration or termination of Content Monetization or Creator’s participation in the Content Monetization program or features, the Policies will remain in effect and continue to apply to Your use of the Platform. Any capitalized terms used but not defined herein has the respective meanings given to them in the Policies.
2.1 Memo’d Account. You must have an active Memo’d account in good standing and in compliance with Memo’d’s Policies.
2.2 Age Requirements. By participating in Content Monetization, you agree to be bound by these Terms as a legal agreement. You must be at least 13 years old to participate in Content Monetization.
2.3 Permission. If You are under 18 years old, You represent that You have Your parent or guardian’s permission to participate in Content Monetization. Please have them read these Content Monetization Terms with You. If You are a parent or guardian of a Creator under the age of 18, by allowing your child to participate in Content Monetization, you are subject to these Content Monetization Terms and responsible for your child’s activity on the Platform.
2.4 Businesses. If You are using Content Monetization on behalf of a company or organization, You represent that You have the authority to act on behalf of that entity, and that such entity accepts these Content Monetization Terms.
2.5 Payment Setup. You must provide at least one valid linked digital payment account that can be used as a payment method through the Content Monetization features, and complete all necessary onboarding documentation (including, without limitation, any tax reporting documents required by Memo'd or the payment account provider).
3.1 Tipping. Tipping is a feature that allows Users to compliment Creators monetarily for their Content (“Tipping”) and Creators to earn monetary gratitude from Users for their Content. Users and Creators engage with Tipping voluntarily and are under no obligation to send or accept tips.
3.2 Locked Content. Locking is a feature that grants Members access to Content for a determined one time or recurring fee (“Locked Content”) and Creators the ability to generate revenue from their Content. Users and Creators engage with Locked Content voluntarily and are under no obligation to pay for or offer Locked Content.
3.3 Availability. By participating in Content Monetization, You understand that availability to Content may vary in duration or accessibility. Neither Creator nor Memo’d makes any guarantees as to the long-term availability of such Content on Memo’d Platforms. Creator and Memo’d will take reasonable steps to ensure Members who have paid for Content have reasonable access to the Content for a reasonable time. Memo’d reserves the right in its sole discretion to modify, terminate, establish, control, and limit any aspect of Content Monetization from time to time, and without any other notice to You. Any such change, update, or modification will be effective immediately upon posting. Please review these Content Monetization Terms periodically to ensure that you continue to agree with all of the terms. If You continue to participate in Content Monetization after those changes, updates, or modifications are in effect, You agree to the revised terms.
4.1 Tipping Revenue. Creators may keep 100% of the donations/tips from Users (less any applicable fees described herein).
4.2 Locked Content Revenue. Memo’d applies a revenue share model to Locked Content (“Locked Content Revenue Share”). Memo’d is paid a 10% share of the monthly net income You earn through Your Locked Content (after any applicable Payment Processor fees, In-App Purchase fees, Additional Fees, or Taxes enumerated below).
4.3 Payment Provider Integrations for Tipping. Memo’d integrates with third-party payment service providers (each, a “Payment Provider”) such as Patreon, PayPal, and Buy Me a Coffee for Tipping. The applicable Payment Provider is responsible for all aspects of the processing of the Tipping transaction on behalf of the Creator. We are not responsible for the processing of the payment nor for any payment services provided to You by any Payment Provider, including the availability of the Payment Provider’s services. If You have any questions or issues in relation to the services provided to You by a Payment Provider, please contact the applicable Payment Provider.
4.4 Payment Processor Fees for Locked Content. Memo’d uses one or more third-party payment processors (each, a “Payment Processor”), such as Stripe and PayPal, to collect, process, and remit payments on Memo’d’s behalf for Locked Content.
All income earned from User purchases made through a website or a system browser are subject to Payment Processor fees deducted off the top. Such fees are mandated and managed by the Payment Processor, subject to change, and no portion of it is kept by Memo’d. In addition, You may be subject to the terms, conditions, privacy policies, processing procedures, and personal information collection practices of the Payment Processor, in addition to these Content Monetization Terms.
4.5 In-App Purchase Fees for Locked Content. All income earned from User purchases made through the iOS application are subject to Apple Inc.’s commission fee deducted off the top. This fee is mandated and managed by Apple, subject to change, and no portion of it is kept by Memo’d. For the most up-to-date Apple commission rate, please email support@memod.com .
4.6 Additional Fees. You are responsible for any fees, taxes, duties, or charges incurred through services provided to You by Your Payment Provider or Payment Processor.
4.7 Taxes on Platform Earnings. You may be liable to pay taxes to Your country of residence on Your Platform earnings from Content Monetization. Check with Your local tax authorities for detailed guidance. Memo’d will collect tax identification information and will charge and withhold the applicable taxes if required by law. Notwithstanding the foregoing, You will be solely responsible for bearing, reporting, and remitting all income or withholding taxes and other government charges which may be due as a result of the payments received.
4.8 Refunds. You recognize and agree that You shall not have any Refund rights for Tipping or Locked Content.
5.1 Memo’d Intellectual Property. The Creator will be the sole and exclusive owner of all intellectual property rights in any Memo that the Creator writes. You understand and agree that Memo’d may from time to time use Your Content in a manner in accordance with the Terms of Service. Members who engage with Content Monetization,tip, and/or pay any fees to access Locked Content do not have any intellectual property rights in any Content.
5.2 License Grant. Memo’d hereby grants to You a non-exclusive, limited license during the term of this Agreement, under all intellectual property rights owned or controlled by Memo’d, solely to the extent required for You to participate in Content Monetization in accordance with these Content Monetization Terms. With the exception of the foregoing limited license, no right, title or interest in or to any intellectual property rights of Memo’d are granted to You.
5.3 Release; Right of Publicity. You grant to Memo’d the right to use Your name, voice, image, likeness, and biographical information You provide to Memo’d (collectively, “Attributes”) in connection with the distribution, exhibition, marketing, and other use of Your Locked Content. You release Memo’d, its affiliates, and their respective assigns, licensees, and successors from any claims that may arise regarding the use of Your Attributes, including any claims of defamation, invasion of privacy, or infringement of moral rights, rights of publicity, or copyright.
Your participation in Content Monetization does not imply any agency, representation, sponsorship, or endorsement between Memo’d and You. Your participation in Content Monetization is voluntary and at will. Nothing in Your participation in Content Monetization or this Agreement should be construed to create a partnership, joint venture, or employer-employee relationship.
Subject to the Privacy Policy, you may receive promotional email communications regarding the Services from Memo’d from time to time. If You would like to unsubscribe from these promotional emails, find and click the unsubscribe button at the bottom of the promotional emails.
Any information about Memo’d, its affiliates, or its products, including the Platform and the Services, that is made available to You through the Services, including but not limited to this Agreement, that is not otherwise publicly available is Memo’d’s confidential information (“Confidential Information”). You agree not to disclose any Confidential Information to any third party under any circumstance, unless previously approved in writing by Memod.
You are solely responsible for your Posted Content and the consequences of posting it. You should only provide Content that you are comfortable sharing with others. By posting Your Posted Content, You represent, and warrant that:
9.1 Your Posted Content does not and will not (i) infringe, violate, or misappropriate any third-party’s and/or intellectual property, privacy, or proprietary right, (ii) defame, harass, bully, or impersonate any other person, or (iii) violate any other law, rule, or regulation;
9.2 You have, or have obtained, all rights, licenses, consents, permissions, power and/or authority necessary to grant the rights granted herein for any Posted Content that You submit, post, or display on or through the Services;
9.3 Your Posted Content does not contain material subject to copyright or other proprietary rights, unless You have necessary permission or are otherwise legally entitled to post the material and to grant Memo’d the license described herein;
9.4 Your Posted Content does not violate these Terms or Memo’d’s Terms of Service, including those additional terms and policies incorporated by reference; and
9.5 Unless You have received prior written authorization, your Posted Content specifically does not contain any pre-release or non-public beta feature or content or any Confidential Information of Memo’d or confidential information of third parties.
10.1 Account Suspension or Termination. We may suspend or terminate Your account or cease providing You with all or part of the Services at any time for any or no reason, including, but not limited to, if we reasonably believe: (i) You have violated these Terms or the Terms of Service; (ii) You create risk or possible legal exposure for us; (iii) Your account should be removed due to unlawful conduct; (iv) Your account should be removed due to prolonged inactivity; or (v) our provision of the Services to You is no longer commercially viable. We will make reasonable efforts to notify You by the email address associated with Your account or the next time You attempt to access Your account, depending on the circumstances.
10.2 Forfeiture. Without limiting Our other rights or remedies, if We believe You have violated these Terms or the Terms of Service, We may determine that all or any portion of the remaining platform earnings balance in Your account that You may otherwise have been entitled to receive will be void and forfeited.
10.3 Withdrawal. You may withdraw Your participation in Content Monetization by disabling the Content Monetization features and/or providing Memo’d with written notice of Your Intent to Withdraw. An electronic communication or e-mail (“Electronic Notice”) shall be deemed written notice for purposes of this Section 11.3 if sent to support@memod.com.
Your access to and use of the Services or any Posted Content are at Your own risk. You understand and agree that the Services are provided to you on an “AS IS” and “AS AVAILABLE” basis. The “Memo’d Entities” refers to Memo’d, its related companies, affiliates, officers, directors, employees, agents, representatives, partners, and licensors. Without limiting the foregoing, to the maximum extent permitted under applicable law, THE MEMO’D ENTITIES DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. The Memo’d Entities make no warranty or representation and disclaim all responsibility and liability for: (i) the completeness, accuracy, availability, timeliness, security or reliability of the Services or any Posted Content; (ii) any harm to Your computer system, loss of data, or other harm that results from access to or use of the Services or any Posted Content; (iii) the deletion of, or the failure to store or to transmit, any Posted Content and other communications maintained by the Services; and (iv) whether the Services will meet Your requirements or be available on an uninterrupted, secure, or error-free basis. No advice or information, whether oral or written, obtained from the Memo’d Entities or through the Services, will create any warranty or representation not expressly made herein.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE MEMO’D ENTITIES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (ii) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; (iii) ANY CONTENT OBTAINED FROM THE SERVICES; OR (iv) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF THE MEMO’D ENTITIES EXCEED THE GREATER OF ONE HUNDRED U.S. DOLLARS (U.S. $100.00) OR THE AMOUNT YOU PAID MEMO’D, IF ANY, IN THE PAST SIX MONTHS FOR THE SERVICES GIVING RISE TO THE CLAIM. THE LIMITATIONS OF THIS SECTION SHALL APPLY TO ANY THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND WHETHER OR NOT THE MEMO’D ENTITIES HAVE BEEN INFORMED OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
Creator will not assign, sell, transfer, delegate or otherwise dispose of, whether voluntarily or involuntarily, by operation of law or otherwise, this Agreement or any or its rights or obligations under this Agreement without Memo’d’s prior written consent. Memo’d may freely assign this Agreement or any of its rights or obligations under this Agreement without the consent of the Creator.
14.1 Applicable Law. Any and all disputes and causes of action arising out of or connected with Content Monetization and the enforceability of these Terms, shall be governed by and construed in accordance with the laws of the state of California without regard to its conflict of law provisions. To the extent that any lawsuit is permitted under this Agreement, You and Memo’d hereby expressly consent to the personal and exclusive jurisdiction and venue of the state and federal courts located in the City and County of San Francisco, California, and waive any objection as to inconvenient forum.
14.2 Entire Agreement. These, including the Terms of Service, Privacy Policy and any other terms and conditions which are incorporated herein or might accompany Content Monetization or applicable Service, constitute the entire agreement between You and Memo’d and shall govern the use of Content Monetization, superseding any prior agreement between You and Memo’d with respect to Content Monetization. You may also be subject to additional terms and conditions that may apply when You use or purchase certain other Memo’d Services, affiliate Services, third-party content, or third-party software.
14.3 Waiver; Severability. At any time, should Memo’d fail to exercise or enforce any right of provision of these Terms, such failure shall not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.
14.4 No Right of Survivorship; Non-Transferability. You acknowledge and agree that Your account is non-transferable and any rights to Your account, earnings, and/or contents within Your account shall terminate upon Your death.
14.5 Changes to Content Monetization Terms. Memo’d is constantly changing and improving the Services. Memo’d may, from time to time, need to make changes to the terms and conditions or policies, in order to reflect changes that may also apply to your use of the Services - including the Content Monetization Terms, the Terms of Service, our Policies, and other contractual documents. . Such revisions shall be effective immediately. Your continued participation in Content Monetization indicates Your acceptance of such changes, and as such, Your frequent review of this Agreement and policies currently in effect. Should You not agree to any updated, revised or modified terms, You must stop using the provided Services forthwith.
14.6 Assignment. We may assign our agreement with You to any affiliated company or to any entity that succeeds to all or substantially all of our business or assets related to the Services. Neither these Terms nor any right, obligation, or remedy hereunder is assignable, transferable, delegatable, or sublicensable by You except with our prior written consent, and any attempted assignment, transfer, delegation, or sublicense shall be null and void.
14.7 Electronic Communications. When You use the Services, or send e-mails, text messages, and other communications from Your computer or mobile device to us, You may be communicating with us electronically. You consent to receive communications from Memo’d electronically, such as e-mails, texts, mobile push notices, or notices, and messages through the Services, and you can retain copies of these communications for your records. You agree that all agreements, notices, disclosures, and other communications that we provide to You electronically satisfy any legal requirement that such communications be in writing.
Last updated: May 2023
