Terms and Conditions

WE UPDATED OUR TERMS & CONDITIONS ON March 19th, 2021.

  1. ACCEPTANCE OF TERMS

By accessing, downloading, installing, or using the Spotlight Media Services, whether or not you become a registered user (“User”, “You”, “Yourself”, “Your”), You agree to be bound by these Terms, which You acknowledge that You have read and understood.

Registering with Spotlit: To use Spotlit you must first register and create a User account on Spotlit. You must authenticate using a valid Facebook or Google account. To register as a User:

  1. you must be at least 18 years old, and you will be required to confirm this;
  2. if the laws of the country or State/province where you live provide that you can only be legally bound by a contract with us at an age which is higher than 18 years old, then you must be old enough to be legally bound by a contract with us under the laws of the country or State/province where you live; and
  3. you must not be barred from accessing our platform under any laws which apply to you.

Rights we have, including to suspend or terminate your account:

  1. We can but we are not obligated to moderate or review any of your Content to verify compliance with the Terms of Service (including, in particular, our Acceptable Use Policy) and/or any applicable law.
  2. It is our policy to suspend access to any Content you post on Spotlit which we become aware may not comply with the Terms of Service (including, in particular, our Acceptable Use Policy) and/or any applicable law whilst we investigate the suspected non-compliance or unlawfulness of such Content. If we suspend access to any of your Content, you may request a review of our decision to suspend access to the relevant Content by contacting us at [email protected] . Following our investigation of the suspected non-compliance or unlawfulness of the relevant Content, we may take any action we consider appropriate, including to reinstate access to the Content or to permanently remove or disable access to the relevant Content without needing to obtain any consent from you and without giving you prior notice. You agree that you will at your own cost promptly provide to us all reasonable assistance (including by providing us with copies of any information which we request) in our investigation. We will not be responsible for any loss suffered by you arising from the suspension of access to your Content or any other steps which we take in good faith to investigate any suspected non-compliance or unlawfulness of your Content under this section.
  3. If we suspend access to or delete any of your Content, we will notify you via email or electronic message to your Spotlit account, but we are not obligated to give you prior notice of such removal.
  4. We can suspend access to or terminate your User account and access to Spotlit if we think that you have or may have seriously or repeatedly breached any part of the Terms of Service (including in particular our Acceptable Use Policy), or if you attempt or threaten to breach any part of the Terms of Service in a way which has or could have serious consequences for us or another User. If access to your User account is suspended or terminated we will let you know and explain whether you have the right to appeal our decision and the process for doing this. During any period when access to your User account is suspended, any Fan Payments which would otherwise have fallen due during the period of suspension will be suspended, and we may withhold all or any part of the Creator Earnings due to you but not yet paid out in accordance with section 13 of the Terms of Use for Creators.
  5. Upon termination of your account, we may deal with your Content in any appropriate manner in accordance with our Privacy Policy (including by deleting it) and you will no longer be entitled to access your Content. There is no technical facility on Spotlit for you to be able to access your Content following termination of your account.
  6. We can investigate any suspected or alleged misuse, abuse, or unlawful use of Spotlit and cooperate with law enforcement agencies in such investigation.
  7. We can disclose any information or records in our possession or control about your use of Spotlit to law enforcement agencies in connection with any law enforcement investigation of any suspected or alleged illegal activity, or in response to a court order.
  8. We can change the third-party payment providers that we use and if we do so, we will notify you and store applicable details on your Spotlit account.
  9. Other than Content (which is owned by or licensed to Creators), all rights in and to Spotlit and its entire contents, features, databases, source code and functionality, are owned by us and/or our licensors. Such material is protected by copyright, and may be protected by trademark, trade secret, and other intellectual property laws.
  10. We are the sole and exclusive owners of any and all anonymised data relating to your use of Spotlit and such anonymised data can be used by us for any purpose, including for commercial, development and research purposes.

Your commitments to us: When you register with and use Spotlit, you make the following commitments to us:

  1. If you previously had an account with Spotlit, you confirm that your old account was not terminated or suspended by us because you violated any of our terms or policies.
  2. You will make sure that all information which you submit to us is truthful, accurate and complete.
  3. You will update promptly any of your information you have submitted to us as and when it changes.
  4. You consent to receiving communications from us electronically, including by emails and messages posted to your Spotlit account, and to the processing of your personal data as more fully detailed in our Privacy Policy.
  5. You will keep your account/login details confidential and secure, including your user details, passwords and any other piece of information that forms part of our security procedures, and you will not disclose these to anyone else. You will contact [email protected] promptly if you believe someone has used or is using your account without your permission or if your account has been subject to any other breach of security. You also agree to ensure that you log out of your account at the end of each session, and to be particularly careful when accessing your account from a public or shared computer so that others are not able to access, view or record your password or other personal information.
  6. You are responsible for all activity on your account even if, contrary to the Terms of Service, someone else uses your account.
  7. You will comply in full with these Terms of Use for all Users, our Acceptable Use Policy and all other parts of the Terms of Service which apply to your use of Spotlit.

Circumstances in which we may withhold Creator Earnings:

  1. We may withhold all or any part of the Creator Earnings due to you but not yet paid out:
    • if we think that you have or may have seriously or repeatedly breached any part of the Terms of Service;
    • if you attempt or threaten to breach any part of the Terms of Service in a way which we think has or could have serious consequences for us or another User (including actual or possible loss caused to us or another User); or
    • if we suspect that all or any part of the Creator Earnings result from unlawful activity, either by you or by the Fan who made the Fan Payment resulting in the Creator Earnings,

for as long as is necessary to investigate the actual, threatened or suspected breach by you or the suspected unlawful activity (as applicable). If following our investigation, we conclude that (i) you have seriously or repeatedly breached any part of the Terms of Service; (ii) you have attempted or threatened to breach any part of the Terms of Service in a way which has or could have serious consequences for us or another User (including actual or possible loss caused to us or another User), and/or (iii) the Creator Earnings result from unlawful activity, we may notify you that you have forfeited your Creator Earnings.

  • We shall not have any responsibility to you if we withhold or forfeit any of your Creator Earnings where we have a right to do so under these Terms of Use for Creators.
  • If we are withholding all or any part of the Creator Earnings due to you and we determine that part of the Creator Earnings withheld by us is unrelated to breaches by you of the Terms of Service or suspected unlawful activity, then we may pay to you the part of the Creator Earnings which we determine to be unrelated to breaches by you of the Terms of Service or suspected unlawful activity. However, you agree that if we consider that your breach(es) of the Terms of Service has or may cause us loss, we may withhold all Creator Earnings due to you but not yet paid and we may set off such amounts against any losses suffered by us.
  • If once we have finished our investigation we determine that Creator Earnings are forfeited, we will use our best efforts to return any Fan Payments which resulted in forfeited Creator Earnings to the relevant Fans who paid such Fan Payments.

Co-authored Content:

  1. If you upload Content to your Creator account which shows anyone else other than or in addition to you (even if that person cannot be identified from the Content) (“Co-Authored Content”), you warrant (which means you make a legally enforceable promise) that each individual shown in any Co-Authored Content uploaded to your account:
    • is a Creator on Spotlit;
    • has given his or her express, prior, and fully informed consent to his or her appearance in the Co-Authored Content; and
    • has consented to the Co-Authored Content in which he or she appears to be posted on Spotlit.
  2. In addition to the confirmations in section 11(a) above, you agree that if you upload Co-Authored Content where the other person or people appearing in the Content can be identified from the Content, you will tag the Spotlit account(s) of any person or people appearing in the Co-Authored Content who can be identified from it.
  3. You must not upload any Content containing any image, photo, video, or audio of anyone else other than or addition to you unless such person is also a Creator on Spotlit.
  4. If any Co-Authored Content is a work of joint authorship, you are solely responsible for obtaining any required licenses or consents from any other joint authors of the Content which are sufficient to permit such Content to be uploaded to and made available on Spotlit.
  5. You agree that we will only pay out Creator Earnings to the account of the Creator to which the Co-Authored Content is uploaded. The Creator who uploaded the Co-Authored Content is solely responsible for dividing and distributing any revenue generated from the Co-Authored Content between the Creators shown in such Co-Authored Content. Any such revenue-sharing agreement shall be an independent, private agreement between Creators, and we are not responsible for providing or enforcing any such agreements. You understand and agree that you are not entitled to any Creator Earnings earned on any Co-Authored Content in which you appear but which is posted on another Creator’s account. If you post Co-Authored Content on your account, we may require you to provide valid and complete legal information for all individuals which appear in the Co-Authored Content. If you fail to provide any information requested by us upon our request, we may delete the Co-Authored Content, restrict your rights and permissions to post as a Creator, terminate your account, and/or withhold all or any portion of Creator Earnings earned but not yet paid out to you.
  6. You agree to release us from and not to make any claims against us arising from Co-Authored Content. You agree that all claims arising from Co-Authored Content shall be made against the Creator(s) who posted Co-Authored Content or appeared in the Co-Authored Content (as applicable).

Content – general terms: In addition to the terms set out elsewhere in the Terms of Service (in particular in our Acceptable Use Policy), the following terms apply to the Content posted, displayed, uploaded or published by you as a Creator on Spotlit:

  1. Your Content is not confidential, and you authorize your Fans to access and view your Content on Spotlit for their own lawful and personal use, and in accordance with any licenses that you grant to your Fans.
  2. You warrant (which means that you make a legally enforceable promise to us) that for each item of Content which you post, display, upload or publish on Spotlit:
    • the Content complies in full with the Terms of Service (and in particular our Acceptable Use Policy);
    • you hold all rights necessary to license and deal in your Content on Spotlit, including in each territory where you have Fans;
    • you either own your Content (and all intellectual property rights in it) or have a valid license to offer and supply your Content to your Fans;
    • if your Content includes or uses any third-party material, you have secured all rights, licenses, written consents and releases that are necessary for the use of such third-party property in your Content and for the subsequent use and exploitation of that Content on Spotlit; and
    • the Content is:
      1. of satisfactory quality, taking account of any description of the Content, the price, and all other relevant circumstances including any statement or representation which you make about the nature of the Content on your account or in any advertising;
      1. reasonably suitable for any purpose which the Fan has made known to you is the purpose for which the Fan is using the Content; and
      1. as described by you.
  3. You agree that you will be liable to us and indemnify us if any of the warranties at section 10(b) is untrue. This means you will be responsible for any loss or damage (including loss of profit) we suffer as a result of any of the warranties being untrue.
  4. We are not responsible for and do not endorse any aspect of any Content posted by you or any other User of Spotlit. We do not have any obligation to monitor any Content and have no direct control over what your Content may comprise.
  1. Agencies cannot be Creators: Every Creator is the owner of their own account and must have access to their account at all times. If you have an agent or agency which assists you with the operation of your Creator account (or operates it on your behalf), this does not affect your personal legal responsibility. Our relationship is with you, and not your agent or agency, and you will be legally responsible for ensuring that all Content posted and all use of your account complies with the Terms of Service.
  2. Creators who use corporate entities: If you set up a corporate entity to receive your Creator Earnings, you must provide evidence to us on request that you are the Person with Majority Control of that corporate entity. We will only pay your Creator Earnings into a bank account not held in your name where the bank account is held in the name of the corporate entity and you are the Person with Majority Control of that corporate entity. You agree that if you use a corporate entity to receive Creator Earnings you will comply with all laws (including Tax laws) which are applicable to corporate entities in the place where the corporate entity is established.
  3. Adult material: You acknowledge that you are aware that some of the Content on Spotlit contains adult material, and you agree to take this into account when deciding where to access and view Content. We will not be responsible to you if you suffer any loss or damage as a result of your accessing or viewing Content containing adult material in a way which places you in breach of any contract you have with a third party (for example, your employment contract) or in breach of any applicable law.

Subscriptions and purchases by Fans: This section describes the terms which apply to transactions and interactions between Fans and Creators:

  1. All transactions and interactions facilitated by Spotlit are contracts between Fans and Creators on the terms of the Standard Contract between Fan and Creator. Although we facilitate transactions and interactions between Fans and Creators by providing the Spotlit platform, storing Content, and acting as a payment intermediary, we are not a party to the Standard Contract between Fan and Creator or any other contract which may exist between a Fan and Creator, and are not responsible for any transactions or interactions between Fans and Creators.
  2. Creators are solely responsible for determining (within the parameters for pricing on Spotlit) the pricing applicable to transactions and interactions and the Content to which you may be given access. All prices appear in USD only.
  3. Fan Payments are exclusive of VAT, which shall be added at the current rate as applicable to Fan Payments.
  4. To view a Creator’s Content and/or utilise the fan interaction function on Spotlit, you must first add a payment card to your account and then click the ‘Subscribe’ button on the relevant Creator’s profile.
  5. You authorize us to supply your payment card details to a third-party payment provider for the purpose of processing your Fan Payment. All Fan Payments will be charged in USD. Your payment card provider may charge you currency conversion fees. We do not have control over currency exchange rates or charges imposed by your payment card provider or bank and we are not responsible for paying any charges or fees imposed by your payment card provider or bank.
  6. If you choose to provide details of two or more payment cards, then if you try to make a Fan Payment from the first card and the card is rejected for any reason, then the other payment card will be used to collect the full Fan Payment.
  7. The payment provider will take (i) monthly payments from your payment card for Fan Payments which are Subscriptions; and (ii) immediate payments from your payment card for ad hoc Fan Payments such as use of the fan interaction function on a Creator’s account or paying a tip to the Creator. You authorize and consent to each of these payments being debited using your supplied payment card details.
  8. Apart from free-trial Subscriptions, all Subscriptions to a Creator’s profile will automatically renew at the end of the monthly subscription period, except if your payment card was declined, the subscription price has increased, or you have turned off the “Auto-Renew” switch located on the relevant Creator’s profile. This means that if you want to stop subscribing to a Creator’s profile and paying continuing monthly subscription charges, you will need to turn off the “Auto-Renew” switch located on the relevant Creator’s profile.
  9. If you cancel a Subscription you will continue to be permitted to view the relevant Creator’s Content until the end of the subscription period in which you cancelled, after which no further payments will be taken from your payment card in respect of subscriptions to that Creator’s profile, and you will no longer be able to view the relevant Creator’s Content.
  10. You agree that you will not make unjustified requests for a refund from any Creator which you follow, or unjustified chargeback requests of your payment card provider in relation to any transaction between you and a Creator. If we consider that any request for a refund or chargeback request was made by you in bad faith, we have the right to suspend or delete your User account.

General: You agree that:

  1. If any aspect of your agreement with us is unenforceable, the rest will remain in effect.
  2. If we fail to enforce any aspect of your agreement with us, it will not be a waiver;
  3. We reserve all rights not expressly granted to you.
  4. No implied licenses or other rights are granted to you in relation to any part of Spotlit, save as expressly set out in the Terms of Service.
  5. Your agreement with us does not give rights to any third parties, except that the exclusions and limitations of liability in the section entitled Who is responsible for any loss or damage suffered by you? may be enforced by our subsidiary companies, employees, owners, representatives and agents.
  6. You cannot transfer your rights or obligations under your agreement with us without our prior written consent.
  7. Our rights and obligations under your agreement with us can be assigned or transferred by us to others. For example, this could occur if our ownership changes (as in a merger, acquisition, or sale of assets) or by law. In addition, we may choose to delegate performance of any of our obligations under your agreement with us to any third party, but we will remain responsible to you for the performance of such obligations.
  1. Who is responsible for any loss or damage suffered by you?
    1. Whether you are a consumer or business User: We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes (i) liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors, and (ii) fraud or fraudulent misrepresentation.
    1. If you are a consumer User: If you are a consumer User, you agree that:
      1. We and our subsidiary companies, employees, owners, representatives, and agents will not be liable to you for any loss of profit, loss of business or revenue, business interruption, loss of business opportunity, or loss of anticipated savings suffered by you arising from or in connection with your use of Spotlit.
      1. If you are a consumer User and reside in the United States of America, our total liability to you for claims arising out of or related to your agreement with us shall be limited to USD 250 per claim.
    1. If you are a business User: If you are a business User, you agree that:
      1. We and our subsidiary companies, employees, owners, representatives, and agents:
        1. exclude (to the extent permitted by law) all implied conditions, warranties, representations, or other terms that may apply to Spotlit or any content on it. This means that if the Terms of Service do not expressly include a promise or commitment by us, then one cannot be implied by law;
        1. are not responsible to you for any loss or damage suffered by you that is not a foreseeable result of our breaching the Terms of Service or our failing to use reasonable care and skill. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time you agreed to the Terms of Service, both we and you knew it might happen;
        1. won’t be liable to you for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising out of or in connection with:
          1. your inability to use Spotlit or any of its services, features or programs; or
          1. your use of or reliance on any content (including Content) stored on Spotlit;
        1. won’t be liable to you for any:
          • loss of profits;
          • loss of sales, business, or revenue;
          • business interruption;
          • loss of anticipated savings;
          • loss of business opportunity, goodwill or reputation;
          • loss of data or information, including any Content; or
          • indirect or consequential loss or damage;
        1. won’t be liable to you for any loss or damage caused by a distributed denial-of-service attack, virus, ransomware, or other technologically harmful material that may infect your computer equipment, computer programs, data, or other proprietary material due to your use of Spotlit or any of its services, features or programs, or due to your downloading of any material posted on it, or on any website linked to it;
        1. won’t be liable to you if your Content is copied, distributed, reposted elsewhere or its copyright is infringed by another User or any third party;
        1. won’t be liable to you for any disclosure of your identity, or any disclosure or publication of your personal information by other Users or third parties without your consent (also known as “doxing”);
        1. won’t be liable to you for any failure or delay by us in complying with any part of the Terms of Service arising from events outside our reasonable control. If there is any failure or delay by us in complying with any part of the Terms of Service arising from an event outside our reasonable control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay.
      1. Our total liability to you for any and all claims arising out of or related to your agreement with us, whether in contract, tort (including negligence), breach of statutory duty, or otherwise shall be limited to the greater of:
        1. 100% of the total fees paid by you to us in connection with your use of Spotlit; and
        1. USD 5,000.
  2. General: You agree that:
    • If any aspect of your agreement with us is unenforceable, the rest will remain in effect.
    • If we fail to enforce any aspect of your agreement with us, it will not be a waiver;
    • We reserve all rights not expressly granted to you.
    • No implied licenses or other rights are granted to you in relation to any part of Spotlit, save as expressly set out in the Terms of Service.
    • Your agreement with us does not give rights to any third parties, except that the exclusions and limitations of liability in the section entitled Who is responsible for any loss or damage suffered by you? may be enforced by our subsidiary companies, employees, owners, representatives and agents.
    • You cannot transfer your rights or obligations under your agreement with us without our prior written consent.
    • Our rights and obligations under your agreement with us can be assigned or transferred by us to others. For example, this could occur if our ownership changes (as in a merger, acquisition, or sale of assets) or by law. In addition, we may choose to delegate performance of any of our obligations under your agreement with us to any third party, but we will remain responsible to you for the performance of such obligations.
  3. Terms relating to disputes – the law which applies to your agreement with us and where disputes and claims concerning Spotlit (including those arising from or relating to your agreement with us) can be brought:
    1. For consumers (Fans):
      1. Consumers – Law:
        1. If you are a consumer, your agreement with us is governed by English law and English law will apply to any claim you have against us or we have against you that arises out of or in connection with your agreement with us (including non-contractual disputes or claims). You will also be able to rely on mandatory rules of the law of the country where you live.
      1. Consumers – where claims must be brought:
        1. If you are a consumer resident in the United Kingdom or the European Union, any claim arising out of or in connection with your agreement with us (whether by you against us or us against you, and including non-contractual disputes or claims) may be brought in the courts of England and Wales or the courts of the country where you live.
        1. If you are a consumer resident outside of the United Kingdom or the European Union, any claim arising out of or in connection with your agreement with us (whether by you against us or us against you, and including non-contractual disputes or claims) must be brought in the courts of England and Wales.
    1. For business Users (Creators and Referring Users):
      1. Business Users – Law:
        1. If you are a business User, your agreement with us, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by English law, without regard to conflict of law provisions.
      1. Business Users – where claims must be brought:
        1. If you are a business User, you and we agree that the courts of England and Wales shall have exclusive jurisdiction to resolve any dispute or claim (including non-contractual disputes or claims) which you have against us or we have against you arising out of or in connection with your agreement with us or its subject matter or formation.

How do I delete my account? If you want to delete your Spotlit account then you may do so in the ‘User Account’ section of your Spotlit account.

  1. If you are a Fan, the deletion of your account will take place within a reasonable time following your request.
  2. If you are a Creator, then once you initiate the “delete account” process your account will remain open until the last day of your Fans’ paid subscription period, following which you will receive your final payment and your account will be deleted.
  3. If you are both a Fan and a Creator then your account will be deleted in two stages (Fan first and then Creator).
  4. Once your account has been deleted you won’t be charged any further amounts or have access to your former Spotlit account or its Content, and any subscriptions will be deleted and cannot be subsequently renewed. You will receive an email confirmation upon the successful deletion of your account. Once your account has been deleted, we may deal with your Content in any appropriate manner in accordance with our Privacy Policy (including by deleting it) and you will no longer be entitled to access your Content. There is no technical facility on Spotlit for you to be able to access your Content following termination of your account.

What we are not responsible for: We will use reasonable care and skill in providing Spotlit to you, but there are certain things which we are not responsible for, as follows:

  1. We do not authorize or approve Content on Spotlit, and views expressed by Creators or Fans on Spotlit do not necessarily represent our views.
  2. We do not grant you any rights in relation to Content. Any such rights may only be granted to you by Creators.
  3. All Content is created, selected and provided by Users and not by us. We are not responsible for reviewing or moderating Content, and we do not select or modify the Content that is stored or transmitted via Spotlit. We are under no obligation to monitor Content or to detect breaches of the Terms of Service (including the Acceptable Use Policy).
  4. You agree that you have no obligation to follow any suggestions, comments, reviews or instructions received from another User of Spotlit and that if you choose to do so, you do so entirely at your own risk.
  5. We make no promises or guarantees of any kind that Creators or Referring Users will make a particular sum of money (or any money) from their use of Spotlit.
  6. The materials which we make accessible on Spotlit for Users are for general information only. We make no promises or guarantees about the accuracy or otherwise of such materials, or that Users will achieve any particular result or outcome from using such materials.
  7. We do not promise that Spotlit is compatible with all devices and operating systems. You are responsible for configuring your information technology, device, and computer programs to access Spotlt. You should use your own virus protection software.
  8. We are not responsible for the availability of the internet, or any errors in your connections, device or other equipment, or software that may occur in relation to your use of Spotlit.
  9. While we try to make sure that Spotlit is secure and free from bugs and viruses, we cannot promise that it will be and have no control over the Content that is supplied by Creators.
  10. We are not responsible for any lost, stolen, or compromised User accounts, passwords, email accounts, or any resulting unauthorized activities or resulting unauthorized payments or withdrawals of funds.
  11. You acknowledge that once your Content is posted on Spotlit, we cannot control and will not be responsible to you for the use which other Users or third parties make of such Content. You can delete your account at any time, but you acknowledge that deleting your account will not of itself prevent the circulation of any of your Content which may have been recorded by other Users in breach of the Terms of Service or by third parties prior to the deletion of your account.

The Content of Others

Much of the content on our Services is produced by users, publishers, and other third parties. Whether that content is posted publicly or sent privately, the content is the sole responsibility of the person or organization that submitted it. Although Spotlit Inc. reserves the right to review or remove all content that appears on the Services, we do not necessarily review all of it. So we cannot—and do not—take responsibility for any content that others provide through the Services.

  • Through these Terms and our Community Guidelines, we make clear that we do not want the Services put to bad uses. But because we do not review all content, we cannot guarantee that content on the Services, or that our users’ use of our Services, will always conform to our Terms or Guidelines.