Creative Services & Website/Media Channels Terms & Conditions
Please read this agreement carefully before using the In The Know Upstate website, social media, and/or ITK Creative marketing services. By purchasing services and/or using the In The Know Upstate media channels, you indicate your acceptance of this agreement and its terms and conditions.
Additional terms and conditions may apply to additional areas of the website or to particular negotiations or content posted on the site, in conjunction with the actual Business Services Agreement or Subscription Sign-Up Form, where applicable.
- Services Provided. ITK shall provide the agreed advertising, social media, and/or business support services for Client as detailed in Services Details or Subscription Sign-Up Form. Client agrees to follow any and all guidelines ITK communicates to Client regarding advertisements, custom content, marketing services, and social media services, including placement, size, technical requirements and those regarding content.
- Payment Terms. The Parties agree that Client shall pay ITK for the services stated in the Services Details or Subscription Sign-Up Form. Client agrees to pay each payment in full at the term of net 10 days from invoice date unless otherwise documented in the Service Agreementract/Subscription Form. If payment is not received, ITK will suspend services until payment is received in full plus a 5% late fee per month. At that time, services will be reinstated as early as schedule allows. Advertising graphics, images and content must be submitted in final form in the required sizing at least three (3) days prior to planned publishing. Subscription services are charged for the month ahead, based on the date of start.
- Idemnity. Client agrees to submit to ITK only content and images to which Client has the legal rights to publish. Client understands and agrees that Client, and the Client only, are legally responsible for the content of Client’s advertisements, website, marketing materials and social media content as provided to ITK for publication. Client understands and agrees that ITK may refuse to publish any content at ITK’s discretion. ITK reserves the right to decline the publication of any known inflammatory, defamatory, indecent, profane, discriminatory, false, disparaging or otherwise inappropriate information.
- Client agrees to indemnify, hold harmless, and defend ITK against any and all claims arising out of ITK’s publication of Client’s content provided to ITK as discussed in Section I above, as well as for content created by ITK on behalf of Client per the marketing and/or social media management agreement. The Client undertakes to comply with all applicable rules, regulations, codes of practice and laws relating to its use of the Services under South Carolina and federal United States regulation and hereby agrees to indemnify and to keep the Company indemnified in respect of any and all costs, claims or proceedings whatsoever brought against the Company by any third party in connection with any breach of the same by the Client, including Intellectual Property and Copyright laws.
- Without prejudice to the generality of clause above, the Company shall have no liability for any losses or damages which may be suffered by the Client whether the same are suffered directly or indirectly or are immediate or consequential which fall into the following categories:
- Any indirect or consequential loss arising under or in relation to the Contract even though the Company was aware of the circumstances in which such loss could arise;
- Loss of profits; loss of anticipated savings or revenue; loss of business opportunity or goodwill; Loss of data; and Fraudulent services on any of the Client’s accounts managed by the Company.
- Termination. The Parties agree that the term of this Agreement shall be for the term noted within Services Details from the Effective Date unless either Party provides written notice of intent to terminate at least thirty (30) days prior to the termination date within the Agreement. Termination notices shall be mailed to the address on file for the Client and 217 Trade Street, Greer SC 29651 for ITK. Subscription services, such as NoStressSocial, shall be on a month-to-month basis and will renew automatically unless notified as above.
- Employees and Intellectual Property. During the term of the Contract and for a period of 12 months thereafter, the Client agrees not to employ or engage or offer to employ or engage anyone designated by the Company to work on the Services. Unless expressly stated otherwise in these Terms or in an Order, the Intellectual Property Rights created, developed, subsisting or used in connection with the Services and whether in existence at the date hereof or created in the future shall vest in and be the property of the Company or the relevant third party from whom the Company has acquired a right of use with a view to executing the Order. The Client agrees to execute and deliver such documents and perform such acts as may be necessary from time to time to ensure such Intellectual Property Rights vest in the Company. The Intellectual Property Rights as mentioned above shall not be used, assigned, distributed, copied, forwarded to online or offline activities by the Client without a separate, express written agreement. The Client hereby irrevocably licenses the Company to use and display the Client’s name, figure, logo etc. as a reference on the Company’s website, other marketing materials or types of media whilst they are a Client of the Company and for 18 months after the Contract terminates.
- Injunctive Relief. Client agrees and acknowledges that monetary damages alone may not be an adequate remedy for breach of this Agreement. Client’s breach of the terms of this Agreement shall be a material breach and shall entitle ITK to immediate injunctive relief in addition to all other equitable remedies available under prevailing law. Client agrees that any court of competent jurisdiction should immediately enjoin any breach of this Agreement upon the request of ITK, and Client specifically releases ITK from the requirement of posting any bond in connection with any injunctive relief, to the extent permitted by law. Client hereby acknowledges and agrees that ITK’s entitlement to injunctive relief shall in no way prevent ITK from recovering monetary damages for Client’s breach of this Agreement.
- Choice of Law. This Agreement shall be governed by, and construed and interpreted in accordance with the domestic laws of the State of South Carolina.
- Fees, Costs, and Expenses. In the event ITK must enforce any of the rights herein granted to it through an attorney, Client shall be liable for any and all reasonable attorney’s fees, expenses, and court and/or arbitration costs incurred in connection with the enforcement of ITK’s rights hereunder.
- Except for suits seeking interim injunctive relief or specific performance or as otherwise prohibited by law, the parties hereby agree that any dispute, controversy, or claim arising out of, connected with and/or otherwise relating to this Agreement, the termination thereof, and the arbitrability of any controversy or claim, will be finally settled by binding arbitration before the American Arbitration Association (the “AAA”) in Spartanburg, South Carolina, in accordance with the AAA’s then existing National Rules. A neutral arbitrator who has practiced law in South Carolina for at least ten years must conduct any AAA hearing. Each party agrees to pay its own expenses, fees, and costs associated with arbitration, except that the arbitrator may award the prevailing party reasonable attorney’s fees. The decision of the arbitrator will be final, conclusive, binding and unappealable. Any arbitration award shall be confidential except that it may be filed in the appropriate court of competent jurisdiction for purposes of enforcing the award. Notwithstanding this agreement to arbitrate, the parties agree that an action for an injunction pending the outcome of arbitration may be brought only in a federal or state court in Spartanburg County, South Carolina.
- Waiver and Modification. No modification or waiver of this Agreement will be effective unless evidenced in a writing signed by Client and ITK.
- Legal Advice. Client affirms that Client has been afforded the full opportunity to obtain independent legal advice prior to executing this Agreement.
- Entire Agreement. This Agreement sets forth the entire understanding between ITK and Client relating to the subject matter hereof and supersedes all previous understandings or agreements, written or oral, between ITK and Client.
Upon a thorough reading and review of this Agreement and after having had an opportunity to allow Client’s attorney to review same, Client states that Client is fully aware of and in agreement with the terms set forth and does contract to be bound by this Agreement.
By using InTheKnowUpstate.com, you agree to our Terms of Service.
Bloom Enterprises, LLC DBA In The Know Upstate (hereafter In The Know Upstate™) makes no warranty or representation, either express or implied, with respect to these postings or services, including their quality, performance, merchantability or fitness for a particular purpose. In no event will In The Know Upstate™ be liable for any damages, including but not limited to, indirect, special or consequential damages for reliance on the information contained in the posting or provided at any of the events.
Events submitted and links to other websites have been accepted in good faith with the expectation that the content is appropriately maintained, checked and/or verified by the submitting author, agency and/or organization, and the link or information submitted is timely and accurate. We do not have control or responsibility for any external information sources linked on the In The Know Upstate™ Events Calendar. It is the responsibility of users to make their own decisions about the accuracy, reliability, and correctness of the information on the Events Calendar.
The use of and/or reliance on the In The Know Upstate™ Event Calendar presents risks, some of which are unknown. Persons assume any and all risks associated such activity and shall hold harmless the In The Know Upstate™ and its employees, elected officials, and agents from any claim related to such use. Persons requesting posting on, using, or attending events posted on the In The Know Upstate™ Event Calendar shall hold harmless the In The Know Upstate™ and its employees, elected officials, and agents from any claim that the content of the post contains defamatory content, violates another’s privacy, and/or violates any applicable law.
All information submitted to the In The Know Upstate™ is subject to public disclosure under applicable state and federal law.
Contest, Giveaway and Sweepstakes Rules
NO PURCHASE IS NECESSARY TO ENTER OR WIN. A PURCHASE DOES NOT INCREASE THE CHANCES OF WINNING.
- Eligibility: Campaigns (contests, giveaways, sweepstakes) are open only to those who sign up at the InTheKnowUpstate.com social media channels (Facebook, Twitter, Instagram, Youtube) and who are 18 years of age as of the date of entry, unless otherwise noted in the posting. The Campaign is only open to legal residents of counties located in the Upstate, South Carolina, USA (Greenville, Anderson, Spartanburg, Abbeville, Cherokee, Greenwood, Laurens, Oconee, Pickens, Union counties), and is void where prohibited by law. Employees of Bloom Enterprises, LLC dba In The Know Upstate (hereafter In The Know Upstate™), its affiliates, subsidiaries, advertising and promotion agencies, and suppliers, (collectively the “Employees”), and immediate family members and/or those living in the same household of Employees are not eligible to participate in the Campaign. The Campaign is subject to all applicable federal, state, and local laws and regulations. Void where prohibited.
- Agreement to Rules: By participating, the Contestant (“You”) agree to be fully unconditionally bound by these Rules, and You represent and warrant that You meet the eligibility requirements. In addition, You agree to accept the decisions of In The Know Upstate™ as final and binding as it relates to the content of this Campaign.
- Campaign Period: Entries will be accepted online starting on the start date and time included in the social media or email communication posting and ending at the time and date included in the social media or email communication posting. All time are Eastern Standard Time. All online entries must be received by the end date and time included in the social media or email communication posting.
- How to Enter: The Campaign must be entered by submitting an entry using the social media channels of In The Know Upstate,™ or for those active on the In The Know Upstate™ email list, as stated in the campaign rules. The entry must fulfill all Campaign requirements, as specified, to be eligible to win a prize. Entries that are incomplete or do not adhere to the rules or specifications may be disqualified at the sole discretion of In The Know Upstate.™ You may enter only once. You must provide the information requested. You may not enter more times than indicated by using multiple email addresses, identities, or devices in an attempt to circumvent the rules. If You use fraudulent methods or otherwise attempt to circumvent the rules, your submission may be removed from eligibility at the sole discretion of In The Know Upstate.™
- Prizes: The Winner(s) of the Campaign (the “Winner”) will receive the prize included in the social media posting or email communication. Actual/appraised value may differ at time of prize award. The specifics of the prize shall be solely determined by In The Know Upstate.™ No cash or other prize substitution shall be permitted except at In The Know Upstate™’s discretion. The prize is nontransferable. Any and all prize related expenses, including without limitation any and all federal, state, and/or local taxes, shall be the sole responsibility of Winner. No substitution of prize or transfer/assignment of prize to others or request for the cash equivalent by Winner is permitted. Acceptance of prize constitutes permission for In The Know Upstate™ to use Winner’s name, likeness, and entry for purposes of advertising and trade without further compensation, unless prohibited by law.
- Odds: The odds of winning depend on the number of eligible entries received.
- Winner Selection and Notification: Winner will be selected by random drawing for sweepstakes, giveaways, and contests unless specifically stated in the social media posting or email communication. If not based on random drawing, the winner is selected based on voting by In The Know Upstate™ and/or participant voting, and will be included in the communication. All selection is under the supervision of In The Know Upstate.™ Winner will be notified by use of the social media channels used within the campaign, or via email within five (5) days following selection of Winner. In The Know Upstate™ shall have no liability for Winner’s failure to receive notices due to spam, junk e-mail or other security settings or for Winner’s provision of incorrect or otherwise non-functioning contact information. If Winner cannot be contacted, is ineligible, fails to claim the prize within 5 days from the time award notification was sent, or fails to timely return a completed and executed declaration and release as required, the prize may be forfeited and an alternate Winner selected. Receipt by Winner of the prize offered in this Campaign is conditioned upon compliance with any and all federal, state, and local laws and regulations. ANY VIOLATION OF THESE OFFICIAL RULES BY WINNER (AT IN THE KNOW UPSTATE™‘S SOLE DISCRETION) WILL RESULT IN WINNER’S DISQUALIFICATION AS WINNER OF THE CAMPAIGN, AND ALL PRIVILEGES AS WINNER WILL BE IMMEDIATELY TERMINATED.
- Rights Granted by You: By entering this content (e.g., photo, video, text, etc.), You understand and agree that In The Know Upstate,™ anyone acting on behalf of In The Know Upstate,™ and In The Know Upstate™’s licensees, successors, and assigns, shall have the right, where permitted by law, to print, publish, broadcast, distribute, and use in any media now known or hereafter developed, in perpetuity and throughout the World, without limitation, your entry, name, portrait, picture, voice, likeness, image, statements about the Campaign, and biographical information for news, publicity, information, trade, advertising, public relations, and promotional purposes, without any further compensation, notice, review, or consent. Contests: By entering content, You represent and warrant that your entry is an original work of authorship, and does not violate any third party’s proprietary or intellectual property rights. If your entry infringes upon the intellectual property right of another, You will be disqualified at the sole discretion of In The Know Upstate.™ If the content of your entry is claimed to constitute infringement of any proprietary or intellectual proprietary rights of any third party, You shall, at your sole expense, defend or settle against such claims. You shall indemnify, defend, and hold harmless In The Know Upstate™ from and against any suit, proceeding, claims, liability, loss, damage, costs or expense, which In The Know Upstate™ may incur, suffer, or be required to pay arising out of such infringement or suspected infringement of any third party’s right.
- Terms & Conditions: In The Know Upstate™ reserves the right, in its sole discretion, to cancel, terminate, modify or suspend the Campaign should virus, bug, non-authorized human intervention, fraud, or other cause beyond In The Know Upstate™’s control corrupt or affect the administration, security, fairness, or proper conduct of the Campaign. In such case, In The Know Upstate™ may select the Winner from all eligible entries received prior to and/or after (if appropriate) the action taken by In The Know Upstate.™ In The Know Upstate™ reserves the right, in its sole discretion, to disqualify any individual who tampers or attempts to tamper with the entry process or the operation of the Campaign or website or violates these Terms & Conditions. In The Know Upstate™ has the right, in its sole discretion, to maintain the integrity of the Campaign, to void votes for any reason, including, but not limited to: multiple entries from the same user from different IP addresses; multiple entries from the same computer in excess of that allowed by Campaign rules; or the use of bots, macros, scripts, or other technical means for entering. Any attempt by an entrant to deliberately damage any website or undermine the legitimate operation of the Campaign may be a violation of criminal and civil laws. Should such attempt be made, In The Know Upstate™ reserves the right to seek damages to the fullest extent permitted by law.
- Limitation of Liability: By entering, You agree to release and hold harmless In The Know Upstate™ and its subsidiaries, affiliates, advertising and promotion agencies, partners, representatives, agents, successors, assigns, employees, officers, and directors from any liability, illness, injury, death, loss, litigation, claim, or damage that may occur, directly or indirectly, whether caused by negligence or not, from: (i) such entrant’s participation in the Campaign and/or his/her acceptance, possession, use, or misuse of any prize or any portion thereof; (ii) technical failures of any kind, including but not limited to the malfunction of any computer, cable, network, hardware, or software, or other mechanical equipment; (iii) the unavailability or inaccessibility of any transmissions, telephone, or Internet service; (iv) unauthorized human intervention in any part of the entry process or the Promotion; (v) electronic or human error in the administration of the Promotion or the processing of entries.
- Disputes: THIS Campaign IS GOVERNED BY THE LAWS OF United States of America AND South Carolina, WITHOUT RESPECT TO CONFLICT OF LAW DOCTRINES. As a condition of participating in this Campaign, participant agrees that any and all disputes that cannot be resolved between the parties, and causes of action arising out of or connected with this Campaign, shall be resolved individually, without resort to any form of class action, exclusively before a court located in South Carolina having jurisdiction. Further, in any such dispute, under no circumstances shall participant be permitted to obtain awards for, and hereby waives all rights to, punitive, incidental, or consequential damages, including reasonable attorney’s fees, other than participant’s actual out-of-pocket expenses (i.e. costs associated with entering this Campaign). Participant further waives all rights to have damages multiplied or increased.
- Winners List: To obtain a copy of the Winner’s name or a copy of these Official Rules, mail your request along with a stamped, self-addressed envelope to: In The Know Upstate, 217 Trade Street, Greer SC 29651. Requests must be received no later than 10 days after campaign close.
- Facebook: Campaigns hosted by In The Know Upstate™ are in no way sponsored, endorsed, administered by, or associated with Facebook.
- By participating in the campaign, You, the Contestant, have affirmatively reviewed, accepted, and agreed to all of the Official Rules.