Welcome to Hipi 2.0, a digital creator‑economy platform that enables brands, advertisers, and their authorised representatives to discover, engage with, and collaborate with registered creators for the creation, distribution, promotion, and monetisation of branded content through various tools, features, and interactive functionalities made available over the internet to compatible devices.
PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USE OF THE BRAND PORTAL. THESE TERMS OF USE CONSTITUTE A LEGAL AND BINDING AGREEMENT BETWEEN YOU/ BRANDS) AND ZEEL AND GOVERN YOUR USE AND ACCESS OF THE BRAND PORTAL BY CHECKING/CLICKING ON THE `I AGREE` LINK AND/OR BY DOWNLOADING AND/OR INSTALLING AND/OR BROWSING OR USING THE BRAND PORTAL, YOU EXPRESSLY ACCEPT THESE TERMS OF USE. IF YOU DO NOT ACCEPT TO THESE TERMS OF USE, PLEASE DO NOT BROWSE AND/OR DOWNLOAD AND/OR INSTALL AND/OR USE THE BRAND PORTAL. YOUR USE AND ACCESS OF THE BRAND PORTAL CONSTITUTE UNCONDITIONAL ACCEPTANCE OF THE TERMS OF USE AND YOU ACCEPT AND AGREE TO COMPLY WITH AND BE BOUND BY THE SAME WITHOUT ANY MODIFICATIONS, RESERVATIONS OR LIMITATIONS.
For the purposes of these Terms of Use, the terms “You,” “Your,” or “Brand(s)” shall mean any natural person or legal entity that accesses, browses, registers on, or otherwise uses the Brand Portal, whether directly or through an authorised representative. The terms “We,” “Us,” or “Our” shall mean ZEEL, including its affiliates, successors, and permitted assigns.
1. DEFINITIONS
Certain words in this Terms of Use have a specific meaning and are explained below for Your easy understanding:
1.1 “Application`” means the Hipi 2.0 application owned by ZEEL which is available at _________ including but not limited to the websites, webpages, application programming interface, applications, any sub-domains, or related top-level domains including the mobile sites, widgets and integrations to provide the Content on Devices, which is available on various platforms such as iOS, android and supported web browsers etc.
1.2 “Brand” shall mean and include any client, advertiser, commercial entity, company, brand, digital marketing agency, public relations agency, or other authorised business partner that avails or procures the services of an Influencer through the Application for the purposes of advertising, promotion, marketing, endorsement, or any other form of commercial collaboration. For the avoidance of doubt, the term “Brand” includes all entities that identify, select, engage, or finalise an Influencer through the Application for the promotion of their brand, products, services, campaigns, or commercial objectives.
1.3 “Brand Material” shall mean and include any material, asset, information, Intellectual Property, product sample, guideline, document, brief, instruction, promotional material, concept note, script, visual content, audio content, trademarks, logos, or any other tangible or intangible item belonging to or provided on behalf of the Brand, whether directly or through the Application, for the purpose of enabling the Influencer to conceptualise, produce, create, or publish Content under a Brand partnership or campaign.
1.4 “Brand Portal” means the dedicated, web‑based interface made available by ZEEL to Brands, accessible through a separate website and linked to the Hipi 2.0 Platform, which enables Brands to create, manage, execute, monitor, and administer brand campaigns, publish campaign requirements, interact and negotiate with creators (solely to the extent permitted under these Terms of Use), review and approve creator‑generated content, and access related tools, dashboards, features, and functionalities.
1.5 “Content” shall mean and include any and all forms of influencer‑generated, influencer‑submitted, or influencer‑produced material, whether in raw, draft, edited, or final form, including without limitation videos, short‑form videos, long‑form videos, audio‑visual works, livestreams, recorded livestreams, music, sound recordings, voiceovers, photographs, images, illustrations, artwork, graphics, animations, text overlays, captions, metadata, hashtags, scripts, performances, concepts, drafts, derivative works, edits, compilations, aggregations, behind‑the‑scenes footage, promotional assets, interactive elements, reactions, reviews, messages, feedback, comments, descriptions, titles, or any other form of expression, creative output, material, or deliverable created, developed, uploaded, posted, published, displayed, performed, or otherwise made available by an Influencer on or through the Application. For the avoidance of doubt, “Content” includes all categories of works as defined under the Copyright Act, 1957 (as amended), and encompasses all deliverables or contributions made by an Influencer in connection with any Brand collaboration, monetisation program, or promotional campaign undertaken on or through the Application.
1.6 “Devices” means any and all internet enabled devices like smart phones, tablets, laptops, desktops, etc. which are compatible with and have access to the Internet.
1.7 “Internet” shall mean the system making use of the TCP/IP software protocols known as the internet or the worldwide web whatever the communications links may be which connects the End User (including by way of fixed, mobile, DSL, ISDN, UMTS WiMax or other broadband links) including any developments in such protocols or any other protocols which may be developed which give equivalent, reduced or enhanced functionality compared with such protocols.
1.8 “Material” includes all templates, text, graphics, images, music, software, audio, video, information, or any other materials available on the Platform as well as the look and feel of Hipi 2.0.
1.9 “Platform” means Hipi 2.0 website “________”, Hipi 2.0 mobile web, and any other future variations or domain, Application and any present and future means and modes to offer Hipi 2.0’s service.
2. ELIGIBILITY
You represent, warrant, and undertake that: (a) You are a legally recognised entity duly incorporated, registered, or otherwise validly existing under applicable laws, or an authorised individual acting on behalf of such entity, and that you have attained the age of majority under applicable law; (b) You possess the full power, authority, and legal capacity to enter into, accept, and comply with these Terms of Use, and, where You are acting on behalf of a Brand(s), you are duly authorised to bind such entity to these Terms of Use; (c) All information provided by You in connection with access to or use of the Brand Portal is true, accurate, complete, and not misleading; and (d) You are not prohibited, restricted, suspended, or otherwise disqualified from accessing or using the Platform or the Brand Portal under any applicable law, court order, governmental directive, sanctions regime, or regulatory prohibition.
Any access to or use of the Brand Portal in violation of this Clause shall constitute a material breach of these Terms of Use and may result in immediate suspension or termination of Your access, without prejudice to any other rights or remedies available to ZEEL under law or equity.
3. YOUR RESPONSIBILITIES
3.1 You shall be solely responsible for procuring, maintaining, and securing all hardware, software, systems, devices, browsers, and internet connectivity required to access and use the Brand Portal and the Platform, and for bearing all costs, charges, and expenses associated therewith. Access to and use of the Brand Portal is dependent on the availability and quality of your internet connection and compatible systems, which may vary based on your service provider, configuration, and technical environment. The Brand Portal is accessible through selected web browsers, operating systems, and device configurations, and ZEEL does not warrant compatibility with all systems, software versions, or devices. You acknowledge that access to the Brand Portal may be affected by system limitations, browser settings, firewall restrictions, network congestion, or other technical factors beyond ZEEL’s control.
3.2 ZEEL shall not be responsible or liable for any interruption, delay, degradation, corruption, loss of data, or inability to access or use the Brand Portal arising from internet connectivity issues, system incompatibility, technical failures, third‑party service disruptions, or your failure to maintain compatible systems or configurations. ZEEL shall also not be liable for any interruption, suspension, or unavailability of the Brand Portal resulting from any Force Majeure Event. For the purposes of these Terms of Use, a “Force Majeure Event” shall mean any event beyond the reasonable control of ZEEL, including but not limited to acts of God, natural disasters, epidemics or pandemics, acts or omissions of governmental or quasi‑governmental authorities, changes in law, court orders, cyber‑attacks, system failures, power outages, network disruptions, strikes, lockouts, curfews, or other labour or technical disturbances.
3.3 ZEEL may, at its sole discretion, implement updates, enhancements, bug fixes, security patches, or modifications to the Brand Portal or any of its features from time to time. You acknowledge that continued access to or optimal use of the Brand Portal may require you to update or modify your systems, software, or configurations, and ZEEL shall not be responsible or liable for any inability to access or use the Brand Portal resulting from your failure to do so.
4. REGISTRATION OF BRANDS
4.1 To access and use the Brand Portal, You must register as a Brand user and create a valid Brand account (“Registered Brand User”). During the registration process, You may be required to provide specified details, including but not limited to business identification information, authorised representative details, contact information, and login credentials, in the manner prescribed by ZEEL from time to time.
4.2 You agree to provide information that is true, accurate, current, and complete at the time of registration and to promptly update such information to ensure its continued accuracy and completeness. ZEEL reserves the right, at its sole discretion and without obligation to provide reasons, to suspend, restrict, or terminate Your Brand account if any information provided by You is inaccurate, misleading, outdated, incomplete, or otherwise non‑compliant with these Terms of Use. You shall be solely responsible for maintaining the confidentiality of Your login credentials and for all activities conducted through Your Brand account, whether or not authorised by You. You agree not to disclose Your credentials to any third party and to immediately notify ZEEL in the event of any suspected unauthorised access or security breach. ZEEL shall not be responsible or liable for any loss, damage, cost, or inconvenience arising from misuse of Your Brand account or credentials.
4.3 As a Registered Brand User, You are permitted to access and use the Brand Portal solely for lawful business purposes, including, without limitation, browsing creator profiles, publishing campaign requirements, engaging with creators through permitted workflows, negotiating commercial rates, reviewing submitted content, and approving or rejecting content in accordance with the applicable campaign terms. You expressly acknowledge and agree that Your access to and use of the Brand Portal is subject to such limitations, conditions, and functional controls as may be imposed by ZEEL from time to time. ZEEL reserves the right to modify, restrict, suspend, or discontinue, in whole or in part, any Brand Portal features, tools, or functionalities at any time, with or without notice, and without incurring any liability to You. Continued use of the Brand Portal following any such modification shall constitute Your acceptance of the same.
5. USE OF THE PLATFORM
5.1 Subject to your compliance with these Terms of Use, ZEEL grants you a limited, non‑exclusive, non‑transferable, non‑assignable, revocable, and terminable right to access and use the Brand Portal solely for legitimate business purposes related to the creation, management, execution, and administration of brand campaigns and brand-creator collaborations through the Platform. Your right to access and use the Brand Portal shall at all times be subject to such limitations, conditions, controls, and restrictions as may be imposed by ZEEL, at its sole discretion, from time to time. ZEEL reserves the right to modify, suspend, restrict, or discontinue the Brand Portal, in whole or in part, at any time, with or without prior notice, and without incurring any liability to you.
5.2 You agree that you shall not, and shall not permit any third party to, directly or indirectly access, use, exploit, or interact with the Brand Portal or the Platform in any manner that is unlawful, unauthorised, misleading, abusive, deceptive, harmful, or inconsistent with these Terms of Use or the intended purpose of the Brand Portal. Without limiting the generality of the foregoing, you expressly agree that you shall not: (a) use the Brand Portal in violation of any applicable law, regulation, guideline, directive, or judicial or administrative order, including advertising, consumer protection, influencer disclosure, and intellectual property laws; (b) publish, upload, or circulate any campaign requirements, materials, or content that infringe or misappropriate any intellectual property, privacy, publicity, contractual, or proprietary rights of any third party; (c) engage in fraud, misrepresentation, deceptive trade practices, or misleading advertising, including misrepresentation of brand identity, authority, budgets, timelines, or campaign scope; (d) require or induce creators to create or publish unlawful, misleading, defamatory, obscene, hateful, discriminatory, abusive, or otherwise objectionable content; (e) promote or facilitate illegal, unethical, or prohibited activities through Brand Campaigns; (f) upload or transmit any malicious code, malware, spyware, or harmful technical components; (g) impersonate any person or entity or falsely represent affiliation, sponsorship, or endorsement; (h) interfere with, disrupt, damage, or compromise the integrity, security, or performance of the Platform, Brand Portal, or related systems or networks; (i) attempt to gain unauthorised access to restricted areas, other user accounts, or backend systems; (j) use bots, crawlers, scrapers, or automated tools to access, extract, or monitor the Brand Portal; (k) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, structure, or algorithms of the Brand Portal or the Platform; (l) circumvent or disable security features, access controls, or safeguards implemented by ZEEL; (m) collect, harvest, store, or process personal data of creators or other users without lawful basis, valid consent, or in violation of applicable data protection laws; (n) use the Brand Portal or any data obtained therefrom to compete with, replicate, substitute, or commercially exploit the Platform or its services; (o) create multiple accounts or otherwise attempt to evade enforcement actions, restrictions, suspensions, or terminations imposed by ZEEL; or (p) engage in any conduct which, in ZEEL’s sole and reasonable discretion, is harmful to the reputation, goodwill, commercial interests, or integrity of ZEEL, the Platform, or its ecosystem.
Any violation of this Clause may result, at ZEEL’s sole discretion, in suspension or termination of your Brand account, restriction of access to the Brand Portal, cancellation of campaigns, forfeiture of amounts paid or payable, and/or initiation of legal proceedings, without prejudice to any other rights or remedies available under law or equity.
5.3 ZEEL reserves the right to amend, revise, update, supplement, modify, or replace these Terms of Use, in whole or in part, at any time (“Updated Terms”). It shall be your responsibility to periodically review the Terms of Use. Your continued access to or use of the Brand Portal following the publication of Updated Terms shall constitute your acceptance of and agreement to be bound by such Updated Terms.
5.4 You acknowledge and agree that the Brand Portal or the Platform may contain or provide access to hyperlinks, references, tools, content, applications, or services operated or provided by third parties (“Third‑Party Content”). Such Third‑Party Content is made available solely for convenience, and its presence shall not be construed as an endorsement, sponsorship, or recommendation by ZEEL. ZEEL does not control, and shall not be responsible or liable for, any Third‑Party Content or for any loss, damage, or consequence arising from your access to or reliance upon such content.
5.5 Third‑Party Content is governed exclusively by the terms, policies, and practices of the relevant third parties, which may differ from those of ZEEL. ZEEL does not control, and shall not be responsible under any circumstances for, the manner in which such third parties collect, use, disclose, or otherwise process your data or information. You agree to exercise independent judgment and due diligence while accessing or interacting with any Third‑Party Content. Your access to and use of Third‑Party Content is entirely at your own risk. ZEEL makes no representations or warranties regarding the accuracy, legality, reliability, quality, or suitability of any Third‑Party Content and expressly disclaims all liability arising therefrom to the maximum extent permitted by applicable law.
5.6 The Brand Portal and the Platform are available only in select jurisdictions. ZEEL shall not be responsible for any inability to access or use the Brand Portal due to geographic restrictions, regulatory limitations, or changes in your location. You shall be solely responsible for ensuring that your access to and use of the Brand Portal complies with all applicable laws and regulations in the jurisdictions from which you access or use the Platform.
HIPI CREATOR PROGRAM
6.1 You expressly acknowledge, understand, and agree that (a) the Brand Portal’s role is strictly limited to providing digital infrastructure, tools, workflows, and payment facilitation mechanisms to enable Brand-Creator interactions; (b) the Brand Portal acts solely as an intermediary within the meaning of applicable law and does not initiate, control, negotiate, supervise, or determine the substantive terms of any commercial engagement between a Brand and a Creator, except to the extent expressly enabled through standardized platform functionalities; (c) ZEEL is not a party to, does not assume responsibility for, and does not guarantee the performance, enforceability, or outcome of any agreement, arrangement, understanding, or transaction entered into between a Brand and a Creator; (d) the Brand Portal does not act as an employer, agent, partner, representative, fiduciary, broker, or legal advisor of any Brand or Creator, and nothing contained in these Terms shall be deemed to create any such relationship; (e) all Brand-Creator engagements are entered into at the sole discretion, risk, and responsibility of the respective parties, and any rights or obligations arising therefrom exist exclusively between the Brand and the Creator; (f) the Brand Portal does not verify, endorse, or warrant the accuracy, legality, regulatory compliance, or suitability of any Creator profile, content capability, representation, or deliverable; (g) ZEEL does not guarantee that any Creator will accept an engagement, deliver content within a specific timeframe, or meet subjective brand expectations; (h) ZEEL does not provide creative direction, editorial supervision, quality assurance, or campaign strategy advice beyond enforcing workflow limits and Brand Portal policies; and (i) ZEEL shall not be responsible or liable for any disputes, claims, losses, damages, delays, or liabilities arising out of or in connection with Creator negotiations, content delivery, revision requests, approval decisions, usage disputes, or payment disagreements.
You may, from time to time and at Your sole discretion, publish Brand Campaigns on the Brand Portal (“Brand Listings”) for the purpose of inviting interest from eligible Creators. Each Brand Listing may include, without limitation: (a) a description of the brand, product, or service to be promoted; (b) content formats, specifications, quantities, and deliverables; (c) timelines, submission deadlines, and review periods; (d) proposed usage scope, platforms, territories, and duration; and (e) indicative or proposed consideration, fee, rate, or compensation structure. You acknowledge that You are solely responsible for ensuring that all Brand Listings are accurate, lawful, non‑misleading, and compliant with applicable advertising, influencer disclosure, and consumer protection laws.
You expressly acknowledge and agree that: (a) all Brand Listings are informational and indicative only and do not constitute a binding offer, commitment, or guarantee of engagement, approval, or payment unless and until confirmed through the Brand Portal; (b) publication of a Brand Listing does
not obligate any Creator to respond to, accept, or participate in such listing; (c) You retain the right, at Your sole discretion, to modify, suspend, withdraw, or cancel any Brand Listing at any time prior to final confirmation, without liability to the Brand Portal or any Creator; and (d) the Brand Portal shall
not be liable for any losses, expectations, costs, or missed opportunities arising from unaccepted, modified, or withdrawn Brand Listings.
6.4 The Brand Portal may, at its sole discretion, enable in platform communication tools to allow You and eligible Creators to engage in discussions for the purpose of negotiating the monetary consideration or rate payable for a proposed Brand Campaign.
6.5 Upon finalisation and confirmation of a Brand Campaign through the Brand, the Creator shall be solely responsible for producing the agreed content in accordance with Your published campaign brief, instructions, and applicable Brand Portal policies. You acknowledge that the Brand Portal does not warrant or guarantee the originality, accuracy, regulatory compliance, or suitability of Creator‑generated content and does not assume liability for any infringement, misrepresentation, or regulatory non‑compliance arising therefrom.
6.7 You expressly acknowledge and agree that the Brand Portal’s role in facilitating submission, review, and approval workflows is purely technical in nature and does not constitute endorsement, quality assurance, or assumption of liability for the content or approval decisions. Any disputes arising from content review, revision requests, or approval outcomes shall be resolved directly between the Brand and the Creator, without recourse to the Brand Portal.
7. PLANS, PAYMENTS AND TOKEN:
7.1 You acknowledge and agree that access to certain features, tools, data, analytics, campaign‑creation capabilities, creator‑discovery functionalities, and other services made available on the Brand Portal (collectively, the “Subscription Services”) is restricted to Brands that have validly subscribed to a paid subscription plans offered by ZEEL from time to time (“Plans”). Any registered Brand may elect to subscribe to an applicable Plan in accordance with these Terms of Use and such additional terms, commercial conditions, or plan‑specific limitations as may be prescribed by ZEEL.
7.2 Each Plan shall specify, inter alia (a) the maximum number of campaigns that may be created, published, or managed during the applicable subscription period; (b) the allocation of campaign tokens and discovery tokens; (c) limits on creator discovery, unlocks, analytics access, reporting depth, and support levels; and (d) any additional features, restrictions, or entitlements associated with such Plan. The features, entitlements, pricing, duration, and limitations of each Plan shall be as displayed on the Brand Portal and may be modified from time to time at ZEEL’s sole discretion.
7.3 Plans shall be availed against payment of the applicable subscription fees in advance, through such online payment modes as may be enabled on the Brand Portal from time to time, including but not limited to credit cards, debit cards, net banking, UPI, or other digital payment mechanisms authorized in the Brand’s jurisdiction. You represent and warrant that You are duly authorized to use the selected payment method and that all payment information provided by You is accurate and complete. Except where expressly required under applicable law or explicitly stated by ZEEL in writing, all subscription fees paid by the Brand are non‑refundable and non‑cancellable, including in cases of partial use, non‑use, early termination, campaign discontinuation, or suspension of access resulting from the Brand’s breach of these Terms of Use. ZEEL reserves the right, at its sole discretion, to revise, amend, restructure, suspend, or discontinue any Plan, including pricing, features, usage limits, or entitlements, at any time. Such changes shall not affect any active subscription during its current term unless required by law or necessary for compliance, security, or operational reasons.
7.4 In a credit card and/or debit card and/or net banking and/or cash card transaction and/or any other mode available, You must use Your own credit card and/or debit card and/or net banking account and/or cash card. You confirm and acknowledge that You are aware of the fact that when making any online payment through credit card or debit card or net banking account or cash card or via any other mode available, You may be directed to an external payment gateway page. The payment gateway may redirect You to other website(s) maintained or controlled by third parties, and ZEEL does not control such third party website(s) and hence are not responsible for any transactions on such website(s). ZEEL will not be liable for any credit card or debit card or net banking or cash card fraud, and ZEEL will not entertain or address any such grievances or issues. You are requested to communicate all grievances related to such issues to Your bank or mobile carrier/operator or mobile wallet provider who has issued such credit card or debit card or net banking account or cash card. ZEEL shall not be responsible for all or any dispute or difference relating to online payment made by You through credit card or debit card or net banking account or cash card or via any other mode available. Further, ZEEL will not be responsible for any financial loss, inconvenience or mental agony resulting from misuse of Your credit card or debit card or net banking account number or cash card and other details. Payments once made by credit card or debit card or net banking or cash cards or via any other mode available shall not be refunded in any circumstances. You are hereby advised to keep details of Your credit/debit card and net banking confidential and do not share any such details with any other third party.
7.5 In case You have an active Plan and place a request to delete your Brand Portal account in line with terms mentioned in our Privacy Notice [___________], You will immediately lose access to your active Plan and any feature/s associated with Your Plan. To avoid such interruptions to your viewing experience, you must disable your auto-recurring payment method or let your Subscription Plan expire prior to placing a request for deletion. In the event that You disable the auto-recurring payment method, You may subsequently request for the deletion of Your account in-line with Hipi 2.0’s Privacy Notice [___________]. In the event that You request to delete Your account prior to the expiration of Your current active Subscription plan period, the deletion process shall be initiated and, you will lose across to your active Plan. Under no circumstance will You be entitled to a refund of any portion of the subscription fee paid by You for the unexpired period. In the above-mentioned circumstance, You agree to waive any legal or equitable rights or remedies You may have against Z5X with respect to such subscription amount/s paid or refunds entitled.
7.6 If you have requested for the deletion of Your Zee5 account in line with terms mentioned in our Privacy Notice [_____________], and You are purchasing Your subscription plan using an auto-recurring payment method (Apple In-App Purchase (IAP), Google In-App-Purchase (IAP), Amazon In-App-Purchase (IAP), Roku Pay, etc.), please ensure that such auto-recurring payment methods are disabled/turned off prior to initiating account deletion, failing which You will continue to pay. If You do not disable this feature prior to requesting for the deletion of your account, ZEEL may continue to receive payments towards your subscription plan despite You not having an active account on the Zee5 Application. Under such circumstances, if ZEEL receives any payments through Your auto-recurring payment method, You will not be entitled to any refunds whatsoever. You also agree to waive any legal or equitable rights or remedies You may have against ZEEL with respect to such auto-recurring subscription amount/s paid or refunds entitled. To disable your auto-recurring payment prior to placing a request for deletion please refer to the link below-mentioned or reach out to our customer support team for further assistance on the same: ____________.
7.7 Hipi 2.0 is available in select countries only. ZEEL would not be held responsible for hindrances in the access and use of Hipi 2.0 due to geographical change in Your location. Further, You will be solely liable for accessing and using Hipi 2.0 in the countries of Your use.
8. BRAND PORTAL INTELLECTUAL PROPERTY RIGHTS
8.1 All rights, title, and interest in and to the Hipi 2.0 Platform, the Brand Portal, and all related software, systems, algorithms, databases, interfaces, workflows, dashboards, tools, features, analytics models, reports, visual designs, user interfaces, audio‑visual elements, trademarks, service marks, trade names, logos, and underlying technology (collectively, the “Platform IP”) are and shall remain the exclusive property of ZEEL. Nothing contained in these Terms of Use shall be construed as granting the Brand any ownership, license, or proprietary interest in the Platform IP, except for the limited, non‑exclusive, non‑transferable, revocable right to access and use the Brand Portal strictly in accordance with these Terms.
8.2 For the purposes of these Terms, “Brand Content” shall mean any and all content, materials, data, briefs, campaign descriptions, instructions, brand guidelines, trademarks, logos, product images, videos, creatives, copy, slogans, assets, documents, or other materials uploaded, submitted, displayed, or otherwise made available by the Brand on or through the Platform. The Brand represents and warrants that it owns or has obtained all necessary rights, licenses, consents, permissions, and authorizations to use, upload, and make available such Brand Content on the Platform and to permit its use by Creators strictly for the purposes of campaign execution.
8.3 The Brand hereby grants ZEEL a worldwide, non‑exclusive, royalty‑free, fully paid‑up, sublicensable, and transferable license to host, store, reproduce, display, distribute, transmit, modify and otherwise use the Brand Content solely for the purposes of: (a) operating, maintaining, administering, and improving the Platform and Brand Portal; (b) facilitating Brand‑Creator engagements, campaign workflows, submissions, reviews, approvals, and analytics; (c) enabling campaign execution, reporting, billing, audits, compliance checks, and dispute resolution; (d) internal demonstrations, product improvements, troubleshooting, and quality assurance; and (e) marketing, promotion, and showcasing of the Platform’s capabilities, provided that such use does not misrepresent the Brand or materially alter its Brand Content. This license shall survive termination of the Brand’s account solely to the extent necessary to comply with legal obligations, resolve disputes, complete ongoing campaigns, or maintain platform records.
9. OWNERSHIP OF POSTS AND ACCOUNT
9.1 Unless otherwise expressly agreed in writing between the Brand and the Creator, the Platform does not determine, assign, or transfer ownership of any creator‑generated Content produced pursuant to a Brand campaign. You expressly acknowledge and agree that: (a) ownership, usage rights, exclusivity, duration, territorial scope, modification rights, and sublicensing rights in Content are matters to be agreed directly between the Brand and the Creator; (b) ZEEL is not a party to, and shall have no responsibility for, enforcing or interpreting such intellectual property arrangements; (c) the Brand Portal’s facilitation of submission, approval, or wallet crediting shall not be construed as conferring any ownership or license in Campaign Content to ZEEL or the Brand beyond what is expressly agreed between the Brand and Creator.
9.2 All analytics, insights, benchmarks, performance metrics, audience data, sentiment analysis, trend analysis, reports, dashboards, and derived or aggregated data generated by or through the Platform (collectively, “Platform Analytics”) constitute Platform IP and shall remain the exclusive property of ZEEL. The Brand is granted a limited right to access and use Platform Analytics solely for its internal business, marketing, and campaign evaluation purposes and shall not copy, reproduce, resell, license, publish, or otherwise exploit such analytics except as expressly permitted by ZEEL.
10. RESTRICTIONS
10.1 You agree, undertake and confirm that Your use of the Platform shall be strictly governed by the following binding principles. If You are accessing and/or residing in India, You shall not host, display, upload, modify, publish, transmit, update or share any information that:
i. belongs to another person and to which You do not have any right to; or interferes with another Creator’s use and enjoyment of the Platform;
ii. that is harmful, harassing, blasphemous, defamatory, obscene, pornographic, libellous, invasive of another`s privacy, hateful, or ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever, or unlawfully threatening or unlawfully harassing including but not limited to "indecent representation of women" within the meaning of the Indecent Representation of Women (Prohibition) Act, 1986, of another person;
iii. misleading in any way; or
iv. is patently offensive to the online community, such as content that promotes paedophilia, racism, bigotry, or physical harm of any kind against any group or individual;
v. involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing or "spamming";
vi. infringes upon intellectual property rights of third party or violates rights of privacy (including without limitation unauthorized disclosure of a person`s name, email address, physical address or phone number) or rights of publicity
vii. contains restricted or password-only access pages, or hidden pages or images;
viii. provides material that exploits people in a violent or otherwise inappropriate manner or solicits personal information from anyone;
ix. provides instructional information about illegal activities such as making or buying illegal weapons or providing or creating computer viruses;
x. contains video, photographs, or images of another person without his or her express written consent and permission or the permission or the consent of his her guardian in the case of minor;
xi. harm minors in any way;
xii. violates any law for the time being in force;
xiii. threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting to any other nation;
xix. contains software virus, or any other computer code, file or program designed to interrupt, destroy or limit the functionality of any computer resource;
xx. is patently false and untrue, and is written or published in any form, with the intent to mislead or harass a person, entity or agency for financial gain or to cause any injury to any person;
10.2 You shall not use any "deep-link", "page-scrape", "robot", "spider" or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Platform , or in any way reproduce or circumvent the navigational structure or presentation of the Platform, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Platform. We reserve the right to bar any such activity.
10.3 You shall not probe, scan or test the vulnerability of Hipi 2.0 website or any network connected to Hipi 2.0 nor breach the security or authentication measures on Hipi 2.0 or any network connected to Hipi 2.0.
10.4 You agree that You will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Platform or any systems or networks connected to the Platform.
10.5 You may not forge headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmittal You send to Us on or through the Platform or any service offered on or through the Platform. You may not pretend that You are, or that You represent, someone else, or impersonate any other individual or entity..
11. REPORTING OF POSTS
11.1 In case You believe that any Content on Platform violates any law, our Community Guidelines, or any provision of these Hipi2.0 Terms of Use, you may report such Content by clicking on the ‘report’ button on the Content. You may be required to provide reasons for reporting such Content. Alternatively, You may also file a complaint or grievance with Our Grievance Officer, whose details are provided in these terms. Upon such Content being reported, ZEEL shall take up to 24 hours to acknowledge Your complaint , and upto 15 (fifteen) days to determine whether such Content is required to be taken down from Platform. You acknowledge and agree that ZEEL’s decision in all such matters will be final binding, and ZEEL shall not be liable for any claims in this regard.
11.2 In case You believe that any User account on the Platform violates any law, our Community Guidelines, or any provision of these Terms of Use, you may report such account by clicking on the ‘report’ button on the User’s profile. You may be required to provide reasons for reporting such accounts. Alternatively, You may also file a complaint or grievance with Our Grievance Officer, whose details are provided below. Upon such account being reported, the details of a user’s profile are sent to ZEEL, and ZEEL shall take up to 24 hours to acknowledge your complaint, and upto 15 (fifteen) to determine whether such profile, or certain specific posts from the profile, are required to be taken down from the Platform. You acknowledge and agree that ZEEL’s decision in all such matters will be final binding, and ZEEL shall not be liable for any claims in this regard.
12. TERMINATION OF SERVICE
ZEEL reserves the right to suspend, limit and/or terminate your use of Your account or remove Your Content on the Platform, upon providing you with notice, if, in ZEEL’s sole discretion and opinion, that you have breached its Community Guidelines and/or the Terms of Use and/or any other policy or guideline which may be issued by ZEEL from time to time. Any suspected fraudulent, abusive or illegal activity may be grounds for terminating Your user account and may be referred to appropriate law enforcement authorities. You may also voluntarily deactivate, suspend or delete Your Account by following the instructions on the Platform.
13. GRIEVANCE OFFICER
You may submit any complaints, concerns, or grievances arising out of any matter, including violations of these Terms of Use or the Community Guidelines, to the Grievance Officer. The contact details of the Grievance Officer are as follow:
Email: grievance@Hipi.co.in
The Grievance Officer shall acknowledge the complaint within 24 hours and dispose of Your complaint within a period of 15 (fifteen) days from its receipt.You would be required to furnish relevant details pertaining to your concern, complaint or grievance, specifically including your user details, and details / description of the alleged violation, what relief You are requesting, and/or any other information which may be required by ZEEL to assess your concern, complaint or grievance.
14. FEEDBACK
ZEEL welcomes and encourages You to provide feedback, comments and suggestions for improvements to Hipi 2.0 ("Feedback"). You may submit Feedback by emailing us at creators@Hipi.co.in . You acknowledge and agree that all Feedback will be the sole and exclusive property of ZEEL and You hereby irrevocably assign to ZEEL all of Your right, title, and interest in and to all Feedback, including without limitation all worldwide patent rights, copyright rights, trade secret rights, and other proprietary or intellectual property rights therein. At ZEEL`s request and expense, You will execute documents and take such further acts as ZEEL may reasonably request to assist ZEEL to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback. You further acknowledge and agree that ZEEL shall not be under an obligation to take any action pursuant to the Feedback provided by You. ZEEL may, at its sole discretion, decide whether any action is required to be taken based on the Feedback received from You. You hereby expressly agree to indemnify and keep ZEEL harmless against any liabilities that may suffered or incurred by ZEEL as a consequence of any action taken by ZEEL pursuant to Your Feedback.
15. WARRANTY DISCLAIMER
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAWS, HIPI 2.0 IS PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING PROVISION S, YOU ASSUME SOLE RISK AND RESPONSIBILITY FOR SELECTING HIPI 2.0 TO ACHIEVE YOUR INTENDED RESULTS, AND SOLE RESPONSIBILITY FOR THE INSTALLATION OF, USE OF, AND RESULTS OBTAINED FROM HIPI 2.0. WITHOUT LIMITING THE FOREGOING PROVISIONS, ZEEL MAKES NO WARRANTY THAT HIPI 2.0 WILL BE ERROR-FREE, VIRUS FREE, OR FREE FROM INTERRUPTIONS OR OTHER FAILURES OR THAT HIPI 2.0 WILL SATISFY YOUR SPECIFIC REQUIREMENTS OR THAT THE ERRORS WILL BE RECTIFIED. YOU UNDERSTAND THAT HIPI 2.0 MAY BE BLOCKED OR MADE INOPERABLE AND ZEEL ASSUMES NO RESPONSIBILITY OR LIABILITY FOR THE SAME. HIPI 2.0 IS NOT FAULT-TOLERANT AND IS NOT DESIGNED OR INTENDED FOR USE IN HAZARDOUS ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, INCLUDING WITHOUT LIMITATION, IN THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL, WEAPONS SYSTEMS, DIRECT LIFE-SUPPORT MACHINES, OR ANY OTHER APPLICATION IN WHICH THE FAILURE OF HIPI NETWORK COULD LEAD DIRECTLY TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR PROPERTY DAMAGE (COLLECTIVELY, "HIGH RISK ACTIVITIES"). WITHOUT LIMITING THE FOREGOING, HIPI DOES NOT WARRANT OR REPRESENT THAT: (A) THE PLATFORM WILL BE UNINTERRUPTED, ERROR‑FREE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS; (B) ANY CONTENT, INCLUDING USER‑GENERATED OR BRAND‑PROVIDED CONTENT, WILL BE ACCURATE, COMPLETE, OR RELIABLE; (C) ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR (D) YOUR USE OF THE PLATFORM WILL RESULT IN ANY PARTICULAR OUTCOME, VISIBILITY, ENGAGEMENT, COLLABORATION, OR MONETARY BENEFIT.ZEEL EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR HIGH RISK ACTIVITIES.
16. INDEMNIFICATION
YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS ZEEL, ITS SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONSULTANTS AND AGENTS (“INDEMNIFIED PARTIES”) FROM AND AGAINST ANY AND ALL CLAIMS, LIABILITIES, DAMAGES, LOSSES, COSTS, EXPENSES, FEES (INCLUDING REASONABLE ATTORNEYS' FEES AND COSTS) THAT SUCH INDEMNIFIED PARTIES MAY INCUR AS A RESULT OF OR ARISING FROM (A) ANY INFORMATION (INCLUDING, WITHOUT LIMITATION, YOUR USER GENERATED CONTENT (INCLUDING POSTS), FEEDBACK, OR ANY OTHER CONTENT) YOU (OR ANYONE USING YOUR ACCOUNT) SUBMIT, POST, OR TRANSMIT ON OR ); (B) YOUR (OR ANYONE USING YOUR ACCOUNT'S) USE OF HIPI; (C) YOUR (OR ANYONE USING YOUR ACCOUNT'S) VIOLATION OF THESE HIPI TERMS OF USE; OR (D) YOUR (OR ANYONE USING YOUR ACCOUNT'S) VIOLATION OF ANY RIGHTS OF ANY OTHER PERSON OR ENTITY, INCLUDING, WITHOUT LIMITATION, ANY COPYRIGHT, PATENT, TRADEMARK, TRADE SECRET OR OTHER PROPRIETARY RIGHTS OF ANY PERSON OR ENTITY, OR VIOLATION OF APPLICABLE LAW. ZEEL RESERVES THE RIGHT, AT ITS OWN EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU, IN WHICH EVENT YOU WILL COOPERATE WITH ZEEL IN ASSERTING ANY AVAILABLE DEFENSES.
17. PRIVACY POLICY
All information provided by You or collected by us shall be governed in accordance with the Privacy Policy located at __________________
18. SEVERABILITY
19. RELATIONSHIP
20. EXPORT LAWS
21. CONFIDENTIALITY
You agree that Hipi 2.0, including, but not limited to, the object code components, provided to You is "Confidential Information" of ZEEL. You shall retain all Confidential Information in strict confidence at least with the same amount of diligence that You exercise in preserving the secrecy of Your most-valuable information, but in no event less than reasonable diligence.
22. ASSIGNMENT
These Terms of Use are personal to You and You shall not assign, transfer, sub-contract or otherwise part with these Terms of Use or any right or obligation under it without ZEEL`s prior written consent. Any attempt by You to assign or transfer these Terms of Use, without such written consent, will be null and of no effect. ZEEL may assign or transfer these Terms of Use to any third party, at its sole discretion, without restriction. Subject to the foregoing, these Terms of Use will bind and inure to the benefit of the parties, their successors, personal representatives and permitted assigns.
23. SEVERABILITY
If any provision of these Terms of Use is held to be unenforceable, the enforceability of the remaining provisions shall in no way be affected or impaired thereby.
24. WAIVER
The failure of ZEEL to enforce or to exercise at any time or for any period any term of or any right pursuant to these Terms of Use shall not be construed as a waiver of any such right and shall in no way affect ZEEL’s right later to enforce or exercise it.
25. ELECTRONIC COMMUNICATION
When You use or send any data, information or communication to ZEEL, You agree and understand that You are communicating with ZEEL through electronic records and You consent to receive communications via electronic records from ZEEL periodically and as and when required. ZEEL will communicate with You by email or any push or other message or electronic records on the email address and or mobile number available with ZEEL which will be deemed adequate service of notice / electronic record.
23. NOTICE
21.1 Any notices or other communications required will be in writing and emailed to ZEEL at grievance@Hipi.co.in For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
21.2 In the event You have any complaints with respect to any Content on the Platform, please write to us contact@Hipi.co.in with details of the objectionable content and Your details including Your name and mobile number and such other details as may be requested by Us. Based on the complaint raised, We will take reasonable measures to resolve the issue. You hereby expressly agree that ZEEL shall under no circumstance shall be liable to You for any damages whatsoever. Further, You hereby expressly agree that ZEEL makes no representations under these Terms of Use that any complaint raised by You will be resolved to Your satisfaction. All steps to be taken by ZEEL in this regard shall be at the sole discretion of ZEEL.
21. If You have any claims with respect to the ownership of Content transmitted through the Platform, please follow the “Ownership Claims and Dispute Resolution Mechanism” at contact@Hipi.co.in
22. CLASS ACTION WAIVER AND DISPUTES
WHERE PERMITTED UNDER THE APPLICABLE LAW, YOU AND ZEEL AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, where permitted under the applicable law, unless both You and ZEEL agree otherwise, the court may not consolidate more than one person's claims with Your claims and may not otherwise preside over any form of a representative or class proceeding.
Save and expect as provided hereunder, these Terms of Use and all matters arising from it are governed by and construed in accordance with the laws of India and courts of Mumbai, India shall have exclusive jurisdiction over all disputes arising in connection with these Terms of Use.
23. ENTIRE AGREEMENT AND AMENDMENT
1 These Terms of Use expressly supersedes and completely replaces any and all prior ‘Terms of Use’. ZEEL shall not be bound by or liable to You for any pre-existing or contemporaneous written or oral representations or warranties, made by anyone, with respect to the Platform, including any authorized agents, employees, or representatives.
2. ZEEL reserves the right, at its sole discretion, to modify the Terms of Use from time to time (“Updated Terms of Use”). The Updated Terms of Use shall be effective immediately and shall supersede these Terms of Use. ZEEL shall not be under an obligation to notify You of any changes to the Terms of Use. You shall be solely responsible for reviewing the Terms of Use from time to time for any modifications. By continuing to use the Platform after the Updated Terms of Use have been published it shall be deemed to constitute your acceptance to the Updated Terms of Use.
24. CONTACT
You have any questions about these Terms of Use, please contact ZEEL at contact@Hipi.co.in