Table of contents

Podcaster program
Use of service and use of digital tokens
Use of content and intellectual property
Respect des lois
Indemnisation
Durée et résiliation
Confidentialité
Responsabilité
Dispositions générales

PODCASTER PROGRAM

The Podcaster Program is run by WhatRocks to enable podcasters to acknowledge and thank their listeners for their loyalty by offering complimentary Digital Tokens that they may use to make donations to their charities of choice in the WhatRocks mobile application. Although the Podcaster Program is permanent, WhatRocks will contact you from time to time to take part in ad hoc campaigns it’s planning to run. Each offer for you to take part in a campaign will include details of the deliverables, and completion timeline.

USE OF THE WHATROCKS SERVICE AND DIGITAL TOKENS

USE OF WHATROCKS SERVICE

In connexion with the Terms of Use that you accept, you are granted a complimentary access and usage of the Service to enable you to offer Digital Tokens to your listeners.

Persuant to these Terms of Podcaster, WhatRocks will provide you with the necessary elements including but not limited to:

• a referral code for you to share with your listeners;

• WhatRocks clickable links for you to add to your podcast show notes, social media posts, newsletters, or websites;

• WhatRocks QR codes for you to add to the pages of your website and newsletters of your podcast show.

USE OF DIGITAL TOKENS

During your participation in the Podcaster Program, you will be granted access to the complimentary budget of Digital Tokens dedicated to the promotion of WhatRocks. WhatRocks will determine with you the conditions of use of the Digital Tokens including:

• The marketing material that will give rise to rewards (podcast platform, social channels, websites, mobile applications, newsletters etc.)

• The level of reward (number of Digital Tokens offered to your listeners) for each marketing material

USE OF CONTENT AND INTELLECTUAL PROPERTY

content

In addition to the content and information provided by WhatRocks, you may have to create content to distribute through your channels including but not limited to your emails, websites, and social media. Such content might include photography, video clips, written text, dialogue, or any other creative expression. Other than the WhatRocks content and information that we provide or our name and logo, you agree that all content created is original, or is used with full permission of the owner of the rights, so that use of the content (either by you or by us) will not violate anyone’s intellectual property rights or rights of publicity or privacy. You agree that the WhatRocks content will remain ours, and we agree that your content will remain yours.

UTILISATION DE VOTRE CONTENU

WhatRocks has the limited irrevocable right to use and display your name, image, and content created under the Podcaster Program on our channels including but not limited to emails, websites, social media, in other marketing materials, or use for our business records so long as attribution is provided to you.

You must comply with the following if you upload images or videos, write comments, or texts or interact with the WhatRocks community:

• Always upload only your own photos and videos with the full consent of additional people in the photo or video.

• Never get “fake” likes and interactions from third parties.

• Follow the law and the Community Guidelines. No sexual content, child abuse, drugs, weapons, violence.

• Show respect for the WhatRocks brand.

Do not spread “misleading information”, make false statements, or misrepresent WhatRocks.

UTILISATION DU MATÉRIEL WHATROCKS

WhatRocks grants you a limited, non-sublicensable, nonexclusive, revocable, worldwide license to use, reproduce, modify, create derivative works of, distribute, and digitally display WhatRocks name and logo only to the extent necessary to perform the services under the Podcaster Program and only in a manner that has been approved by WhatRocks. You will follow any usage guidelines provided by WhatRocks. In the event WhatRocks determines in its sole discretion that any use by you violates WhatRocks guidelines or places WhatRocks or related businesses in an unfavorable light, you will cease any such use of content immediately if requested by WhatRocks.

GOODWILL

You recognize that your reputation and goodwill are essential to our brand. If, at any point during or after the Podcaster Program, you become involved in or associated with any crime or scandal, or any situation that would cause our association with you to have a negative impact on WhatRocks, you agree to promptly remove at our request any posts or content related to WhatRocks from any channels you control including but not limited to emails, websites, and social media.

COMPLIANCE WITH THE LAW

You and WhatRocks agree to comply with all applicable laws, rules, and regulations in the course of fulfilling yours and our obligations under these Podcaster Terms. You acknowledge and agree that you shall comply with the following requirements:

All content and postings by you under the Podcaster Program will be in full compliance with:

• all the rules of the platform that they are posted on (for example social media);

• the law, regulations, and requirements of all applicable governmental agencies, including but not limited to the use of endorsements and testimonials in advertising; and

• best practices for disclosure of your relationship with us, even where there may be space limitations.

You will ensure the disclosures are clear, prominent, and in close proximity to the content. You agree to be responsible for understanding and abiding by the most up-to-date version of any applicable rules, regulations, or guidelines.

compensation

For your participation and completion of your obligations under the Podcaster Program of WhatRocks, you will receive the compensation that is communicated to you by WhatRocks.

DURATION AND TERMINATION

These Podcaster Terms are effective when you join the Podcaster Program and continue until you no longer perform under the Podcaster Program or WhatRocks notifies you that you are no longer part of the Podcaster Program.

CONFIDENTIALITY

You and WhatRocks agree to keep these Podcaster Terms, its contents, and communications in furtherance of these Podcaster Terms strictly confidential (“Confidential Information”). Neither you or WhatRocks shall share or use the Confidential Information for any purposes other than to fulfill yours or our obligations under these Podcaster Terms. Unauthorized disclosure by one party of the other party’s Confidential Information will give rise to irreparable injury to the other party inadequately compensable in damages. Accordingly, the parties agree the non-disclosing party shall be entitled to injunctive relief against the breach or threatened breach, in addition to any other legal remedies which may be available.

LIABILITY

Vous êtes seul responsable de toute violation des règles de la plateforme (telles que les règles et directives d’Apple, de Spotify ou d'Instagram) ainsi que des lois applicables. WhatRocks n'est pas responsable de ces violations, et toute amende, compensation ou coût similaire résultant de votre non-respect des règles et directives applicables sera imposé uniquement à vous, y compris les amendes et les demandes de dommages-intérêts qui peuvent être adressées à WhatRocks.

GENERAL PROVISIONS

GOVERNMENT LAW

You agree that the laws of the Province of Ontario, without regard to principles of conflict of laws, will govern these Terms and any claim or dispute that has arisen or may arise between you and WhatRocks, except to the extent governed by the Canadian federal law.

SURVIVAL CLAISE

Any provision and any other right or obligation of the parties in these Ambassador Terms that, by its nature, should survive termination of these Ambassador Terms, will survive any such termination.