The following Terms & Conditions and any documents referred to herein (the “Terms & Conditions”) set out the conditions for membership of the Copa Creator Network, an online community for fans of football (the “Network”) operated by COPA90 Limited, a company registered in England and Wales under company number 5851891, with a registered office at 6th Floor, One London Wall, London, EC2Y 5EB (“COPA90”, “we” or “us”).
“COPA90 Partner Distribution Network” means any websites or platforms owned and operated by third parties with whom COPA90 distributes (or may distribute) content now or in the future.
“Brief” means a detailed specification of the content requested by COPA90 as part of any project commissioned by COPA90, which COPA90 may amend in its sole discretion.
“Contribution” means content in various forms, including without limitation films, clips, images, articles, comments and conversations submitted by you to the Network.
“Group” means our subsidiaries, our ultimate holding company and its subsidiaries, as defined in section 1159 of the UK Companies Act 2006.
“Intellectual Property Rights” means patents, rights to inventions, copyright and related rights, trade marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets) and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
“Membership” means membership of the Network, and “Member” shall be interpreted accordingly.
“Member Services” means the services provided to you by virtue of your Membership, including but not limited to, access to the Network and all facilities enabling the submission of Contributions and Project Content.
“Project Content” means the content that you provide to COPA90 in accordance with the relevant Brief for a particular project commissioned by COPA90.
“Social Media Platform” means, without limitation Facebook, Google, Twitter, Instagram, YouTube, Reddit, Snapchat and Flickr and any other social media platform.
“Website” means www.copa90.com and, any other website or digital platform owned or operated by COPA90.
2.1 In order to become a Member, you must first agree to these Terms and Conditions. You may not use the Member Services if you have not accepted these Terms and Conditions, or if you fail to comply with any of the Conditions of Membership, at any time.
2.2 As a Member, COPA90 hereby grants you permission to access and use the Member Services for submitting and uploading Contributions and Project Content, subject to these Terms and Conditions. We may change, amend, adapt or modify any of the Member Services, at any time.
3.1 You must be at least 18 years old to become a Member.
3.2 You must comply at all times during your Membership with:
- these Terms and Conditions;
- any Additional Terms that COPA90 may apply as additional or supplementary terms and conditions (the “Additional Terms”) in respect of certain projects commissioned by COPA90. In such cases, the Additional Terms shall apply in the event of any conflict with these Terms and Conditions.
- our Network Guidelines, available here www.copa90.com/copa-creator-guidelines
- our website Terms and Conditions, available here: www.copa90.com/terms-and-conditions
3.3 You must submit personal details for your online profile to COPA90 (unless agreed otherwise in writing with COPA90) including (without limitation) your name, age, nationality, a recent photo of yourself and links to any profiles held by you on any Social Media Platforms and you consent to COPA90 using such details on the Website and/or any Social Media Platform in connection with any Contribution and/or Project Content that you submit. You agree that such information is accurate and not misleading and you must notify COPA90 in the event that any details on your profile need to be updated.
3.4 You agree that you will be solely responsible for any breach of your obligations under these Terms and Conditions and for any loss or damage caused as a result of such breach.
4.1 You may not submit Contributions and/or Project Content, or use the Member Services:
- in any way that breaches any applicable, local, national or international law or regulation;
- in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect; nor
- to send, upload, use or re-use any material which does not comply with the Content Standards.
This list is not exhaustive and may be amended by us from time to time.
4.2 You may not use any Contributions and/or Project Content for any commercial purposes, except with the prior written consent of COPA90.
5.1 As a Member, you may submit Contributions to COPA90 (via any electronic means notified to you by COPA90) at any time, provided that each and every Contribution conforms to the Content Standards set out in these Terms and Conditions.
5.2 You acknowledge and agree that:
- you are solely responsible for any Contributions which you submit, whether names, personal information, photographs, films, stories, music, ideas, creative concepts, other materials, information or data of any kind and in any format;
- by submitting Contributions to the Network, you are granting permission to COPA90 to use the content of such Contributions in accordance with the Contributions Licence (set out below), and that we may edit, alter or modify any part of your Contribution, at any time, to make a new copyright work which shall be the sole property of COPA90;
- any ideas, concepts, methods, systems, designs, plans, techniques or other similar materials that you submit or otherwise communicate to the Network as part of the Contribution, may be used by us in any manner; and
- we may choose to publish a Contribution, or any edited, adapted or amended version of a Contribution on any and all platforms owned or operated by COPA90, including any Social Media Platforms, and/or via the C0PA90 Partner Distribution Network.
5.3 By submitting a Contribution to us you represent and warrant that the Contribution complies with the Content Standards, that it is original to you and that no other party has any rights to it or that you have obtained all required consents and permits to enable you to submit the Contribution to the Network and for it to appear on the Website, any Social Media Platform and/or via the COPA90 Partner Distribution Network.
5.4 COPA90, in its sole discretion, may refuse to accept any Contribution and shall be under no obligation to post, transmit, distribute, upload, publish, display edit or use any of the content included as part of your Contribution.
5.5 You agree that you are not entitled to any notification from us if we decide to make use, edit or publish a Contribution, nor are you entitled to any compensation (unless otherwise agreed between you and us).
6.1 When you create, upload, post and send a Contribution to the Network, you shall retain ownership in the intellectual property rights of the Contribution (to the extent that you owned such intellectual property rights to begin with).
6.2 By submitting or sending a Contribution to us, you grant COPA90 and any member of our Group, the exclusive, royalty-free, unrestricted, worldwide, perpetual, irrevocable, transferable and fully sub-licensable right and licence to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such material (in whole or part) and/or to incorporate it in other works in any form, media, or technology now known or later developed, for any commercial or non-commercial purpose. For the avoidance of doubt, this licence shall not restrict you from using such material for your own non-commercial purposes.
6.3 You also warrant that any “moral rights” in a Contribution have been irrevocably waived in favour of COPA90 and our Group.
7.1 From time to time, as part of your Membership, we may contact you and invite you to submit Project Content for a specific Project, for which we will supply you with a Brief and any applicable Additional Terms. In order to accept the invitation, you will be asked to confirm your acceptance by email to firstname.lastname@example.org.
7.2 You acknowledge and agree that:
- any Project Content submitted by you will be in accordance with the specification of time, content, theme and format as set out in the Brief;
- you are solely responsible for the Project Content which you submit whether names, personal information, photographs, films, stories, music, ideas, creative concepts, other materials, information or data of any kind and in any format;
- we shall have absolute editorial control over the Project Content and we may edit, alter or modify any part of the Project Content, at any time;
- we will not have any obligation to credit you as the creator of the Project Content;
- any “moral rights” in the Project Content have been irrevocably waived in favour of COPA90 and our Group;
- any ideas, concepts, methods, systems, designs, plans, techniques or other similar materials that you submit or otherwise communicate to the Network as part of the Project Content, may be used by us in any manner; and
- we may choose to publish the Project Content, or any edited, adapted or amended version of the Project Content on the Website, any Social Media Platforms, and/or via the COPA90 Partner Distribution Network.
7.3 If you agree to provide us with Project Content you agree and acknowledge that time is of the essence in respect of the delivery date of the Project Content, meaning that it is essential that the Project Content is submitted to us by the date specified in the Brief.
7.4 By submitting Project Content to us you represent and warrant that the Project Content complies with the Content Standards, that it is original to you and that no other party has any rights to it or that you have obtained all required consents and permits to enable you to submit the Project Content to the Network and for it to appear on the Website, any Social Media Platform, and/or via the COPA90 Partner Distribution Network.
7.5 COPA90, in its sole discretion, may refuse to accept any Project Content and shall be under no obligation to post, transmit, distribute, upload, publish, display edit or use any of the Project Content submitted by you. We will notify you in the event that we do not accept the Project Content.
7.6 You agree that you are not entitled to any notification from us if we accept the Project Content or decide to make use, edit or publish Project Content.
7.7 If, subject to the prior agreement of you and COPA90, you are entitled to compensation for the provision of the Project Content, this shall be detailed in the Additional Terms.
8.1 Subject to COPA90 accepting the Project Content, and in consideration for any payments made to you in accordance with any applicable Additional Terms, you hereby assign to COPA90 absolutely with full title guarantee all of your right, title and interest in and to all Intellectual Property Rights arising out of or in connection with the Project Content.
8.2 In the event that COPA90 confirms in writing that it does not wish to accept the Project Content, you shall retain all Intellectual Property Rights in and to the Project Content.
9.1 Whenever you upload or submit a Contribution or any Project Content, you must comply with the standards set out below (collectively, the “Content Standards”), which shall apply to each part of any Contribution or Project Content as well as to its whole. You must comply with the spirit and the letter of the following standards:
- Facts must be accurate;
- Opinions must be genuinely held;
- Content must comply with all applicable laws and regulations;
- Contributions and/or Project Content must not contain any material which is, or could reasonably be considered to be hateful, defamatory, discriminatory, obscene, abusive, threatening, offensive or pornographic or that incites violence or contains nudity or graphic or gratuitous violence or depicts any illegal activity;
- Contributions and/or Project Content must not (or be likely to) harass any other person;
- Contributions and/or Project Content must not include any material which infringes upon the rights of any third party including, without limitation, intellectual property rights, privacy, publicity or other personal or proprietary right;
- Contributions and/or Project Content must not contain any content that is deceptive or fraudulent;
- Contributions and/or Project Content must not be made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence;
- Contributions and/or Project Content must not advocate, promote or assist any unlawful act such as (by way of example only) copyright infringement or computer misuse.
9.2 You warrant that all Contributions and/or Project Content submitted by you to COPA90 comply with these Content Standards and you will be liable to COPA90 and indemnify us and the Group for any breach of that warranty. This means that you will be responsible for any loss or damage that we suffer as a result of your breach of warranty.
9.3 Failure to comply with these Content Standards will be deemed a material breach of these Terms and Conditions and we may take any such action as we deem appropriate, including, but not limited to, the immediate removal of any Contribution and/or Project Content, taking legal action against you, or disclosing information to law enforcement authorities as we reasonably feel is necessary.
9.4 Any information, content or material submitted by you will be deemed not to be confidential or secret.
COPA90 is the owner and/or authorised user of any trade mark, and/or service mark appearing on the Website, and it is the copyright owner or licensee of the content and/or information on the Website, unless otherwise indicated. Except as otherwise provided herein, Membership and use of the Member Services does not grant to you a licence to any content, features or materials you may access on the Website. Any commercial use of the Website or the Network is strictly prohibited, except as expressed permitted herein or otherwise approved by us in advance in writing.
We will have the right to disclose your identity to any third party who is claiming that any Contribution and/or Project Content submitted by you constitutes a violation of their intellectual property rights, or of their right to privacy or is in connection with other illegal activity.
THE NETWORK AND THE MEMBER SERVICES, INCLUDING, WITHOUT LIMITATION, ALL CONTENT, FUNCTIONS AND MATERIALS IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY FOR INFORMATION, DATA, DATA PROCESSING SERVICES, OR UNINTERRUPTED ACCESS, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, USEFULNESS, OR CONTENT OF INFORMATION, AND ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. COPA90 DOES NOT WARRANT THAT THE NETWORK AND THE MEMBER SERVICES OR THE FUNCTIONS, FEATURES OR CONTENT CONTAINED THEREIN WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. COPA90 MAKES NO WARRANTY THAT THE NETWORK AND THE MEMBER SERVICES WILL MEET MEMBERS’ REQUIREMENTS. NO ADVICE, RESULTS OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM COPA90 OR THROUGH THE NETWORK AND THE MEMBER SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. IF YOU ARE DISSATISFIED WITH THE NETWORK AND THE MEMBER SERVICES, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE MEMBER SERVICES.
TO THE EXTENT PERMISSIBLE UNDER LAW, IN NO EVENT SHALL COPA90 OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, OR CONTENT OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE LOSS OR DAMAGES ARISING FROM OR DIRECTLY OR INDIRECTLY RELATED TO THE USE OF, OR THE INABILITY TO USE, THE NETWORK AND THE MEMBER SERVICES OR THE CONTENT, MATERIALS OR FUNCTIONS RELATED THERETO INCLUDING, WITHOUT LIMITATION, LOSS OF INCOME OR REVENUE, LOSS OF ANTICIPATED PROFITS OR CONTRACTS, LOSS OF ANTICIPATED SAVINGS, LOSS OF DATA, LOSS OF GOODWILL OR LOSS OF BUSINESS, EVEN IF COPA90 OR SUCH INDIVIDUAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL LOSS OR DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO CERTAIN USERS. IN NO EVENT SHALL COPA90 BE LIABLE FOR OR IN CONNECTION WITH ANY CONTENT POSTED, TRANSMITTED, EXCHANGED OR RECEIVED BY OR ON BEHALF OF ANY USER OR OTHER PERSON ON OR THROUGH THE NETWORK AND THE MEMBER SERVICES. IN NO EVENT SHALL THE TOTAL LIABILITY OF COPA90 TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, DELICT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THE TERMS AND CONDITIONS OR YOUR USE OF THE NETWORK AND THE MEMBER SERVICES EXCEED, IN THE AGGREGATE, £100.00.
You agree to indemnify, defend and hold harmless us, our officers, employees, directors, contractors, agent and service providers from and against any losses, liabilities, expenses (including reasonable legal expenses) and damages resulting from your use of the Member Services and any breach of these Terms and Conditions.
15.1 You may end your Membership of the Network at any time by contacting email@example.com. Upon receiving your notice to end your Membership, we shall terminate your access to the Member Services.
15.2 We may end your Membership of the Network at any time in the event that:
- You breach any of these Terms and Conditions (or you have acted in a manner which indicates that you do not intend to, or are unable to comply with these Terms and Conditions);
- You repeatedly submit Contributions and/or Project Content which fails to comply with the Content Standards;
- We cease to provide the Network or the Member Services; or
- We are required to do so by law,
at which time we shall immediately terminate your access to the Member Services.
15.4 Upon ending your Membership, for any reason, any provision of these Terms and Conditions that expressly or by implication is intended to come into or continue in force on or after termination of this legal agreement shall remain in full force and effect.
16.1 These Terms and Conditions, together with any applicable Additional Terms, constitute the entire agreement between you and COPA90 in relation to your Membership of the Network and replace any prior agreements between you and COPA90 in respect of your Membership.
16.3 You may not assign, sub-licence or otherwise transfer any of your rights and obligations under these Terms and Conditions without our prior consent.
16.4 You agree that if any court, having competent jurisdiction, decides that any provision of these Terms and Conditions is invalid, that provision will be removed from the Terms and Conditions without affecting the rest of the Terms and Conditions which shall remain valid and enforceable.
16.5 No failure or delay by COPA90 to exercise any right or remedy provided under these Terms and Conditions or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy.
16.6 In all matters relating to the Network, the Member Services, any Contribution and/or Project Content that you submit as part of your Membership, and these Terms and Conditions, the governing law shall be the laws of England and Wales.
16.7 You and COPA90 agree to submit to the exclusive jurisdiction of the Courts of England and Wales to resolve any legal matters relating to the Network, the Member Services, any Contribution and/or Project Content that you submit as part of your Membership, and these Terms and Conditions.