Terms of Service

These Terms of Service (“Terms”) constitute a legally binding agreement between you (“User,” “you,” or “your”) and Urth Capital LLC, doing business as Vairloo (“Vairloo,” “we,” “us,” or “our”), governing your access to and use of the Vairloo website, platform, and related services (collectively, the “Platform”). By creating an account or using the Platform, you agree to be bound by these Terms.

1. Eligibility

You must be at least 18 years old to create an account or use the Platform. By registering, you represent and warrant that you meet this age requirement and that all information you provide during registration is accurate, complete, and current.

2. Account Types

Vairloo offers two types of user accounts:

• Brand accounts: for businesses and individuals who create and fund campaigns to obtain UGC content or clipping distribution services.
• Creator accounts: for individuals who produce original UGC content (UGC Creators) or publish and distribute short-form video content across their social media channels (Clippers).

You are responsible for maintaining the security of your account credentials. You must not share your password or allow others to access your account. You are responsible for all activity that occurs under your account.

3. How the Platform Works

3.1 Campaigns

Brands create campaigns on the Platform, specifying the type of content needed (UGC, clipping, or both), deliverable requirements, budget, and deadlines. Creators can browse available campaigns and apply to participate. Brands review applications and select creators for their campaigns.

3.2 Content Creation and Delivery

Once accepted into a campaign, creators produce and submit content through the Platform. Brands review submitted content and may request revisions within the scope of the campaign brief. Content is considered delivered when the brand approves the submission.

3.3 Payment and Wallet System

Brands fund campaigns by depositing funds into their Vairloo wallet via credit or debit card (processed by Stripe) or by manual deposit arranged with Vairloo administration. A 10% service fee is charged to brands on campaign budgets. Once content is approved, the creator’s earnings are credited to their Vairloo wallet. Creators can request withdrawals, which are processed manually by Vairloo administration.

4. Content Ownership and Licensing

Upon approval and payment of deliverables, the brand receives full ownership rights to all content produced under the campaign. This includes the right to use, modify, distribute, and sublicense the content for any commercial purpose without additional compensation to the creator. Creators waive any moral rights to the extent permitted by applicable law.

Creators retain the right to display delivered work in personal portfolios for self-promotional purposes, unless the campaign terms explicitly restrict this.

5. Prohibited Conduct

You agree not to:

• Use the Platform for any unlawful purpose or in violation of any applicable law or regulation.
• Create multiple accounts, impersonate another person, or provide false or misleading information.
• Submit content that infringes on the intellectual property rights of any third party.
• Harass, abuse, or threaten other users of the Platform.
• Circumvent the Platform to arrange payments or services directly with other users outside of Vairloo.
• Interfere with the operation of the Platform, including through the use of automated scripts, bots, or other unauthorized tools.
• Upload content that is pornographic, violent, discriminatory, defamatory, or otherwise objectionable.

Violation of these rules may result in account suspension or permanent termination at our sole discretion.

6. Fees and Payments

• Service fee: Vairloo charges brands a 10% service fee on campaign budgets. This fee is deducted automatically when campaigns are funded.
• Creator payouts: creators receive the full agreed-upon amount for approved deliverables. No fees are deducted from creator earnings.
• Payment processing: card payments are processed by Stripe. Vairloo does not store your full payment card details.
• Withdrawals: creator withdrawal requests are processed manually by Vairloo administration. Processing times may vary.

7. Refunds

For details on our refund practices, please review our Refund Policy.

8. Dispute Resolution

If a dispute arises between a brand and a creator regarding content quality, deliverables, or payment, either party may submit a dispute through the Platform. Vairloo administration will review the dispute and make a determination based on the campaign brief, submitted content, and communication records. The decision of Vairloo administration is final and binding.

9. Account Suspension and Termination

Vairloo reserves the right to suspend or terminate your account at any time if you violate these Terms, engage in fraudulent activity, or act in a manner that is harmful to other users or the Platform. You may also close your account at any time by contacting support. Upon termination, any pending wallet balance will be handled in accordance with our standard procedures.

10. Limitation of Liability

To the maximum extent permitted by law, Vairloo and its officers, directors, employees, and agents shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of revenue, profits, data, or business opportunities, arising out of or in connection with your use of the Platform. Our total liability to you for any claim arising under these Terms shall not exceed the amount you have paid to Vairloo in the twelve (12) months preceding the claim.

11. Disclaimers

The Platform is provided on an “as is” and “as available” basis without warranties of any kind, either express or implied. Vairloo does not guarantee that the Platform will be uninterrupted, error-free, or free of harmful components. Vairloo is a marketplace and does not endorse, guarantee, or assume responsibility for any content created by users or the outcome of any campaign.

12. Indemnification

You agree to indemnify, defend, and hold harmless Vairloo and its affiliates from any claims, liabilities, damages, losses, and expenses (including reasonable attorney’s fees) arising out of your use of the Platform, your violation of these Terms, or your infringement of any third-party rights.

13. Governing Law

These Terms are governed by and construed in accordance with the laws of the Commonwealth of Virginia, United States, without regard to its conflict of law provisions. Any legal action or proceeding arising under these Terms shall be brought exclusively in the state or federal courts located in Virginia, and you consent to the personal jurisdiction of such courts.

14. Changes to These Terms

We may update these Terms from time to time. When we make material changes, we will notify you by email or by posting a notice on the Platform. Your continued use of the Platform after any changes constitutes your acceptance of the revised Terms. If you do not agree to the updated Terms, you must stop using the Platform and close your account.

15. Contact Us

If you have questions about these Terms, please contact us at:

Urth Capital LLC (d/b/a Vairloo)
Email: support@vairloo.com