The following terms (the “Terms of Service”) set forth the complete terms and conditions applicable to your access to and use of the Spray services, and any associated website, software or product (collectively, the “Services”). Any new features or tools added to the current Services will also be subject to these Terms of Service. This document constitutes a legally binding agreement between you, as the user of the Services, (referred to as “you”, “your”, “Brand”, or “Merchant”) and Indent Corporation and its Affiliates (referred to as “we,” “our,” “us” or “Spray”), where “Affiliates” means any entity that directly or indirectly controls, is controlled by, or is under common control with Indent Corporation. If you use any of the Services on behalf of another person, company or other entity, then “you” and “your” will refer to and include you and such other party, and you represent and warrant that you have the authority to bind such other party to these Terms of Service and to act on such other party’s behalf with respect to any actions you take in connection with the Services.
During the term of this Agreement, Spray will provide Services for you to browse Creators and make suggestions. These Services will be on a monthly subscription model, whereby Spray will issue you credits based on your monthly plan, those credits will be consumed as you use certain features. In providing the Services, Shopify may utilize third party service providers to assist us in providing the Services or to carry out one or more of the purposes described in these Terms of Service (each, a “Third Party Provider”). We may expand the Services in the future, including by introducing affiliate program operations and settlement structures for Creators, which may result in some modifications or changes to these Terms of Service.
By accessing and using (the term “use” where used hereinafter in respect of the Services shall mean access or use, and “using” shall have a corresponding meaning) any of the Services, you are agreeing to be bound by these Terms of Service. You can review the current version of the Terms of Service at any time at [spray.io/terms-of-service]. We reserve the right, in our sole and absolute discretion, to update or change any portion of the Terms of Service at any time without notice, and such updates and changes will be effective as of the date of posting. You are advised to check the Terms of Service from time to time for any changes that may impact you. Your continued use of the Services after the amended Terms of Service are posted constitutes your agreement to and acceptance of any such changes. If you do not agree to these Terms of Service in their entirety, including any changes thereof, do not use the Services.
Before you may use the Services, you must read, agree with and accept all the terms and conditions contained or incorporated by reference in these Terms of Service, including Spray’s Privacy Policy available at [spray.io/privacy-policy]
Questions about these Terms of Service should be sent to us at [+82 2 536 3474].
1. General Conditions
1.
As a condition to your use of the Services, you represent and warrant that: (a) if you are an individual, you are at least 18 years of age or the age of majority in the jurisdiction in which you reside or from which you use the Services; (b) you possess the legal authority to create a binding legal obligation; (c) you will use the Services in accordance with these Terms of Service; and (d) all information supplied by you is true, accurate, current and complete.
2.
You may not use the Services for any illegal, fraudulent or unauthorized purpose, nor may you, in your use of the Services, violate any laws in your jurisdiction, or the laws of the Republic of Korea (including but not limited to copyright laws).
3.
You must not reproduce, duplicate, copy, download, distribute, display, sell, resell, or exploit any portion of the Services, or use of the Services, except (a) as expressly authorized by these Terms of Service, or (b) with our express prior written permission and, if applicable, the respective rights holders.
4.
You must not (a) work around, bypass, or circumvent any of the technical limitations of the Services, (b) use any tool to enable features or functionalities that are otherwise disabled in the Services, (c) decompile, disassemble or reverse engineer the Services, or (d) otherwise interfere with any part of the Services (or attempt to do any of the foregoing).
5.
You must not access the Services or monitor any material or information from the Services using any robot, spider, scraper, or other automated means.
6.
These Terms of Service shall be governed by and interpreted in accordance with the laws of the Republic of Korea applicable therein, without regard to the principles of conflicts of laws. You and we irrevocably and unconditionally submit to the exclusive jurisdiction of Seoul Central District Court in Republic of Korea with respect to any dispute or claim arising out of or in connection with the Terms of Service or your use of the Services.
7.
By signing up for Spray, you may also be automatically registered for and granted access to affiliated services operated by Indent Corporation, such as Sendlab, without a separate registration process. You acknowledge and agree that access to such affiliated services may be subject to additional terms and conditions, and your use of them will constitute acceptance thereof.
2. Spray Rights
1.
We reserve the right, in our sole discretion, to modify, discontinue or terminate the Services, or terminate your access to the Services, or any part thereof, for any reason without notice at any time. We shall not be liable to you or to any third party for any modification, discontinuation or termination of the Services or any part thereof, or the termination of your access to the Services.
2.
We reserve the right, on our sole discretion, to refuse or deny access to the Services to anyone for any reason at any time. You shall cease and desist from using the Services immediately upon our request.
3.
A breach or violation of any provision of the Terms of Service, as determined in our sole discretion, may result in an immediate termination of your access to the Services. Without limiting any other remedies that we may have or that may be available to us, we may suspend or terminate your access to the Services if we suspect that you have engaged in fraudulent activity in connection with the Services.
4.
We reserve the right, but are not obligated, to limit the availability of the Services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis.
5.
We reserve the right to, at any time and from time to time without notice, change, or refuse or remove, any information, material or content contained on, provided through, or available via the Services.
6.
Nothing in these Terms of Service is intended to create, nor will it be construed as creating, any exclusive arrangement between the parties to these Terms of Service. We reserve the right to provide the Services to your competitors.
3. Privacy and Data Protection
1.
You understand and agree that any Information you provide to us in using the Services may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. “Information” means your trademarks, copyright content, any photos, images, graphics, links, text, content, materials, information or other data provided by you or on your behalf to the Services. Any personal information you provide to us in using the Services will be treated in accordance with our Privacy Policy.
Any information entered or registered by a Member (including corporate customers) during the use of the Services (e.g., campaign details, email, ad copy, target audiences, etc.) may be collected, analyzed, and used by Company (Indent Corp.) for purposes related to providing the Services, improving features, planning marketing strategies, statistical analysis, and customer support. Spray may also utilize internal integrated systems (such as Sendlab) for service delivery and email messaging functions, during which certain information may be processed within such systems.
2.
Processing data obtained via public platform APIs (including but not limited to Facebook’s Graph API, Instagram API, Twitter API, etc.) will be governed by respective Terms and Conditions and Privacy Policies for such applicable API.
3.
You expressly consent to the use and sharing of your personal information as described in these Terms of Service and the Privacy Policy. The form of consent that we seek, including whether it is express or implied, will largely depend on the sensitivity of the personal information, the reasonable expectations of the individual in the circumstances, and the functionality of the Services.
4.
We may share publicly non-personally identifiable information or data that has been anonymized, for example, to show trends about the general use of our Services.
5.
You grant us permission to allow the applicable Third Party Provider to access your Information and to take any other actions as required for the provision of the Services, and any exchange of Information or other interaction between you and the Third Party Provider is solely between you and such Third Party Provider. Spray is not responsible for any disclosure, modification or deletion of your Information, or for any corresponding losses or damages you may suffer, as a result of access by a Third Party Provider to your Information. For clarification, Spray shall not be responsible for any Third Party Provider or such Third Party Provider’s services, and you agree that any claim relating to a Third Party Provider or such Third Party Provider’s services may only be made against such Third Party Provider.
6.
You must not collect or harvest any personal data of any other user of Spray without the prior express consent of such other user in compliance with applicable laws and regulations. It is your responsibility to protect any other user’s personal information you access through the Services and to process it safely and securely in accordance with applicable laws and any other terms governing other Spray services you may use.
4. Social Platforms Authentication and Data
1.
Spray may collect and use authorized data from YouTube, Google, Facebook, Instagram, TikTok, Twitter, and other platforms (collectively, the “Social Platforms”). Such data may be collected and stored as needed to enable the Services. You can learn more about each Social Platform’s terms of service and privacy policy on such Social Platform’s website.
5. Accuracy, Completeness and Timeliness of Information
1.
We make no representations or warranties with respect to the Services, and we are not responsible if any information available via the Services is not accurate, complete, up-to-date or otherwise does not meet your personal requirements. Any use of or reliance on any of the content, materials or other information made available through the Services is at your own risk. We reserve the right to modify the contents of the Services at any time, but we have no obligation to update any information.
2.
Occasionally there may be information available through the Services that contains typographical errors, inaccuracies or omissions.
3.
We undertake no obligation to update, amend or clarify information in the Services or in any related application, website, product or service, except as required by law.
6. Relationship between Merchant and Creator
1.
Spray will provide Services for Merchant to browse Creators and make suggestions with Creators, thereby enabling Merchants to facilitate the discovery, connection and management of affiliate marketing relationships with Creators. The terms and conditions of any Merchant’s affiliate marketing program (each referred to herein as a “Program”) will be determined by such Merchant or, if a Merchant approves a Creator to participate in the Merchant’s Program, Merchant and Creator may separately enter into an agreement on such terms and conditions as may be agreed to between such Merchant and Creator (any such terms and conditions relating to a Program are collectively referred to herein as the “Program Agreement”). The Program Agreement may include, for example, provisions relating to the services to be provided by the Creator, the rates of commission offered and payable by the Merchant, and any other terms and conditions, whether such are communicated and agreed to by Merchant and Creator through Spray or otherwise. You acknowledge and agree that Spray is under no circumstance a party to the Program Agreement and will not incur any liability or assume any obligation in connection therewith, and Spray will in no way be responsible for the performance of either Merchant or Creator in connection with any Program or Program Agreement, except as expressly set out in these Terms of Service. Merchant and Creator are solely responsible for the execution of and performance under any Program Agreement.
2.
The relationship between any Merchant and Creator is strictly between such Merchant and Creator, and Spray is not obligated to intervene in any dispute arising between you and such other party. Under no circumstances will Spray be liable for any direct, indirect, incidental, special, consequential, punitive, extraordinary, exemplary or other damages whatsoever, that result from any relationship, dealing or contract between a Merchant and a Creator.
3.
Spray does not make any representations or warranties of any kind in respect of any Merchant, Creator, Program or Program Agreement. You are responsible for, as applicable, managing, inspecting, accepting and providing any services, deliverables or payments under any Program Agreement into which you may enter in accordance with the terms and conditions thereof. You agree to act in good faith when negotiating and performing your obligations under a Program Agreement.
4.
It is your responsibility to comply with applicable laws and regulations relating to marketing and advertising, including any applicable anti-spam legislation in your and your recipients’ jurisdictions.
7. Creator Content
1.
We are not responsible for any social media posts, advertisements, endorsements, marketing or other content Creator may create, publish or upload to Social Platforms (collectively, the “Creator Content”), including the legality, appropriateness and accuracy of any such Creator Content. It is your responsibility to ensure the Creator Content is not misleading or deceptive, to make any necessary disclosures in connection with your Creator Content, including clear and conspicuous disclosures of any material connection you have with Spray and if you have been compensated or otherwise incentivized by the Spray, and to otherwise comply with any applicable laws, regulations, guidelines and requirements of any relevant regulatory body, including the United States Federal Trade Commission. Spray will in no way and by no means be responsible for or assume any liability in connection with any Creator Content.
2.
The way in which your audience, followers, visitors, customers and other third parties (the “End Users”) use and interact with your content, including Creator Content is your responsibility. This responsibility includes compliance with all laws and regulations in relation to End Users.
3.
We may, at any time and without notice, suspend or terminate your access to the Services if you engage in activities that violate the letter or spirit of these Terms of Service, including activities outside of your use of the Services.
8. Feedback and Other Submissions
1.
If you submit any ideas, suggestions, comments, proposals, plans, or other content or submissions to us, whether online, by email or otherwise (collectively, the “Comments”), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, display, translate and otherwise use in any medium any Comments that you provide to us. You expressly waive any and all rights in the Comments and you agree that Spray is free to implement and use the Comments if desired, as provided by you or as modified by Spray, without obtaining permission or license from you or any third party. We are under no obligation (1) to use or rely on any Comments; (2) to maintain any Comments in confidence (unless such comments contain personal information); (3) to pay compensation for any Comments; or (4) to respond to any Comments. You acknowledge and agree that Spray may exercise its rights to use, publish and delete any Comments without any notice to you.
2.
You may not use a false email address, pretend to be someone other than yourself, or otherwise mislead us or third parties as to the origin of any Comments. You are solely responsible for any Comments you make and their accuracy, and you shall solely be liable for any damages or other harm resulting from your Comments or from your other content you submit, provide or post to the App or in connection with the Services. We take no responsibility and assume no liability for any Comments or other content posted or submitted by you or any third party.
9. Prohibited Uses
1.
In addition to other prohibitions as set forth in these Terms of Service, you are prohibited from using the Services, or submitting, transmitting, publishing, uploading, displaying, providing or posting any Creator Content or Comments through or in connection with the Services: (a) for any unlawful purpose or any illegal, deceptive or fraudulent activity; (b) to violate any international, federal or local laws, regulations, rules or ordinances; (c) to infringe upon, violate or misappropriate any of our rights or the rights of any third party, including, without limitation, any intellectual property, privacy or publicity rights; (d) to harass, abuse, insult, threaten, harm, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin or disability; (e) to submit false, misleading or deceptive information; (f) to upload or transmit viruses or any other type of malicious or destructive code; (g) to collect or track the personal information of others; (h) to spam, phish, pharm, pretext, spider, crawl or scrape; (i) for any hateful, libelous, defamatory, obscene or immoral purpose; (j) to interfere with or circumvent the security features of the Services or any related website or application, other website or application, or the Internet; (k) in any activities that are, in Spray’s sole discretion, likely to generate liability for Spray or negatively affect Spray’s reputation; or (l) to solicit or encourage any other person to perform or participate in any of the foregoing.
2.
We reserve the right to terminate your use of the Services for any violation by you of the prohibited uses. We will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. You acknowledge that We have no obligation to monitor your access to or use of the site, but have the right to do so to operate the site, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or another governmental body.
10. Usage Fee
1.
We operate differentiated pricing plans for the use of the Service, and you can use the Paid Service by selecting one of the provided pricing plans. In this case, Paid Service means all services provided by us that require payment of usage fees.
2.
The functions provided by us through Paid Service include searching for influencers, collecting new influencers, creating campaigns, and sending blasters, and the number of credits paid for each Paid Service plan, functions provided, and credits consumed per function may vary.
3.
The fees for Paid Services are primarily based on, but not necessarily limited to, the Subscription Services and are automatically paid monthly unless the Member makes a separate request to cancel.
4.
The basic credit provided to the Member will be available until the expiration date of the applicable plan, after which it will automatically expire.
5.
Credits charged as an additional payment will be kept for 365 days from the date of payment and will be automatically canceled if not used within that period.
11. Payments
1.
You can pay for the Plan using the payment method provided by us, and the paid fees will be applied by the Terms and Refund Policy.
2.
Paid Service means any service provided by us that requires payment of a fee, which may include subscription services that are automatically paid monthly (the automatic payment date is based on the initial payment date) as well as other services.
a.
If the same date exists in the month from the date of the initial payment, the automatic payment will be made on the same date.
b.
If no such date exists in the month, the automatic payment will be made on the last day of the month.
3.
We may offer an automatic recharge feature based on the criteria set in the credit-based plan, and you may turn it on and off the feature directly.
4.
If auto-recharge is enabled, automatic payment will be made via the registered payment method when the credit decreases below the set threshold.
5.
If the validity of your registered payment method expires or the recurring payment fails, we may make additional payment attempts, and the use of the Service may be restricted if the expiration date is exceeded.
a.
We will provide a grace period of 7 days after the initial payment failure, during which the Service will be available as normal.
b.
During the grace period, we will make up to four (4) additional payment attempts, and upon successful payment, the Service will be available for normal use.
c.
If the payment is not completed by the end of the grace period, the use of the Service will be immediately suspended, and if additional payment is not made within 30 days thereafter, the use contract will be automatically terminated. However, if additional payment is made within 3 months, the service will be reinstated and can be used again with the existing data and settings without a new subscription process.
6.
Any attempt to defraud through the use of fraudulent requests or methods of payment, or any failure to honor charges or requests for payment, will result in termination of your account and may result in civil and/or criminal prosecution.
7.
In the case of, or if we suspect, any fraudulent payment or activity, including use of stolen credentials, by anyone, we reserve the right to block your account and to inform any relevant authorities or entities
12. Independent Contractors
The parties to these Terms of Service are independent contractors. Except as expressly stated in these Terms of Service, neither Spray nor any of its Affiliates is an agent, representative or related entity of any Merchant or Creator. Neither Spray nor you will have any right, power or authority to enter into any agreement for, or on behalf of, or incur any obligation or liability of, or otherwise bind, the other party, except where you expressly authorize Spray to act on your behalf in these Terms of Service. These Terms of Service will not be interpreted or construed as creating any association, agency, joint venture or partnership between Spray, on the one hand, and you, on the other, or to impose any liability attributable to such relationship upon either you or us.
13. Intellectual Property
1.
Spray owns all worldwide intellectual property rights in the Services, the content, trademarks, service marks, and logos contained therein. Except as expressly permitted herein, you may not copy, further develop, reproduce, republish, modify, alter, download, post, broadcast, rent, lease, sell, distribute, transmit, or otherwise use any part of the Services or create any derivative works based on the Services or any information, data or other content contained or incorporated therein. You will not remove, alter or conceal any copyright, trademark, service mark, or other proprietary rights notices incorporated in the Services. All trademarks are trademarks or registered trademarks of their respective owners. Nothing in these Terms of Service grants you any right to use any trademark, service mark, logo, or trade name of Spray or any third party.
2.
You retain all right, title and interest in any Information that you provide, submit, load, transmit or enter through the Services or that we collect from third parties with your permission, and you are legally responsible for the Information you submit to the Services. Subject to these Terms of Service, you grant Spray a perpetual, transferable, irrevocable, royalty-free, fully paid-up, worldwide and fully sublicensable license to access, collect, store, use, copy, distribute, transmit, display, and broadcast any such Information on, through or in connection with the Services for any purpose and in any medium. We may use our rights under this license to operate, provide, and promote the Services, and to perform our obligations and exercise our rights under these Terms of Service. You represent, warrant, and agree that you have all necessary rights in the Information to grant this license.
3.
You do not have any rights or permissions to make use of the Information of another Spray user independent of the Services other than as expressly authorized by such other user.
14. Disclaimer of Warranties; Limitation of Liability
1.
You expressly agree that your use of, or inability to use, the Services is at your sole risk, and Spray and its Affiliates, officers, directors, employees, agents and licensors disclaim all warranties, express or implied, in connection with your use of the Services. The Services are provided to you (except as expressly stated by us) “as is” and “as available” for your use, without any representations, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement. We do not warrant that the Services will be uninterrupted, timely, secure, or error-free, that the results that may be obtained from the use of Services will be accurate or reliable, or that the quality of any services, information, or other material obtained by you through the Services will meet your expectations, or that any errors in the Services will be corrected. Some jurisdictions do not allow limitations on implied warranties, so this limitation may not apply to you.
2.
In no event shall Spray, its Affiliates, officers, directors, employees, agents, or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost opportunity, lost profits, lost revenue, lost savings, loss of data, replacement costs, loss of goodwill or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any part or parts of the Services, or any services or products procured using the Services, or for any other claim related in any way to your use of the Services or any services or products procured using the Services, including, but not limited to, any errors or omissions in any content or otherwise arising from your use of the Services, or any loss or damage of any kind incurred as a result of the use of the Services or any content (or product) posted, transmitted, or otherwise made available via the Services, even if advised of the possibility of same. Because some jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such jurisdictions, our liability shall be limited to the maximum extent permitted by law.
15. Force Majeure
We will not be liable for any failure or delay of performance under these Terms of Service resulting from a force majeure event beyond its reasonable control, including, without limitation, natural disasters, acts of God, government regulations, war, terrorism, labor disputes and power failures.
16. Indemnification
You agree to indemnify, defend and hold harmless Spray, its Affiliates, officers, directors, employees, agents, and licensors from any claim or demand, including reasonable attorneys’ fees, resulting, whether directly or indirectly, from: (i) your use of the Services and/or any information contained in the Services; (ii) your violation of, or your breach of any representation, warranty, obligation or covenant under, these Terms of Service or the documents incorporated by reference herein; (iii) your violation of any law or the rights of any third party.
17. Severability
In the event that any provision of these Terms of Service is determined by a court of competent jurisdiction to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, the unenforceable portion shall be deemed to be severed from these Terms of Service, and such determination shall not affect the validity and enforceability of any other remaining provisions.
18. Refund, Term and Termination
1.
These Terms of Service are effective as of the day you first use the Services and will continue in force unless and until terminated by either you or us.
2.
The refund policy of the “Paid Service” is as follows.
a.
No partial refund: If it has been more than 7 days since payment, or if there is a usage history, in this case, the service will be maintained normally until the expiration date and will be automatically terminated after expiration.
b.
Usage history means that at least one credit has been used from the base payment credit, and at least one paid service feature (search, campaign operation, etc.) has been used.
3.
You may terminate these Terms of Service at any time by notifying us that you no longer wish to use the Services or by ceasing to use the Services.
4.
If, in our sole judgment, you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate these Terms of Service at any time without notice and accordingly may deny you access to the Services or any part thereof.
5.
The obligations and liabilities incurred prior to the termination date shall survive the termination of these Terms of Service for all purposes.
6.
We will not restore credit and your data after termination of the Service.
7.
3 months after the termination of your service use contract, the relevant data will be completely deleted and cannot be recovered in any way, unless it is a record required by applicable laws and regulations.
19. Waiver; Entire Agreement; Assignment
1.
The failure by us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.
2.
These Terms of Service, including any terms, agreements, policies or operating rules incorporated into these Terms of Service or posted by us in respect to the Services, constitute the entire agreement and understanding between you and us, and govern your use of the Services, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).
3.
All the terms and provisions of the Terms of Service will be binding upon and incur to the benefit of the parties to the Terms of Service and to their respective heirs, successors, permitted assigns and legal representatives. Spray will be permitted to assign these Terms of Service without notice to you or consent from you. You will have no right to assign or otherwise transfer the Terms of Service, or any of your rights or obligations hereunder, to any third party without Spray’s prior written consent, to be given or withheld in Spray’s sole discretion.
20. Notice and Takedown Procedure
Spray supports the protection of intellectual property. It’s our policy to respond to all notices of alleged copyright infringement. If any person believes that any Information regarding the Services is infringing such person’s intellectual property rights, such person may inform us by contacting [+82 2 536 3474].
21. Digital Millennium Copyright Act
If the DMCA applies to you, and you are a copyright owner or an agent thereof and believe that any Content infringes upon your copyrights, please follow this takedown procedure:
It is our policy to respond to notices of alleged infringement that comply with the Digital Millennium Copyright Act (“DMCA”). We do not make judgments about the veracity of intellectual property infringement claims or adjudicate such claims. If the information you are complaining about is located on a third-party site or application, then you should contact that third party site or application. Please be aware that, to be effective, your notice of claim must comply with the detailed requirements outlined in the DMCA. You are encouraged to review them (see 17 U.S.C. § 512(c)(3)) to include substantially all of the Elements of Notification set out in the DMCA (see 17 U.S.C. § 512(c)(3)) before sending your claim.
You may submit a notification under the DMCA by contacting our designated Copyright Agent at: [+82 2 516 3474]
Upon receipt of the notice of claimed infringement notice, we will follow the procedures specified in the DMCA to resolve the claim between the notifying party and the alleged infringer who provided the content at issue. Please be advised the DMCA requires that we send a copy of your complaint to the alleged infringer. Please do not send any other communications to the Designated Agent, who is appointed solely to receive notices of copyright claims under the DMCA.·
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Effective Date: April 10, 2025
