These Terms of Service constitute an agreement between you as an Advertiser and Listagram. Listagram provides a service named Collabs with the purpose to facilitate the connection and interaction between advertisers and influencers for marketing purposes. These Terms govern the use of the Service and shall apply to all Advertisers using it.

DEFINITIONS

“Advertiser” means a company or other legal entity using the Service to manage Campaigns and collaborate with Influencers for marketing purposes.

“Campaign” means a specific marketing campaign, initiated by Advertiser through the Service, as further described in the applicable Campaign description.

“Influencer” means an individual providing services within the field of marketing through its digital channels, i.e. Instagram.

“Listagram” means Listagram AB, a company incorporated under the laws of Sweden with company reg. no. 559141-0062.

“Service” means the service named Collabs, provided by Listagram with the purpose to facilitate the connection and interaction between Advertisers and Influencers for marketing purposes, currently provided at www.collabs.app.

“Terms” means these Terms of Service for Advertisers.

“we”, “us” and “our” means Listagram.

“you” and “your” means the Advertiser using the Service through a person representing the Advertiser.

Listagram and Advertiser may hereinafter also be referred to individually as a "Party" and collectively as the "Parties".

1. ACCEPTANCE OF TERMS
   1. Prior to using the Service, you must have read, understood and accepted the Terms. By checking the “I accept” box during account sign-up, you agree to strictly adhere to the Terms and to be legally bound to the Terms in relation to us.
   2. If you use the Service on behalf of a company or other legal entity, you represent and warrant that you have full authority to legally bind the company or other legal entity to the Terms, and to strictly adhere to the Terms when using the Service.
   3. If you do not agree to the Terms, or any updated version of it, you may not use the Service.
   4. You can access the latest version of these Terms at any time in the Service.
2. ACCOUNT CREATION
   1. In order to get access to the Service, you need to create an account. You are responsible for providing accurate, current, and complete information in connection with the registration. You acknowledge that the account details provided are true and correct and that, when necessary, you will update your account details so that they remain true and correct.
   2. You are solely responsible for maintaining the confidentiality of your login information. We shall have no responsibility for any unauthorized use of your account.
3. THE SERVICE
   1. The purpose of the Service is to facilitate the connection and interaction between Advertiser and Influencers for marketing purposes. Thus, marketing are provided by Influencers through the respective Influencer’s Instagram profile.
   2. You may create new Campaigns by using the Service, as well as initiate and manage your existing Campaigns. To create a new Campaign, use the Service to create a Campaign description. Advertiser may browse Influencers as listed in the Service and invite Influencers to take part in a Campaign. When creating a new Campaign, invitation to take part in the Campaign will be sent out to the chosen Influencers.
   3. The invited Influencers may accept your invitation to participate in a Campaign. However, it is voluntary for an invited Influencer to take part in a Campaign. Hence, we cannot guarantee that invited Influencers will join your Campaign. You may limit the available spots for a specific Campaign, invited Influencers may join the Campaign on a first come – first served basis.
   4. You may at any time and for any reason cancel an ongoing Campaign. However, Influencers that have already fulfilled some of the tasks of the Campaign are entitled to complete the assignment.
   5. We do not take part in any marketing nor decide the particulars relating to a specific Campaign. We provide the Service, including to share information and manage payments when required. All marketing is provided by Influencers through their digital channels.
4. YOUR RESPONSIBILITIES
   1. You undertake to use the Service in accordance with applicable law and regulation, and may not use the Service in any way that causes us or any third party harm. The Advertiser is responsible for its Campaigns and the Influencer is responsible for its participation and the marketing provided by the Influencer. Further, you are responsible for any content provided by you, and that such content does not violate any applicable law or regulation.
   2. You may not use the Service to communicate or publish information (including but not limited to any content provided by you) that infringes or violates someone else’s right (copyright, trademark, or other intellectual property right), information that may violate the integrity of, intimidate or offend another person, information that may challenge criminal actions or contain material not permitted by any applicable law or regulation (for example discrimination and/or racial agitation).
   3. You will not, nor allow any third party to copy, distribute, sell, lend, rent, transfer, convey, modify, decompile, disassemble, perform data mining, or reverse engineer any parts of the Service, nor try to get access to the source code.
   4. You acknowledge and agree that Listagram, and any third party Listagram may cooperate with, owns all right, title and interest to the Service and the data included therein, including all patents, copyrights, trade secret and other proprietary rights thereto, unless explicitly stated otherwise in the Terms.
   5. Your account is for your own use. You may not authorize others to use the account and may not assign or otherwise transfer the account to any other person or entity.
5. FEES AND PAYMENT
   1. Use of the Service by Advertisers is subject to a subscription fee. Additional fees apply for certain functionality and use of the Service, as specified in the applicable price list or as otherwise agreed separately in writing with Listagram.
   2. The first payment for Advertiser’s subscription shall be made in connection with account creation. The subscription is billed in advance and as chosen by you, for example yearly. Following the end of the first subscription period, the recurring subscription fee will then be charged or invoiced in advance for the same time period as initially chosen by the Advertiser, unless the subscription has been terminated by the Advertiser.
   3. When you create a Campaign, you decide the remuneration for participating Influencers. You may decide to either offer a payment to participating Influencers, or offer certain goods as further specified in Section 6 below. If you decide to offer a payment as remuneration to participating Influencers, the sum shall be paid in advance by you to us, via the payment method chosen by you.
   4. Payment shall be made with one of the payment options as available at any given time in the Service. Payments are handled by a third-party provider. We do not handle any payment data for such payments, for example credit card details. For more information regarding the payment services available in the Service, please visit the website of the third-party provider providing the payment method.
   5. All fees are specified in the applicable price list as available in the Service. All prices are exclusive of VAT. We are entitled to adjust our prices, by giving you a 30 days prior written notice. If you continue to use the Service after such notice period, you will be deemed to have accepted the adjusted fees.
   6. If you cancel an ongoing Campaign, or if the invited Influencers do not fulfil the Campaign tasks, any remaining advance payment amount will be deducted from you next Campaign fees. You may also request a refund.
   7. We may cancel a Campaign or suspend Advertiser’s access to the Service if payment remains overdue 20 calendar days after the final date for payment. We shall have no liability for delay or damage caused by such cancellation or suspension, and it does not limit our right to claim damages or terminate Advertiser’s account due to lack of payment.
   8. The Advertiser is responsible for any and all taxes and fees arising out of the Advertiser’s use of the Service.
   9. Should the subscription feature a success-based model, such as CPM (Cost Per Impression), Advertiser shall be informed in writing of all costs related to the specific success (target) of the campaigns before any campaign is created or initiated by the Collabs Campaign Management Team. The Advertiser agree to be billed 50% of the related Cost Per Impression in advance once the number of impressions (target) has been decided on together with the Collabs Campaign Management Team.
6. SENDING GOODS TO INFLUENCERS
   1. If the remuneration to participating Influencers for a Campaign consists of certain goods, the Advertiser is responsible to send the goods to the Influencer. We shall have no responsibility in this regard.
   2. If you send goods to Influencers relating to a specific Campaign, and the Influencer does not perform and complete the tasks of the Campaign, you may demand the Influencer to send the goods back. If the Influencer does not send the goods back within seven (7) days from failing to fulfill the Campaign tasks, you may invoice the Influencer an amount equal to the market value of the goods sent.
   3. The Advertiser is responsible for any legal requirements relating to sending goods to an Influencer in the context of a Campaign, such as requirements relating to taxes and accounting.
7. LICENSE GRANT TO US
   1. Advertiser grants to us the right to use and publicly display Advertiser’s brands, trademarks and logotypes for marketing purposes and to provide the Service.
8. LICENSE GRANT TO ADVERTISER
   1. If you have requested the right to use an Influencer’s content created within the context of your Campaign, an option from time to time available in the Service, we grant to the Advertiser a worldwide, non-exclusive and royalty-free right to use, modify and publish the participating Influencer’s videos and/or pictures made specifically for Advertiser’s Campaigns. The aforementioned license is only granted to Advertiser during the Campaign and for one year thereafter, and only for content containing Advertiser’s brands, trademarks or logotypes.
9. INTELLECTUAL PROPERTY RIGHTS
   1. All copyrights, trademarks and other intellectual property rights (registered and unregistered) in and to the Service are reserved by us and/or third parties. Nothing in the Terms grant you a right or license to use any trademark, copyright or other intellectual property right owned or controlled by us or a third party, unless explicitly granted herein.
10. PRIVACY
    1. We are committed to maintaining the privacy and security of personal data. Personal data provided to us will be processed in accordance with our Privacy Policy and the General Data Protection Regulation (EU 2016/679). Please read the Privacy Policy for more information.
11. DURATION AND TERMINATION
    1. These Terms will take effect when you register an account, and is valid until further notice. You may terminate the account at any time, thus ending your right to use the Service. The Terms will apply until your account has been closed. Information on how to close the account can be found in the Service. If you terminate your account with a valid subscription, the subscription will promptly end without any refund.
    2. We reserve the right to, in our sole discretion, terminate your account and the right to use the Service without any liability economically or otherwise in relation to you.
    3. If your account is terminated, we may in our sole discretion delete all content relating to your use of the Service.
12. NO WARRANTY
    1. THE SERVICE AND ANY CONTENT CONTAINED AND MADE AVAILABLE VIA THE SERVICE, INCLUDING TEXT, GRAPHICS, INFORMATION, LINKS, OR OTHER ITEMS ARE ALL PROVIDED "AS IS" AND "AS AVAILABLE”.
    2. WE DO NOT PROVIDE ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, FOR THE SERVICE, INCLUDING BUT NOT LIMITED TO THE AVAILABILITY OF THE SERVICE. WE DO NOT GUARANTEE THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY INFORMATION OR CONTENT PROVIDED THROUGH THE SERVICE. WE DO NOT WARRANT THAT YOUR USE OF THE SERVICE WILL BE SECURE, UNINTERRUPTED, SAFE, ALWAYS AVAILABLE, ERROR-FREE OR WILL MEET YOUR REQUIREMENTS, OR THAT ANY DEFECTS IN THE SERVICE WILL BE CORRECTED.
    3. WE MAKE NO REPRESENTATION OR WARRANTY OF ANY KIND RELATING TO THE AVAILABILITY, SUITABILITY AND CREDENTIALS OF ANY INFLUENCER LISTED IN THE SERVICE, NOR THE QUALITY, RELIABILITY, IMPACT OR ACCURACY OF ANY MARKETING AND CAMPAIGN PARTICIPATION PROVIDED BY ANY INFLUENCER. THE INVITATION AND COLLABORATION WITH ANY INFLUENCER IS AT YOUR OWN RISK.
13. LIMITATION OF LIABILITY
    1. OUR AGGREGATE LIABILITY WITH RESPECT TO THE SERVICE SHALL BE LIMITED TO DIRECT DAMAGE OF PROPERTY AND IN TOTAL NOT EXCEED THE LOWER OF (i) THE ANNUAL AMOUNT PAYABLE BY ADVERTISER FOR ITS USE OF THE SERVICE, OR (ii) 500 EUR. WE ARE NOT LIABLE FOR ANY INDIRECT LOSSES OR INDIRECT DAMAGE, SUCH AS LOSS OF PROFIT, LOSS OF SAVINGS, LOSS OF POTENTIAL AGREEMENTS AND LOSS OF DATA OR CONTENT.
    2. WE EXPRESSLY EXCLUDE ANY AND ALL LIABILITY TO ANY THIRD PARTY.
14. FORCE MAJEURE
    1. Where Listagram is prevented from fulfilling its obligations pursuant to the Terms due to circumstances which are beyond Listagram’s reasonable control such as acts of any governmental body, war, insurrection, sabotage, embargo, fire, flood, extreme weather conditions, strike or other labor disturbance, interruption of or delay in transportation, unavailability, interruption of, or delay in telecommunications or third party services (including DNS propagation), or failure of third party software or hardware, and errors or delays in services from sub-contractors due to circumstances as stated herein, such circumstances shall constitute an excuse which occasions a postponement of the time for performance and a release from liability in damages and any other penalties.
15. MISCELLANEOUS
    1. We reserve the right to, without prior notice and without compensation, remove any content that we find obscene, containing inappropriate material and/or in any other way could violate the Terms, applicable laws and regulations and/or may infringe someone else’s intellectual property rights.
    2. We reserve the right to modify the Terms at any time in our sole discretion. We will notify you by e-mail 30 days in advance of any adverse changes taking effect. Your continued use of the Service after such notification constitutes your agreement to the updated Terms.
    3. You are not entitled to transfer or assign any rights or obligations under the Terms without prior written consent from us, if not explicitly allowed to under the Terms.
    4. We have the right, without prior obtaining of approval, to assign the Terms to another company in the same company group as Listagram, or a third party in connection with a transfer of all or substantially all of Listagram’s assets.
    5. If any part, term or provision of the Terms is held to be illegal or unenforceable, the validity of the remainder of the Terms will not be affected. Any omission of us to enforce our rights under the Terms shall not be regarded as a waiver of such rights. IT IS EXPRESSLY UNDERSTOOD THAT ALL PROVISIONS REGARDING LIMITATIONS OF LIABILITY AND INDEMNITIES WILL REMAIN IN FULL FORCE AND EFFECT AND SHALL SURVIVE THE DELETION OF YOUR ACCOUNT.
    6. Failure or delay by us in exercising any right or remedy under the Terms shall not constitute a waiver of such (or any other) right or remedy.
    7. The contents of these Terms shall supersede all previous written or oral commitments and undertakings.
    8. The Terms constitute the entire agreement between you and us on all issues to which the Terms relate. However, if you have a separate agreement with us regarding the Service, the terms of such an agreement shall prevail over these Terms in case of contradictions.
16. GOVERNING LAW AND VENUE
    1. These Terms shall be construed in accordance with and be governed by the substantive laws of Sweden.
    2. Any dispute, controversy or claim arising out of or in connection with the Terms, or the breach, termination or invalidity thereof, shall be finally settled by arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (the “SCC”).
    3. The Rules for Expedited Arbitrations shall apply, unless the SCC in its discretion determines, taking into account the complexity of the case, the amount in dispute and other circumstances, that the Arbitration Rules shall apply. In the latter case, the SCC shall also decide whether the Arbitral Tribunal shall be composed of one or three arbitrators.
    4. The seat of arbitration shall be Stockholm, Sweden. The language to be used in the arbitral proceedings shall be Swedish, unless either party requests the proceedings to be conducted in English.

These Terms of Service constitute an agreement between you as an Influencer and Listagram. Listagram provides a service named Collabs with the purpose to facilitate the connection and interaction between advertisers and influencers for marketing purposes. These Terms govern the use of the Service and shall apply to all Influencers using it.

DEFINITIONS

“Advertiser” means a company or other legal entity using the Service to manage Campaigns and collaborate with Influencers for marketing purposes.

“Campaign” means a specific marketing campaign, initiated by Advertiser through the Service, as further described in the applicable Campaign description.

“Influencer” means an individual providing services within the field of marketing through its digital channels, i.e. Instagram.

“Listagram” means Listagram AB, a company incorporated under the laws of Sweden with company reg. no. 559141-0062.

“Service” means the service named Collabs, provided by Listagram with the purpose to facilitate the connection and interaction between Advertisers and Influencers for marketing purposes, currently provided at www.collabs.app.

“Terms” means these Terms of Service for Influencers.

“we”, “us” and “our” means Listagram.

“you” and “your” means the Influencer using the Service.

Listagram and Influencer may hereinafter also be referred to individually as a "Party" and collectively as the "Parties".

1. ACCEPTANCE OF TERMS
   1. Prior to using the Service, you must have read, understood and accepted the Terms. By checking the “I accept” box during account sign-up, you agree to strictly adhere to the Terms and to be legally bound to the Terms in relation to us.
   2. If you use the Service on behalf of a company or other legal entity, you represent and warrant that you have full authority to legally bind the company or other legal entity to the Terms, and to strictly adhere to the Terms when using the Service.
   3. If you are under 18 years old, or under the legal age in your country of residence, you may only use the Service if agreed to by a parent or legal guardian. In such case, your parent or legal guardian agrees to be legally bound by the Terms. If you are under 13 years old, you may not use the Service.
   4. If you do not agree to the Terms, or any updated version of it, you may not use the Service.
   5. You can access the latest version of these Terms at any time in the Service.
2. ACCOUNT CREATION
   1. In order to get access to the Service and participating in a Campaign, you need to create an account. You are responsible for providing accurate, current, and complete information in connection with the registration. You acknowledge that the account details provided are true and correct and that, when necessary, you will update your account details so that they remain true and correct.
   2. You are solely responsible for maintaining the confidentiality of your login information. We shall have no responsibility for any unauthorized use of your account.
3. THE SERVICE
   1. The purpose of the Service is to facilitate the connection and interaction between Advertisers and Influencers for marketing purposes. Thus, marketing are provided by you as an Influencer through your Instagram account.
   2. It is free of charge for Influencers to use the Service.
   3. You may be invited by Advertisers to take part in their Campaigns. The particulars regarding the specific Campaign is given in the Campaign description. It is voluntary for you to participate in a Campaign. The available spots for a specific Campaign may be limited, invited Influencers will be able to join the Campaign on a first come – first served basis. If you as an Influencer accept an invitation and receive a spot in the Campaign, you shall participate in the specific Campaign.
   4. During the Campaign, the Influencer shall fulfill the specific tasks of the Campaign, as instructed by and in accordance with the Campaign description and these Terms, as well as any applicable guidelines and other instructions from us and/or the Advertiser. All marketing must be performed by you in accordance with applicable law and regulation, the Terms and the Campaign description. The fulfillment shall be made through your Instagram account, if nothing else is specifically stated in the Campaign description.
   5. When you have performed and completed the tasks of a Campaign, your performance will be reviewed. If approved, you will be entitled to the remuneration specified in the Campaign description, as further described below in the section Remuneration.
   6. We do not take part in any marketing nor decide the particulars relating to a specific Campaign. We provide the Service, including to share information and manage payments when required. All marketing is provided by Influencers through their digital channels.
4. YOUR RESPONSIBILITIES
   1. You undertake to use the Service and provide marketing during a Campaign in accordance with applicable law and regulation, and may not use the Service in any way that causes us, an Advertiser or any third party harm. The Advertiser is responsible for its Campaigns and the Influencer is responsible for its participation and the marketing provided by the Influencer. Further, you are responsible for any content provided and/or created by you, and that such content does not violate any applicable law or regulation.
   2. You may not use the Service to communicate or publish information (including but not limited to any content provided by you) that infringes or violates someone else’s right (copyright, trademark, or other intellectual property right), information that may violate the integrity of, intimidate or offend another person, information that may challenge criminal actions or contain material not permitted by any applicable law or regulation (for example discrimination and/or racial agitation).
   3. You will not, nor allow any third party to copy, distribute, sell, lend, rent, transfer, convey, modify, decompile, disassemble, perform data mining, or reverse engineer any parts of the Service, nor try to get access to the source code.
   4. You acknowledge and agree that Listagram, and any third party Listagram may cooperate with, owns all right, title and interest to the Service and the data included therein, including all patents, copyrights, trade secret and other proprietary rights thereto, unless explicitly stated otherwise in the Terms.
   5. After notice you must immediately, without compensation, remove any material created or published by you within the context of a Campaign that the Advertiser responsible for the Campaign considers is not in line with the Advertiser’s values, marketing guidelines, branding or is otherwise undesirable. Further, you must immediately, without compensation, remove any material related to a Campaign or your use of the Service that we find obscene, contains inappropriate material and/or in any other way could violate the Terms, applicable law and/or may infringe someone else’s intellectual property rights. The removal of material in accordance with this section must be done immediately on all your digital channels, including your Instagram.
   6. Your account is for your own use. You may not authorize others to use the account and may not assign or otherwise transfer the account to any other person or entity.
5. REMUNERATION
   1. When you have performed and completed the tasks of a Campaign, your performance will be reviewed. If approved, you will be entitled to the remuneration specified in the Campaign description for your Campaign participation in accordance with your performance, the Campaign description and these Terms, as well as any applicable guidelines and other instructions for the Campaign.
   2. If the remuneration for the Campaign consists of a payment, a Stripe account will be created for you by the Service and will be linked to the Service. This is necessary in order to further transfer the funds to your specified bank account.
   3. The payment will be transferred to your account, along with a self-billing invoice created by Listagram AB. By joining a campaign that consist of a payment, you agree to allow Listagram AB to create the self-billing invoice and transfer the funds to the Stripe-account set up by the Service in accordance with 5.2
   4. If the remuneration for the Campaign consists of certain goods, the goods will be sent to the address you have registered with us. In certain cases, you may receive the goods prior to fulfilling the Campaign tasks, for example if you need the goods to complete the Campaign tasks.
   5. If you have received goods relating to a specific Campaign or as remuneration and you fail to perform and complete the tasks of the Campaign, you are required to send the goods back at your own cost. If you do not send the goods back within seven (7) days, you will be invoiced an amount equal to the market value of the goods. The invoice may be sent by us or the Advertiser.
   6. You are solely responsible for any and all taxes and fees arising out of your use of the Service and you receiving remuneration in whatever form.
   7. You need to be registered as a business with a VAT number in order to be eligible for remuneration. At this point in time, the Service does not support payout to individuals.
6. LICENSE GRANT TO US
   1. If you participate in a Campaign, you grant to us a worldwide, non-exclusive, perpetual, transferable, sub-licensable and royalty-free right to use, reproduce, modify, transfer, make available to the public, prepare derivative works from, and publicly display the content created and/or published by you relating to the Campaign.
7. WARRANTY
   1. You warrant that any content provided and/or published by you is free from any third-party dependencies or third-party rights and that you have the right to grant us the license as defined in the Terms. Consequently, you warrant that our use of your content will not infringe any third party intellectual property rights. Further, you represent and warrant that the posting and use of your content does not violate privacy rights, publicity rights, contract rights or any other rights of any person or company, and that the publishing or posting of your content does not result in a breach of contract between you and a third party. You agree to pay for all royalties, fees, and any other monies owing any third party relating to your content.
   2. If you are notified of or otherwise receives knowledge of any claims related to the aforementioned warranties, you shall immediately inform us and assist us in any actions as we may see fit.
8. INTELLECTUAL PROPERTY RIGHTS
   1. All copyrights, trademarks and other intellectual property rights (registered and unregistered) in and to the Service are reserved by us and/or third parties. Nothing in the Terms grant you a right or license to use any trademark, copyright or other intellectual property right owned or controlled by us or a third party, unless explicitly granted herein.
9. PRIVACY
   1. We are committed to maintaining the privacy and security of personal data. Personal data provided to us will be processed in accordance with our Privacy Policy and the General Data Protection Regulation (EU 2016/679). Please read the Privacy Policy for more information.
10. DURATION AND TERMINATION
    1. These Terms will take effect when you register an account, and is valid until further notice. You may terminate the account at any time, thus ending your right to use the Service. The Terms will apply until your account has been closed. Information on how to close the account can be found in the Service.
    2. We reserve the right to, in our sole discretion, terminate your account and the right to use the Service without any liability economically or otherwise in relation to you.
    3. If your account is terminated, we may in our sole discretion delete all content relating to your use of the Service.
11. NO WARRANTY
    1. THE SERVICE AND ANY CONTENT CONTAINED AND MADE AVAILABLE VIA THE SERVICE, INCLUDING TEXT, GRAPHICS, INFORMATION, LINKS, OR OTHER ITEMS ARE ALL PROVIDED "AS IS" AND "AS AVAILABLE”.
    2. WE DO NOT PROVIDE ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, FOR THE SERVICE, INCLUDING BUT NOT LIMITED TO THE AVAILABILITY OF THE SERVICE. WE DO NOT GUARANTEE THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY INFORMATION OR CONTENT PROVIDED THROUGH THE SERVICE. WE DO NOT WARRANT THAT YOUR USE OF THE SERVICE WILL BE SECURE, UNINTERRUPTED, SAFE, ALWAYS AVAILABLE, ERROR-FREE OR WILL MEET YOUR REQUIREMENTS, OR THAT ANY DEFECTS IN THE SERVICE WILL BE CORRECTED.
    3. WE MAKE NO REPRESENTATION OR WARRANTY OF ANY KIND RELATING TO ANY CAMPAIGN OR ADVERTISER WITHIN THE CONTEXT OF THE SERVICE, NOR THAT YOU WILL BE INVITED TO ANY CAMPAIGN.
12. LIMITATION OF LIABILITY
    1. WE WILL NOT BE HELD RESPONSIBLE AND EXPRESSLY DISCLAIM ANY LIABILITY WHATSOEVER FOR ANY CLAIMS, DEMANDS OR DAMAGES, DIRECT OR INDIRECT, OF EVERY KIND AND NATURE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE SERVICE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. YOU EXPRESSLY AGREE TO HOLD US HARMLESS FOR ANY CLAIM, CONTROVERSY, OR DAMAGES THAT MAY ARISE FROM ANY DISPUTE BETWEEN YOU AND ANY ADVERTISER OR ANY OTHER THIRD PARTY.
    2. YOU AGREE THAT THE MAXIMUM AGGREGATE LIABILITY OF LISTAGRAM TOWARDS YOU SHALL BE LIMITED TO SEK 1,000. WE EXPRESSLY EXCLUDE ALL LIABILITY TO ANY THIRD PARTY.
13. INDEMNIFICATION
    1. YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD US HARMLESS FROM AND AGAINST ALL CLAIMS, LOSSES, EXPENSES, OR DEMANDS OF LIABILITY, INCLUDING BUT NOT LIMITED TO REASONABLE ATTORNEYS’ FEES AND COSTS IN CONNECTION WITH ANY CLAIM ARISING OUT OF YOUR USE OF THE SERVICE AND/OR YOUR VIOLATION OF THESE TERMS, INCLUDING IF ANY CONTENT PROVIDED BY YOU SHOULD INFRINGE ANY THIRD PARTY INTELLECTUAL PROPERTY RIGHTS.
14. FORCE MAJEURE
    1. Where Listagram is prevented from fulfilling its obligations pursuant to the Terms due to circumstances which are beyond Listagram’s reasonable control such as acts of any governmental body, war, insurrection, sabotage, embargo, fire, flood, extreme weather conditions, strike or other labor disturbance, interruption of or delay in transportation, unavailability, interruption of, or delay in telecommunications or third party services (including DNS propagation), or failure of third party software or hardware, and errors or delays in services from sub-contractors due to circumstances as stated herein, such circumstances shall constitute an excuse which occasions a postponement of the time for performance and a release from liability in damages and any other penalties.
15. INDEPENDENT CONTRACTORS
    1. The relationship between us and you shall be that of independent contractors. Neither party will represent that it has any authority to assume or create any obligation, express or implied, on behalf of the other party, or to represent the other party as agent, employee, or in any other capacity, except as specifically provided herein.
    2. In the event that you would be considered an employee according to applicable Swedish or European law and we would therefore be liable to pay taxes, fees, charges or other expenses and lawful obligations on your behalf, you shall compensate us for all such costs that may incur as a result thereof.
    3. You must hold a valid certificate for corporate tax in your country of business. You must pay statutory taxes, fees and other charges as an independent business.
16. MISCELLANEOUS
    1. We reserve the right to, without prior notice and without compensation, remove any content that we find obscene, containing inappropriate material and/or in any other way could violate the Terms, applicable laws and regulations and/or may infringe someone else’s intellectual property rights.
    2. We reserve the right to modify the Terms at any time in our sole discretion. We will notify you by e-mail 30 days in advance of any adverse changes taking effect. Your continued use of the Service after such notification constitutes your agreement to the updated Terms.
    3. You are not entitled to transfer or assign any rights or obligations under the Terms without prior written consent from us, if not explicitly allowed to under the Terms.
    4. We have the right, without prior obtaining of approval, to assign the Terms to another company in the same company group as Listagram, or a third party in connection with a transfer of all or substantially all of Listagram’s assets.
    5. If any part, term or provision of the Terms is held to be illegal or unenforceable, the validity of the remainder of the Terms will not be affected. Any omission of us to enforce our rights under the Terms shall not be regarded as a waiver of such rights. IT IS EXPRESSLY UNDERSTOOD THAT ALL PROVISIONS REGARDING LIMITATIONS OF LIABILITY AND INDEMNITIES WILL REMAIN IN FULL FORCE AND EFFECT AND SHALL SURVIVE THE DELETION OF YOUR ACCOUNT.
    6. Failure or delay by us in exercising any right or remedy under the Terms shall not constitute a waiver of such (or any other) right or remedy.
    7. The contents of these Terms shall supersede all previous written or oral commitments and undertakings.
    8. The Terms constitute the entire agreement between you and us on all issues to which the Terms relate. However, if you have a separate agreement with us regarding the Service, the terms of such an agreement shall prevail over these Terms in case of contradictions.
17. GOVERNING LAW AND VENUE
    1. These Terms shall be construed in accordance with and be governed by the substantive laws of Sweden.
    2. Any dispute, controversy or claim arising out of or in connection with these Terms, or the breach, termination or invalidity thereof, shall be finally settled by arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (the “SCC”).
    3. The Rules for Expedited Arbitrations shall apply, unless the SCC in its discretion determines, taking into account the complexity of the case, the amount in dispute and other circumstances, that the Arbitration Rules shall apply. In the latter case, the SCC shall also decide whether the Arbitral Tribunal shall be composed of one or three arbitrators.
    4. The seat of arbitration shall be Stockholm, Sweden. The language to be used in the arbitral proceedings shall be Swedish, unless either party requests the proceedings to be conducted in English.