End User Terms and Conditions

1. Definitions

In these Terms, the following capitalised terms have the meanings set out below:

2. Eligibility and Account Registration

2.1 Eligibility

To register for an Account and use the Services, you must:

• be at least 18 years of age (or the age of majority in your jurisdiction if higher);
• have full legal capacity to enter into a binding contract;
• not be a person prohibited from using the Services under applicable law or under a previous suspension or termination imposed by us.

By registering, you represent and warrant that you meet all of the above requirements.

2.2 Account Creation

You will be asked to register using your email address, which will serve as your primary identifier on the Platform. You must:

• provide accurate, current, and complete information during registration;
• keep your Account information up to date;
• maintain the confidentiality of your login credentials and notify us immediately at support@vlayer.xyz if you suspect unauthorised access to your Account;
• not share your Account with, or transfer it to, any other person.

You are responsible for all activities that occur under your Account.

2.3 Account Verification

We may require you to complete identity or Social Media Account verification before you can participate in Campaigns. Verification is conducted using the Verification Technology. You consent to the collection, processing, and cryptographic verification of the data described in our Privacy Notice for this purpose.

3. The Services

3.1 Platform Overview

The Platform enables you to:

• associate your Social Media Accounts and view aggregated statistics and audience demographic data;
• browse and apply to Campaigns posted by Brands;
• submit Content or links to Content in connection with Campaigns;
• track your Campaign participation and KPI performance;
• receive Rewards where you satisfy the applicable Campaign Rules.

3.2 Campaigns

Each Campaign will set out Campaign Rules that you must read carefully before applying. Campaign Rules may include (without limitation):

• the type, format, and minimum quality of Content required;
• applicable KPIs (e.g., minimum views, engagement rate, or follower thresholds);
• timelines and deadlines;
• the Reward structure and payment conditions;
• prohibited content and conduct;
• territorial or platform restrictions.

By applying to a Campaign, you agree to comply with the applicable Campaign Rules and Competition Terms in addition to these Terms. In the event of conflict between these Terms and Campaign Rules, Campaign Rules prevail in respect of the subject matter they govern unless they conflict with applicable law.

3.3 Rewards and Payments

Rewards are awarded by Vouch PRO as promoter of the Campaign. Rewards are paid to you by Vouch PRO directly. The Brand is the Campaign sponsor and has no direct payment obligation to you.

3.4 Verification Technology

When you connect a Social Media Account or provide audience data for a Campaign, you consent to the use of the Verification Technology (operated by vlayer / getvouch.io) to generate cryptographic proofs attesting to your Social Media Account ownership and the authenticity of audience statistics and demographics data. The resulting proofs may be shared with the relevant Brand in connection with your Campaign participation.

4. Your Content and Conduct

4.1 Ownership of Your Content

You retain ownership of any Content you create. By submitting Content via the Platform in connection with a Campaign, you grant Vouch PRO a non-exclusive, royalty-free, worldwide licence to display, share with the relevant Brand, and use such Content solely for the purpose of operating the Platform and administering the Campaign. Additional licence terms governing the Brand's use of your Content will be set out in the Campaign Rules.

4.2 Your Responsibilities

You are solely responsible for all Content you submit and must ensure that:

• you own or have all necessary rights, licences, and consents in respect of the Content;
• the Content does not infringe any third party's intellectual property, privacy, or other rights;
• the Content complies with the Campaign Rules, these Terms, and all applicable laws and regulations;
• the Content does not contain misleading, defamatory, unlawful, or harmful material;
• where required by applicable advertising standards (including the UK ASA CAP Code and equivalent regulations in other jurisdictions), your Content is appropriately labelled as advertising or sponsored content.

4.3 Prohibited Conduct

You must not:

• use bots, automation, or artificial means to inflate engagement metrics or audience statistics;
• misrepresent or attempt to misrepresent your Social Media Account ownership or audience demographics;
• participate in a Campaign using accounts that do not belong to you;
• engage in fraudulent, deceptive, or manipulative conduct in connection with any Campaign;
• use the Platform for any unlawful purpose;
• violate the terms of service of any third-party social media platform;
• attempt to reverse-engineer, scrape, or interfere with the Platform's technical infrastructure;
• harass, abuse, or harm other users, Brands, or Vouch PRO personnel.

5. Intellectual Property

All rights in the Platform (including its design, software, trademarks, and technology) are owned by or licensed to VLAYER LABS LTD. Nothing in these Terms transfers any intellectual property rights to you. You are granted a limited, non-exclusive, non-transferable, revocable licence to access and use the Platform for the purposes set out in these Terms.

6. Data Protection and Privacy

The collection, use, and sharing of your personal data in connection with the Platform is governed by our Privacy Notice, which forms part of these Terms and is available at https://getvouch.pro/privacy. By accepting these Terms, you acknowledge that you have read and understood the Privacy Notice.

In particular, you acknowledge that:

• your email address, Social Media Account handles, audience statistics, audience demographics, and Content performance data will be processed by Vouch PRO as described in the Privacy Notice;
• verified proofs of your Social Media Account data and audience statistics may be shared with Brands in connection with Campaigns you participate in;
• you may withdraw from a Campaign at any time, but withdrawal does not necessarily result in deletion of data already processed or shared.

7. Disclaimers and Limitation of Liability

7.1 Platform 'As Is'

The Platform is provided on an 'as is' and 'as available' basis. To the fullest extent permitted by applicable law, Vouch PRO makes no warranties or representations (express or implied) regarding the Platform, including as to fitness for a particular purpose, uninterrupted availability, or accuracy of third-party data.

7.2 No Guarantee of Campaigns or Rewards

Vouch PRO does not guarantee that any Campaign will be made available to you, that you will be accepted for any Campaign, or that any Reward will be paid. The obligation to pay a Reward rests solely with the relevant Brand.

7.3 Limitation of Liability

To the fullest extent permitted by law:

• Vouch PRO's total aggregate liability to you in connection with these Terms (whether in contract, tort, or otherwise) shall not exceed the total Rewards actually paid to you via the Platform in the twelve (12) months preceding the event giving rise to liability;
• Vouch PRO shall not be liable for indirect, consequential, special, or punitive damages, loss of profits, loss of data, or loss of opportunity.

Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud, or any other liability that cannot be excluded by law.

7.4 Consumer Rights

If you are a consumer resident in the United Kingdom or the European Union, nothing in these Terms affects your statutory rights, including rights under the UK Consumer Rights Act 2015 or equivalent EU consumer protection legislation.

8. Term and Termination

8.1 Duration

These Terms remain in effect for as long as your Account is active or until terminated in accordance with this Clause 8.

8.2 Termination by You

You may close your Account at any time by using the account deletion feature in your Account settings or by contacting us at support@vlayer.xyz. Closing your Account will terminate your access to the Platform and may result in the deletion of your data, subject to our data retention obligations set out in the Privacy Notice.

8.3 Termination or Suspension by Vouch PRO

We may suspend or terminate your Account immediately, with or without notice, if:

• you breach any provision of these Terms or applicable Campaign Rules;
• we are required to do so by applicable law or a regulatory body;
• we reasonably suspect fraudulent or abusive conduct;
• we discontinue the Platform or a material part of it.

8.4 Effect of Termination

Upon termination, your right to access the Platform ceases immediately. Clauses that by their nature should survive termination (including Clauses 4, 5, 7, and 9) will continue to apply.

9. Governing Law and Dispute Resolution

9.1 Governing Law

These Terms are governed by and construed in accordance with the laws of England and Wales.

9.2 Jurisdiction

Subject to Clause 9.3, the courts of England and Wales have exclusive jurisdiction to settle any dispute arising out of or in connection with these Terms.

9.3 EU/EEA Consumers

If you are a consumer habitually resident in a European Union or EEA member state, you may also bring proceedings in the courts of your country of habitual residence, and you may be entitled to access the European Commission's Online Dispute Resolution platform at https://ec.europa.eu/consumers/odr.

10. General Provisions

10.1 Changes to These Terms

We may update these Terms from time to time. We will notify you of material changes by email or via a prominent notice on the Platform at least 30 days before the changes take effect. Your continued use of the Platform after the effective date of any updated Terms constitutes your acceptance of those changes. If you do not agree with any changes, you must close your Account before the changes take effect.

10.2 Assignment

You may not assign or transfer any of your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations under these Terms without your consent in connection with a merger, acquisition, or sale of all or substantially all of our assets, provided that we give you reasonable notice.

10.3 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect.

10.4 Entire Agreement

These Terms (together with the Privacy Notice and any applicable Campaign Rules) constitute the entire agreement between you and Vouch PRO in respect of your use of the Platform.

10.5 Contact

For any questions about these Terms, please contact us at: