Marketing Services Terms of Agreement
for Clients

Introduction

These Marketing Services Terms of Agreement (“Terms”) explain the basis on which you may access and use the Genie platform and our AI Genie ‘Bot’, to enable you to engage Genie to provide marketing services solutions.  Our Genie platform can be accessed via our website as https://www.meetgenie.co, our mobile and desktop applications, and via certain other third party sites and/or platforms (collectively, “Genie”). 

Genie is brought to you by Meet Genie Limited, a company registered in England and Wales with registered office at 61-63 Beak Street, London, England, W1F 9SL (“we”, “us” or “our”).

By registering for a Genie account, or accessing or using Genie, you agree to be bound by these Terms, as may be amended by us from time to time. If you do not agree to these Terms, you must not click ‘accept’ and you must stop using Genie immediately.

Where you enter into these Terms on behalf of a company or other legal entity (whether incorporated or not) you warrant to us that you have the right to bind such company or entity to these Terms. Unless we have been informed otherwise, we are entitled to treat your acceptance of these Terms as your company’s acceptance of these Terms. 

These Terms incorporate our Privacy Policy, Cookie Policy, Acceptable Use Guidelines, Equality Policy and any other documents referenced therein, each of which you also agree to be bound by when you register for a Genie account, or otherwise access or use Genie.

Definitions

For convenience, in these Terms:

  • “Brief” means a Client’s description of work required (or other engagement or role), to be fulfilled by Talent;

  • “Client” means a user seeking to find and/or engage Talent via Genie;

  • “Services” means the services performed by Talent to a Client in accordance with a Brief;

  • “Talent” means the individuals made available via Genie, in response to a Brief;

  • “user” means a person or entity with a registered account on Genie, either in capacity as Talent or Client;

  • “you” or “your” refers to the person or entity entering into these Terms;

  • references to legislation are to that legislation as amended from time to time;

  • all references to the singular shall include the plural, and vice versa;

  • reference to a “person” includes a “legal entity” such as a company or partnership; and

  • “including” means “including without limitation”.

Genie platform

Genie is a platform which acts like an automated agent to answer creative briefs, enabling registered Clients to publish Briefs and collect responses to those Briefs from Talent. 

As the provider of the Genie platform, we do not provide, control, manage, offer, deliver or supply any Services ourselves. Clients alone are responsible for their Briefs.  Genie platform will suggest Talent that we think are suitable for the Brief but Genie is not liable for the output of the Services provided by Talent, and Clients accept that Genie is merely suggesting Talent that can be used by the Client to provide the Services. We are not a party to any contractual relationship between Clients and Talent, nor do we act as an agent in any capacity for any Talent (except as otherwise specified in the Payment Terms).

While we make every endeavour to identify and select Talent whom we consider are best suited for your Briefs and/or engagements, we otherwise have no control over and cannot guarantee:

  • the truth, accuracy or non-infringement of any Portfolio or other materials submitted to you by Talent via Genie; or 

  • the performance or conduct of any Talent or third parties. 

We shall not be responsible or liable for any unavailability or unsuitability of Talent, or for any acts or omissions of Talent before, during or after an engagement. We will check the Talent’s right to work in the jurisdiction they are required to do the work in and that their combination of portfolio and profile information together reflects a true accuracy of their previous work experience at the time of being presented. If we are made aware of failure by any Talent to meet generally accepted levels of performance, we will take immediate action to ensure they will not be presented to you in answer to future briefs

The Genie platform may contain links to third-party websites or resources (“Third-Party Services”). Such Third-Party Services may be subject to different terms and conditions and privacy practices. We are not responsible or liable for the availability or accuracy of such Third-Party Services, or the content, products, or services available from such Third-Party Services. 

Your use of Genie 

You agree to comply with:

  • the terms of any third party websites or platforms through which Genie makes its services available;

  • all applicable laws in your local jurisdiction;

  • our Acceptable Use Guidelines; and

  • such lawful policies that we communicate to you from time to time, including our Privacy Policy, Cookie Policy, and Equality Policy.

You agree that you will not copy, decompile, modify, adapt or reverse engineer any part of Genie, allow others to use or access Genie, or use Genie in any manner that may be unlawful or that breaches our Acceptable Use Guidelines.

All intellectual property rights (including copyright, rights in data, trade marks and any patents or patent applications) in and to Genie and our services, and all associated goodwill, belong exclusively to us (or our respective licensors). You have no rights in or to Genie other than the right to use Genie in accordance with these Terms.

To the extent that the existence or use of Genie or any related service may infringe any law of a territory other than England and Wales, you are prohibited from such activity and this provision shall override all other provisions of these Terms.

We reserve the right to terminate your right to use Genie or terminate these Terms at any time for any reason (in our absolute discretion), including misuse of Genie by you. On termination, all rights granted to you under these Terms shall terminate immediately.

We may monitor, edit or remove any content made available by you or your use of Genie that, in our opinion, breaches the letter or spirit of these Terms, or for any other lawful reason, at any time.

Variation

We may change these Terms at any time by notifying you of a change when you next access Genie. The new terms may be displayed on-screen or be emailed to you, and you may be required to read and accept them to continue to use Genie.

Account Registration 

Once you’ve registered for an account, you will be able to access and use Genie. If you are registering a Genie account for a business, organisation or other legal entity, you represent and warrant that you have the authority to legally bind that entity and grant us all permissions and licenses provided in these Terms.

When registering, you must provide accurate and complete information as requested in the registration form, including the provision of your account details on any third party websites or social media platforms that may be required. Once you have been successfully registered, you may access Genie through such third party websites or platforms through which Genie makes its services available. 

You are responsible for maintaining the confidentiality of the username and password and for all activities that take place in connection with Genie using your account, including use of the account by a third party. You must not do anything that may assist anyone who is not registered to gain access to your Genie account. You agree immediately to notify us in writing of any actual or suspected unauthorised use of your password or account or any suspected breach of security.

You may not use another person’s Genie account at any time without our permission. Following registration, we may allow you to access Genie in accordance with these Terms.

You may not register more than one Genie account unless we authorise you to do so. You may not assign or otherwise transfer your Genie account to another party.

Onboarding

You will be invited to use Genie by way of an email, which will contain a link to our onboarding typeform. During the onboarding process, we will ask you a series of questions about your organisation, which will allow Genie to build and generate your profile on the platform.

Once you have completed onboarding, Genie will send you an email with your password and username to log-in to your new Genie account.

You confirm that all information you provide (or have provided) to us during the onboarding process is accurate and complete information.

Terms specific for Clients

As a Client, you may use Genie to:

  • submit/upload Briefs, together with such other information as requested by Genie, which may include:

    • a description of the Services required;

    • start date;

    • duration; and

    • location; 

  • communicate, request submissions or materials from, or otherwise interact with prospective Talent who respond to your Brief(s); and

  • book the Services. 

You are responsible for ensuring that any information contained in a Brief is accurate, clear and complete.

When submitting Briefs and using Genie, you agree to abide at all times with your obligations under the Acceptable Use Guidelines and/or the Equality Policy. 

Cancellations and Amendments

You have the option to cancel or amend a Brief at any time, subject to you being liable for any third party costs (including any Talent fees) that we have committed to or incurred as at the date of cancellation or amendment. 

Invoicing and Payment Terms

Our Fees

You shall pay us the fees as stipulated on the Genie platform for your use of Genie and for Talent engaged through your use of Genie.  

If, during the six month period following completion of any Services, you subvert the Genie platform and engage the same Talent directly via other means, we reserve the right to charge our fees in respect of your further engagement of the Talent.

Genie Invoicing

Genie will generate an invoice addressed to you for the Fees. Our third party payment service provider may handle the invoicing procedure and process payment.

We will do everything we can to ensure the payment process runs as smoothly as possible, but we shall not be liable to the extent any payment delays or errors which happen due to any act or omission of our third party payment service provider.

You warrant that any information you provide to us for the purpose of our calculation of our Fee shall be complete and accurate.

You agree to pay any sums due to us under these Terms within 28 days of receipt of our invoice, together with any applicable VAT at the same time. Please note that the day rates quoted for Services exclude VAT.

For the purpose of this “Invoicing and Payment” clause, “you” includes any of your group companies to whom you have introduced the Talent. “Group company” means any subsidiary, holding company or subsidiary of a holding company, with “subsidiary” and “holding company” having the meaning given in section 1159 of the Companies Act 2006.

Availability of Genie

We aim to provide a platform and service that you enjoy using and we try to make sure that it is available and meets our users’ needs. However, we are not able to guarantee that Genie will always meet expected functionality, availability and/or other performance levels, especially as we are reliant on third parties. In particular, there may be times when Genie is unavailable due to maintenance or emergency works. We are not responsible for outages or disruptions of the internet and telecommunications infrastructure which are beyond our control and can lead to interruptions in the availability of Genie. Any guarantee, condition, representation or warranty which might otherwise be implied or incorporated into these Terms, whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law. While we take reasonable steps to ensure that Genie does not contain or allow the introduction of any virus, malware, bugs or similar issues, we cannot guarantee this, and you should take the necessary precautions before using Genie.

Any views expressed using Genie are the opinions of the relevant users, and do not represent our views, opinions, beliefs or values. We are not responsible for the content of any Briefs. Where you have reason to believe that any such content is in breach of these Terms, infringes your rights (or third party rights), or is otherwise illegal, you agree to notify us. Where we receive a notification, we will take reasonable steps to investigate promptly. 

Once you have posted content using Genie, or submitted content to us for posting on Genie and such content has been posted, it may be shared and reposted by users, including on other websites or social media channels. Given the nature of the internet and social media, if your content is posted elsewhere online, others may have shared, commented on, or re-posted your content. While we may be able to remove content from Genie, we are not able to remove or control content from other websites or platforms.

Confidentiality

Except as expressly stated below, you agree to keep confidential any information you obtain as a result of or in connection with Genie that is proprietary and confidential or which you might reasonably expect the discloser would regard as confidential and you agree not to use any of that information or permit others to use that information other than to determine whether or not to engage Talent. 

The disclosure to you via Genie of actual or potential Talent, and/or other information constitutes confidential information and must be strictly treated as such and not shared with any third parties. 

Intellectual Property

We will procure that all Talent engaged in the Services for your Brief shall assign all intellectual property rights that they create, specifically for the Brief, to you.  If you require further documentation with the Talent to confirm this assignment, we will assist you in obtaining that additional confirmatory assignment.  

Our liability to you

To the fullest extent permitted by law, in no event shall we be liable for any:

  • loss of profits, loss of revenue, loss of opportunity;

  • loss of, corruption of or damage to, information, data or systems (including Briefs), or 

  • inability to access or use Genie;

  • completeness, accuracy or legality of information or materials made available by Talent; and/or

  • any indirect, special or consequential loss or damage, in each case whether or not we were aware of the possibility of such loss of damage, and however such loss or damage arises.

Our maximum aggregate liability to you in any calendar year, arising under or in connection with your use of Genie (whether for breach of these Terms, tort, negligence or otherwise) shall not exceed the greater of: a) £1000 and b) an amount equivalent to the total fees received by us in respect of your use of Genie in respect of that calendar year .

Nothing in these Terms shall exclude or in any way limit our liability for death or personal injury caused by our negligence or fraud or any other liability to the extent the same may not be excluded or limited as a matter of law.

You choose to use the Genie platform voluntarily and at your sole risk. The Genie platform is provided “as is”, without warranty of any kind, either express or implied.

Indemnification

To the maximum extent permitted by applicable law, you agree to release, defend (at our option), indemnify, and hold us and our affiliates, subsidiaries, officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your breach of these Terms, (ii) your improper use of Genie, (iii) your interaction with, or engagement of, any Talent, or (iv) your breach of any laws, regulations or third party rights.

Privacy

By using Genie, you consent to us collecting and using personal data that you submit to us in accordance with our Privacy Policy.

You accept and agree that if you apply for a Brief advertised by a company not based within the European Economic Area or the UK, we may send your personal details outside of the European Economic Area or UK (as applicable) to assist with that introduction.

General

These Terms apply to the exclusion of all other terms, including any terms proposed or made available by you. These Terms are the entire agreement between the parties and neither party has relied on any prior representation by the other party (including misrepresentations whether innocently or negligently made).

If any of these Terms are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

If you cease to use Genie or your access is terminated, all terms intended to survive shall continue to apply, including intellectual property, liability, privacy and confidentiality.

These Terms shall be governed by in accordance with the law of England and Wales and the English courts shall have exclusive jurisdiction over any dispute arising under or in connection with these Terms.

Acceptable Use Guidelines

You must not use Genie (or submit or provide access to any content that may be made available using Genie) in any way that:

  • is not in good faith;

  • is defamatory of any other person;

  • is obscene, offensive or immoral;

  • promotes or facilitates any form discrimination whether based on race, sex, religion, nationality, disability, sexual orientation, age or otherwise;

  • infringes the copyright, database right, patent, or other right of any other person, including privacy rights;

  • makes content submitted via Genie available outside of the Genie platform, except with our prior written consent;

  • is likely to harass, upset, embarrass, alarm or annoy any other person;

  • is likely to disrupt or overload our service in any way, for example by hacking or inserting malicious code into Genie or uploading/downloading too much data;

  • advocates, promotes or assists in any unlawful act such as copyright infringement or computer misuse;

  • collects other users’ content or information using automated means;

  • aggregates, scrapes or otherwise uses data made available via genie for means other than those intended by us;

  • misrepresents your identity or affiliation with any person;

  • distributes unsolicited or unauthorised advertising, promotional materials, spam or other forms of solicitation or advertisement other than as expressly permitted in these Terms; and/or

  • facilitates or encourages any breach of these Terms.

Equality Policy

At Genie, we believe everyone should be treated with dignity and respect. Our diverse pool of users draws together individuals and organisations of different cultures, values, and norms. We want to ensure that people from every background feel welcome, respected and valued on the platform.

Guided by these principles, all Clients must follow these rules when using Genie:

Clients must not: (1) post any Briefs which discourage or indicate a preference for Talent, (2) impose any different terms or conditions on Talent; or (3) decline the services of any Talent, or (4) otherwise discriminate against Talent, based on:

  • race, colour, ethnicity, national origin, religion, sexual orientation, gender identity, or marital status;

  • age, where prohibited by law (although Clients may indicate in a Brief that an engagement may be unsafe or unsuitable for guests of a certain age or families with children or infants);

  • actual or perceived disability (however, if Talent raises his or her disability, Clients should discuss with the Talent whether the Brief accommodates for the Talent’s accessibility needs); or

  • factors that are otherwise prohibited by applicable law. 

Clients should make every effort to be welcoming to Talent of all backgrounds. Clients who demonstrate a pattern of rejecting Talent from a protected class under applicable laws (even while articulating legitimate reasons) undermine the strength of our  Genie platform by making Talent feel undervalued, and Genie may at its discretion suspend Clients if Genie believes such Clients have demonstrated such a pattern from the platform.