Terms of Service
Draft for legal review, not yet in effect.
These Terms of Service ("Terms") govern access to and use of the Inflyn distribution platform (the "Service"), provided by INFLYN PTY LTD, ABN 52 682 983 197 ("Inflyn", "we", "us"). The Service lets organizations publish videos to their own social media accounts and bring the performance data back for analysis.
These Terms apply to the organization that signs an order form referencing them or that uses the Service ("Customer", "you"). If you use the Service on behalf of an organization, you confirm that you are authorized to accept these Terms for it.
1. Definitions
- Order Form
- The document signed by Customer and Inflyn that sets out the subscription, fees and term. If an Order Form conflicts with these Terms, the Order Form governs.
- Workspace
- Customer's space in the Service. Its hosting region is chosen when the Workspace is created.
- User
- An individual whom Customer allows to use the Service in its Workspace.
- Connected Account
- A social media account whose owner has authorized the Service to access it.
- Third-Party Platform
- A service that hosts Connected Accounts, such as TikTok.
- Delivered Content
- Videos, captions and related material that Inflyn produces for Customer under a separate production agreement and makes available in the Workspace.
- Customer Data
- All data submitted to or collected by the Service for Customer, including Delivered Content once delivered, publishing schedules and records, Connected Account information and authorization tokens, and performance data.
2. The Service
2.1 What we provide. The Service receives Delivered Content into the Workspace, lets Users schedule and publish it to Connected Accounts, records the result of each publication, and shows performance data that Users import or that the Service retrieves from Third-Party Platforms.
2.2 Changes. We may improve or change the Service. We will not materially reduce the core functionality of a paid subscription during its term.
2.3 Support. Support is available at operation@inflyn.com from 9 am to 6 pm Sydney time, Monday to Friday.
2.4 Beta features. Features marked as beta are optional, provided as is, and may be changed or withdrawn at any time.
3. Workspaces and Users
3.1 Roles. Customer's Workspace administrators add Users, assign each User a role and may limit a User to particular store groups.
3.2 User accounts. Each User must be at least 18 years old and use their own sign-in. Users set their own passwords; Inflyn does not know them. Customer is responsible for its Users' actions and for promptly disabling Users who should no longer have access.
3.3 Inflyn personnel. Inflyn personnel assigned to Customer may access the Workspace to provide onboarding, support and operations.
3.4 Security incidents. Customer will notify us promptly at operation@inflyn.com of any unauthorized use of the Service it becomes aware of.
3.5 Hosting region. Customer Data is stored in the region of its Workspace. This Service is hosted in Japan. The service for mainland China is operated separately under separate terms, and the two do not share databases.
4. Connected Accounts and Third-Party Platforms
4.1 Authorization. An account is connected when its owner signs in on the Third-Party Platform and approves the permissions the Service requests. Customer must own or be authorized to manage every account it connects and must obtain any consent the account owner requires.
4.2 Acting on instructions. The Service publishes only the content a User schedules, to the Connected Accounts a User selects, at the times the User sets.
4.3 Platform rules. Customer is responsible for the content it publishes and must comply with each Third-Party Platform's terms, community guidelines and advertising policies, including any requirement to label branded or AI-generated content.
4.4 Platform changes. Third-Party Platforms are not controlled by Inflyn. They may change or withdraw their interfaces, reject or remove content, restrict accounts or revoke authorizations. Inflyn is not responsible for their acts, and features that depend on them may change accordingly.
4.5 Ending an authorization. An authorization lasts until it expires, the owner revokes it on the Third-Party Platform, or the account is removed from the Workspace. When an account is removed, we delete its authorization tokens immediately.
5. Acceptable Use
Customer will not, and will not permit Users to:
- publish content that is unlawful, infringing, deceptive, hateful or harmful, or that breaks a Third-Party Platform's rules;
- use the Service for spam, fake engagement or coordinated inauthentic behavior, or to get around a Third-Party Platform's limits or enforcement actions;
- connect an account without its owner's authorization;
- access the Service by automated means other than the interfaces we document, test its security without our written permission, reverse engineer it, or interfere with its operation;
- resell the Service or make it available to third parties, except as the Order Form allows;
- use the Service in breach of export control or sanctions laws.
We may suspend access that we reasonably believe breaks this section or threatens the Service, a Third-Party Platform or others. We will notify Customer and limit the suspension to what is necessary.
6. Customer Data
6.1 Ownership. As between the parties, Customer owns Customer Data. Rights in Delivered Content are governed by the production agreement.
6.2 License to us. Customer grants Inflyn a worldwide, non-exclusive license to host, copy, transmit and display Customer Data only as needed to provide, secure and support the Service and as Customer instructs, for example to publish a video to a Connected Account.
6.3 Processing on Customer's behalf. Inflyn processes personal data contained in Customer Data on Customer's behalf and on its documented instructions. Our Data Processing Addendum (available on request) forms part of these Terms.
6.4 Protection. We maintain administrative, technical and physical safeguards appropriate to the Service, including encryption of data in transit, encryption of Third-Party Platform tokens at rest, hashed passwords, role- and store-based access control and access records. We do not sell Customer Data, do not use it for advertising, and use data obtained from Third-Party Platforms only to provide the Service to Customer.
6.5 Aggregated data. We may use statistics that are aggregated and do not identify Customer, any individual or any Connected Account to operate and improve our services.
6.6 Export and deletion. Customer can export publishing records and performance data from the Service at any time during its subscription. For 30 days after termination we will make Customer Data available for export on request. We then delete it within 30 days, except where the law requires us to keep it; backups are overwritten on their normal cycle.
7. Fees and Payment
7.1 Customer will pay the fees in the Order Form. Unless the Order Form says otherwise, fees are invoiced in advance, due within 30 days of the invoice date and exclude taxes, which Customer will pay except for taxes on Inflyn's income.
7.2 If an undisputed amount is more than 30 days overdue, we may suspend the Service after giving Customer at least 10 days' written notice. We will not suspend the Service while Customer disputes a charge reasonably and in good faith and cooperates to resolve the dispute.
8. Intellectual Property
Inflyn and its licensors own the Service, including its software, interfaces and documentation, and all improvements to it. These Terms grant Customer no rights in the Service other than the right to use it during the subscription. If Customer gives us feedback, we may use it without restriction or obligation.
9. Confidentiality
Each party will protect the other's non-public business, technical and financial information with at least reasonable care, use it only to perform under these Terms, and disclose it only to its personnel and advisers who need to know it and are bound by confidentiality obligations. These obligations do not cover information that is public through no fault of the receiving party, already known to it, independently developed, or lawfully received from a third party. A party required by law to disclose confidential information will give the other party prior notice where legally allowed.
10. Warranties and Disclaimers
10.1 Each party warrants that it has the authority to enter into these Terms.
10.2 Inflyn warrants that the Service will perform materially as described in its documentation and that we will not materially reduce the security of the Service during a subscription. Customer's remedy for a breach of this warranty is that we fix the problem, or, if we cannot do so within a reasonable time, that Customer may terminate the affected subscription and receive a refund of prepaid fees for the remaining term.
10.3 Customer warrants that it has the rights and consents needed for the Customer Data it provides and for each account it connects.
10.4 Except as stated in this section, the Service is provided as is. We do not guarantee that a Third-Party Platform will accept, distribute or keep any content, or any level of views or engagement.
11. Indemnification
11.1 Inflyn will defend Customer against any third-party claim that the Service infringes that third party's intellectual property rights, and pay the resulting damages and costs finally awarded or agreed in settlement. This does not apply to claims arising from Customer Data, Third-Party Platforms, or use of the Service in breach of these Terms.
11.2 Customer will defend Inflyn against any third-party claim arising from content Customer publishes through the Service (other than Delivered Content as delivered, which is governed by the production agreement), from accounts Customer connects, or from Customer's breach of Section 4 or 5, and pay the resulting damages and costs finally awarded or agreed in settlement.
11.3 The party seeking defense will notify the other promptly, give it sole control of the defense and settlement, and cooperate reasonably.
12. Limitation of Liability
12.1 Neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, goodwill or data, even if advised that they are possible.
12.2 Each party's total liability arising out of these Terms is limited to the amounts paid and payable by Customer for the Service in the 12 months before the event giving rise to the liability.
12.3 This section does not limit Customer's payment obligations, either party's indemnification obligations, or liability that cannot be limited by law.
13. Term and Termination
13.1 These Terms apply for as long as Customer has a subscription or uses the Service. Subscription terms and renewals are set out in the Order Form.
13.2 Either party may terminate these Terms if the other party materially breaches them and does not cure the breach within 30 days of written notice, or if the other party becomes insolvent.
13.3 On termination, access to the Service ends, Section 6.6 applies to Customer Data, and fees accrued before termination remain due. Sections 6, 8, 9, 11, 12, 15 and 16 survive termination.
14. Changes to These Terms
We may update these Terms. We will give at least 30 days' notice of a material change by email or in the Service. If Customer objects to the change, it may terminate the affected subscription before the change takes effect and receive a refund of prepaid fees for the remaining term.
15. Governing Law and Disputes
These Terms are governed by the laws of New South Wales, Australia. Any dispute will be resolved by the courts of New South Wales.
16. General
Neither party may assign these Terms without the other's consent, except to a successor in a merger or sale of substantially all of its relevant business. Neither party is liable for delays caused by events beyond its reasonable control. The parties are independent contractors. These Terms, the Order Form and the Data Processing Addendum are the entire agreement on their subject matter. If a provision is unenforceable, the rest remains in effect. A failure to enforce a provision is not a waiver. Notices to Customer go to its Workspace administrators' email addresses; notices to Inflyn go to operation@inflyn.com. If these Terms are translated, the English version governs.
17. Contact
INFLYN PTY LTD, ABN 52 682 983 197, operation@inflyn.com.