Last Modified: February 17, 2022
PLEASE READ THIS HUBSPOT CREATORS PROGRAM AGREEMENT CAREFULLY.
This is a contract between you (the “Creator”) and us (“HubSpot”). It describes how we will work together and other aspects of our business relationship. It is a legal document so some of the language is necessarily “legalese” but we have tried to make it as readable as possible.
This HubSpot Creators Program Agreement applies to your participation in our accelerator program under which eligible creators including podcasters, YouTube creators, and others may receive benefits and support from HubSpot (the “HubSpot Creators Program”), as described in this Agreement and on the HubSpot Creators Website. These terms are so important that we cannot have you participate in our HubSpot Creators Program unless you agree to them.
We periodically update these terms. We might also choose to replace these terms in their entirety if, for example, the HubSpot Creators Program changes, ends, or becomes part of another HubSpot program, including our partner programs. If we update or replace these terms we will let you know via electronic means, which may include email. If you don’t agree to the update or replacement, you can choose to terminate as we describe below.
"Agreement" means this HubSpot Creators Program Agreement and all materials referred or linked to in here.
“HubSpot Creators Program Benefits” means the benefits made available to HubSpot Creators which we have described on the HubSpot Creators Website or otherwise made available to you.
“HubSpot Creators Website” means http://www.hubspot.com/creators, or another website we may designate.
"HubSpot Content" means all information, data, text, messages, software, sound, music, video, photographs, graphics, images, and tags that we provide to you in connection with this Agreement.
“Program Policies” means the policies applicable to HubSpot Creators which we may make available to you from time to time (for example, on the HubSpot Creators Website or linked in these terms).
“Your Show” means your podcast, YouTube show or other creative property that is accepted by HubSpot into the HubSpot Creators Program, including the name and creative concept for the show and all of its content.
"We", "us", “our”, and “HubSpot” means HubSpot, Inc.
“You” and “Creator” means the party, other than HubSpot, entering into this Agreement and participating in the HubSpot Creators Program.
Except for our exclusive license to Your Show (described under ‘Your Content’), this Agreement does not create an exclusive agreement between you and us. Both you and we will have the right to recommend similar products and services of third parties and to work with other parties in connection with the design, sale, installation, implementation and use of similar services and products of third parties.
Application and Acceptance
Once you complete an application to become a HubSpot Creator, we will review your application and notify you if you have been accepted to participate in the HubSpot Creators Program, or not. If we do not notify you that you are accepted to participate in the HubSpot Creators Program within thirty (30) days from your application, your application is considered to be rejected.
If you are accepted to participate in the HubSpot Creators Program, then upon notification of acceptance the terms and conditions of this Agreement shall apply in full force and effect, until terminated pursuant to the terms set forth below.
We reserve the right to change the HubSpot Creators Program, HubSpot Creators Website, and HubSpot Creators Program Benefits from time to time without notice to you. Please check these materials often for updates.
You will comply with the terms and conditions of the HubSpot Creators Program and this Agreement at all times, including any applicable Program Policies.
The HubSpot Creators Program currently includes four tiers: (1) Seed, (2) Series A, (3) Series B, and (4) Series C. These tiers may be updated by HubSpot from time to time. If you are accepted we will specify your initial tier at the time of your acceptance. The HubSpot Creators Website and/or Program Policies may include criteria and/or requirements that you must complete in order to qualify for a certain HubSpot Creators Program tier. We may adjust your tier based on your completion of the criteria we make available to you (whether in this Agreement or communicated elsewhere). We also reserve the right to move HubSpot Creators between tiers, or reject a promotion to a higher tier, as HubSpot sees fit.
If you are accepted as a HubSpot Creator and would like to issue a press release announcing your HubSpot Creator status, you may do so upon our prior written consent. To seek to obtain this written consent, you should send a copy of your draft press release to firstname.lastname@example.org. Approval of press releases is at HubSpot’s sole discretion.
No Additional Benefits
Other than the HubSpot Creators Program Benefits described on the HubSpot Creators Website, no fees, commissions or other payments will be due or payable to you under this Agreement. All payments will be made in U.S. Dollars (USD) and payments will be processed within thirty (30) days after the end of the month in which the invoice was submitted. To be eligible for payment, you must submit invoices on a monthly basis at the end of each month.
Each party is responsible for its own costs and expenses related to this Agreement and their respective products and services. We may make available to you, without charge, various production, editing, marketing, and promotional support and other resources as part of our HubSpot Creators Program. If we make such resources available to you, you are not required to use them; however, we encourage you to participate and use such resources as you see fit.
All HubSpot Creators Program Benefits (including marketing and operational investments) are to be used solely in connection with Your Show; you may not use them for yourself or in connection with a show other than the one(s) approved by HubSpot, except for your hosting payments which you may use as you see fit. We may require you to submit monthly receipts (for example, showing your marketing spend) for Your Show at the end of each month before receiving subsequent monthly payments. We may change or discontinue any or all parts of the HubSpot Creators Program Benefits or offerings at any time without notice; however, we will use best efforts to notify you of any change in the hosting payment amounts at least thirty (30) days prior to making the change.
Your Duties and Restrictions
During the term of this Agreement, you agree that you will (a) abide by all requirements of this Agreement including the Program Policies (including but not limited to our HubSpot Media Network Usage Guidelines), (b) continue to meet all criteria applicable to your HubSpot Creators Program tier, (c) comply with all applicable laws and regulations, and (d) respect the intellectual property, privacy, and other rights of third parties.
HubSpot Trademarks; Nondisparagement
During the term of this Agreement, in the event that we make our trademark(s) available to you, you may use those trademark(s) as long as you follow the usage requirements in this section. You must: (i) only use the images of our trademarks that we make available to you, without altering them in any way; (ii) only use our trademarks in connection with the HubSpot Creators Program and this Agreement; (iii) comply with our style guide and Trademark Usage Guidelines; and (iv) immediately comply if we request that you discontinue use. You must not: (i) use our trademarks in a misleading or disparaging way; (ii) use our trademarks in a way that implies we endorse, sponsor or approve of your services or products; or (iii) use our trademarks in violation of applicable law or in connection with an obscene, indecent, or unlawful topic or material. Further, you will not make any express or implied statement or suggestion, or use our trademarks in a manner that dilutes, tarnishes, degrades, disparages or otherwise reflects adversely on us, or our business, products or services.
Use of HubSpot Content
From time to time, we may provide you with HubSpot Content such as advertisements, branding elements, promotional or other content for you to use in connection with Your Show, the HubSpot Creators Program and this Agreement. You agree to (i) only use the HubSpot Content that we make available to you, without altering it in any way; (ii) only use the HubSpot Content in connection with Your Show, the HubSpot Creators Program and this Agreement; (iii) immediately discontinue use of all HubSpot Content if you leave the HubSpot Creators Program or if we request that you discontinue use.
As part of your HubSpot Creators Program Benefits, you will be given access to third-party solution(s) selected by us for you to use to distribute, track, and promote Your Show. You may be required to provide your information to the third-party solution(s) to set up your account (“Account”). You agree that all of your use of your Account(s) is subject to the terms of that third-party’s services. We disclaim all liability and claims for your use of the third-party solution(s).
If you wish to use HubSpot Content other than as specified in this Agreement, you must comply with our Content Usage Guidelines here. HubSpot, the Sprocket Design, the HubSpot logos, and other marks that we use from time to time are our trademarks and you may not use them or the HubSpot Content without our prior written permission, except as otherwise set forth in this Agreement.
We encourage all customers and partners to comment on the HubSpot products and services, provide suggestions for improving them, and vote on suggestions they like. You agree that all such comments and suggestions will be non-confidential and that we own all rights to use and incorporate them into the HubSpot products and services, without payment or attribution to you.
Upon acceptance into the HubSpot Creators program, you grant HubSpot an exclusive, worldwide, royalty-free, perpetual license to reproduce, publicly perform, display, transmit, and distribute Your Show, including translating, altering, modifying, and creating derivative works of Your Show, in whole or in part, through all media now known or hereinafter developed. You agree that HubSpot may elect to supplement Your Show with another host or replace you as host if, for example, you’re unable to fulfill your hosting obligations or decide to leave Your Show as host. If that happens, you will only be eligible to receive a pro-rata portion of the hosting payments based on your actual participation as host.
You may create tangential products with approval from HubSpot when those products are directly related to Your Show. For example, you may re-post the content of Your Show on other channels like Youtube or TikTok (with the understanding these re-posts do not count towards tier requirements) and use snippets from Your Show to market and promote Your Show on other channels. When a full episode is placed outside of the HubSpot Podcast Network, it must include the HubSpot ad placements.
Except for the licenses expressly granted to HubSpot in this agreement, HubSpot acknowledges that as between you and HubSpot, all right, title, and interest in and to Your Show are owned by you. Notwithstanding the foregoing, any derivative works, modifications, or improvements made by HubSpot, along with all HubSpot Content and HubSpot trademarks, are owned by HubSpot. To the extent Your Show contains your name, likeness, image, voice, or other identifying elements, you grant us the non-exclusive, fully paid, worldwide right to use them in Your Show and in our marketing communications to advertise, market, and promote Your Show. Where applicable and to the extent permitted under applicable law, you agree to waive, and not to enforce, any "moral rights" or equivalent rights, such as your right to be identified as the author of Your Show and your right to object to permitted modifications of Your Show.
You are solely responsible for the content of Your Show, including obtaining all licenses and rights necessary to use any third party content and materials included in or with Your Show. You agree to provide HubSpot copies of licenses or other documents showing that you are the original owner or have all requisite rights and permissions to use or provide all trademarks, logos, content, and materials included in or with Your Show, upon HubSpot’s request. You also agree that HubSpot may remove Your Show or any of its content directly from our or our vendors’ platforms at our discretion; for example, if we receive a complaint about Your Show or its content.
As used herein, “Confidential Information” means all confidential information disclosed by a party ("Disclosing Party") to the other party (“Receiving Party”), (i) whether orally or in writing, that is designated as confidential, and (ii) HubSpot customer and prospect information, whether or not otherwise designated as confidential. Confidential Information does not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party or (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party. The Receiving Party shall: (i) protect the confidentiality of the Confidential Information of the Disclosing Party using the same degree of care that it uses with its own confidential information, but in no event less than reasonable care, (ii) not use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement, (iii) not disclose Confidential Information of the Disclosing Party to any third party, and (iv) limit access to Confidential Information of the Disclosing Party to its employees, contractors and agents. The Receiving Party may disclose Confidential Information of the Disclosing Party if required to do so under any federal, state, or local law, statute, rule or regulation, subpoena or legal process.
Opt Out and Unsubscribing
You will comply promptly with all opt out, unsubscribe, "do not call" and "do not send" requests. For the duration of this Agreement, you will establish and maintain systems and procedures appropriate to effectuate all opt out, unsubscribe, "do not call" and "do not send" requests.
Term and Termination
Representations and Warranties
You represent and warrant that: (i) you have all sufficient rights and permissions to participate in the HubSpot Creators Program, (ii) your participation in this HubSpot Creators Program will not conflict with any of your existing agreements or arrangements; (iii) you own or have sufficient rights to use and to grant to us our right to use Your Show and all content and materials included in or with Your Show, and (iv) you will ensure that you are compliant with any trade or regulatory requirements that may apply to your participation in the HubSpot Creators Program (for example, by clearly stating you are a HubSpot Creator on any website(s) you own).
You will indemnify, defend and hold us harmless, at your expense, against any third-party claim, suit, action, or proceeding (each, an "Action") brought against us (and our officers, directors, employees, agents, service providers, licensors, and affiliates) by a third party not affiliated with us to the extent that such Action is based upon or arises out of (a) your participation in the HubSpot Creators Program, including but not limited to your creative program(s), marketing, and promotional content, (b) your noncompliance with or breach of this Agreement, or (c) our use of Your Show. We will notify you in writing within thirty (30) days of our becoming aware of any such claim; give you sole control of the defense or settlement of such a claim; and provide you (at your expense) with any and all information and assistance reasonably requested by you to handle the defense or settlement of the claim. You shall not accept any settlement that (i) imposes an obligation on us; (ii) requires us to make an admission; or (iii) imposes liability not covered by these indemnifications or places restrictions on us without our prior written consent.
Disclaimers; Limitations of Liability