Last Updated: March 22, 2020
By creating an account, viewing videos, making a purchase, downloading our software, or otherwise visiting or using our Services, you accept this Agreement and consent to contract with us electronically.
If you are an entity other than a natural person, the person who registers the account or otherwise uses our Services must have the authority to bind the entity. In this context, “you” means both the entity and each person who is authorized to access the account.
We may update this Agreement by posting a revised version on our website. By continuing to use our Services, you accept any revised Agreement.
Service License: Subject to the terms hereof, we grant you access to our Services. This includes the right to:
Sell the courses that you have the right to sell;
Upload, store, and/or sell mentoring videos; and
Use all related functionality that we may provide.
We may change features from time to time. If you have a paid account, we commit to providing the core video hosting of your plan (including the bandwidth and storage capabilities stated at the time of purchase) during your current service period. We reserve the right to charge for excessive use of bandwidth where plays occur on third-party sites and applications outside our embeddable video player or Apps.
Transactions: We may offer digital goods for sale. Purchases on PRIME NUGGETS are governed by our PRIME NUGGETS subscriber Agreement in section 4.
Monetization: We may allow you to sell digital goods. Your sales of mentoring videos, events, courses, coaching are governed by our PRIME NUGGETS Creator Agreement in section 5.
Registration: You may create an account to use certain features we offer (e.g., uploading mentoring videos). To do so, you must provide an email address. You consent to receive notices from PRIME NUGGETS at this email address.
Age Requirements: You must be at least 13 years old to create an account. If you reside in the European Union, you must be at least 16 years old. If you wish to use the Services for a commercial purpose, you must be at least 18 years old. If you are at least the requisite age, but are still a minor in your jurisdiction, you must have your parent or legal guardian’s permission. Please have that person read this Agreement with you and consent to it before proceeding.
Parents and Guardians: By granting your child permission, you agree to the terms of this Agreement on behalf of your child. You are responsible for monitoring and supervising your child’s usage. If your child is either under the applicable age or does not have your permission, please contact us immediately so that we can disable access.
Account Security: You are responsible for all activity that occurs under your account, including unauthorized activity. You must safeguard the confidentiality of your account credentials. If you are using a computer that others have access to, you must log out of your account after each session. If you become aware of unauthorized access to your account, you must change your password and notify us immediately.
This agreement covers purchases of content on PRIME NUGGETS.
You may purchase videos on a subscription basis for a recurring monthly/annual fee (displayed at the point of purchase), plus any taxes (VAT).
If you “buy” a mentoring video, you will have the right to watch the video an unlimited number of times for so long as it is available on PRIME NUGGETS.
Viewing Restrictions : You may watch videos that you have purchased for your personal viewing purposes. You may not: (a) transmit or distribute any video through any means; (b) publicly exhibit any video; (c) resell views of any video; or (d) allow others to log into your PRIME NUGGETS account for the purpose of watching a video. All rights not granted are expressly reserved by PRIME NUGGETS and each seller.
Content Availability :
Refund Policy : Subject to the terms hereof, viewers who purchase events directly from PRIME NUGGETS may express and explain your dissatisfaction to [email protected] and receive a full refund of their initial purchase within three (3) days after viewing the event. Our refund policy does not apply to:
Requests made after the specified periods;
Customers who have breached this Agreement or whose accounts were terminated in accordance with our Copyright Policy;
Customers who joined using a promotion that expressly disclaimed our refund policy;
Customers who have initiated a chargeback dispute
This agreement sets forth the terms and conditions by which you may offer video events and content for sale on PRIME NUGGETS.
5.1 Mentoring Video Nuggets Sale
Eligibility. To sell access to mentoring video nuggets and content through PRIME NUGGETS, you must use and maintain a PRIME NUGGETS account that permits such monetization.
Selling Options. For video access and content sales, you may select the retail price
Limited License. You hereby grant PRIME NUGGETS the right and license to reproduce, distribute, transmit, sublicense (to end users for their personal viewing), transcode, publicly perform and exhibit, and otherwise exploit and promote the video (and all related content that you may upload, including poster and video description) through PRIME NUGGETS in accordance with your choices. You also grant PRIME NUGGETS the right (but not the obligation) to use and authorize others to use your name(s), likeness(es), biographical material(s), or voice(s), as contained in the content you upload, in any media for the purpose of promoting your video nuggets or products.
Creator Revenue ; PRIME NUGGETS Service Fee. You are entitled to 80% of Net Revenue from your Sales (“Creator Revenue”); PRIME NUGGETS will retain 20% of such Net Revenue as a service fee.
Definitions : “Sales” means sales of access to your video nuggets and the content to end users through PRIME NUGGETS. “Net Revenue” means gross revenue actually received less Transactional Costs, chargebacks, and refunds and excluding any taxes. “Transactional Costs” are amounts paid by PRIME NUGGETS to third parties to facilitate a transaction and may include, without limitation, payment processing fees, foreign exchange fees, and platform fees (e.g., for in-app purchase).
Promotional Codes : We may make promotional codes available to you to distribute your content to backers, reviewers, and friends and family for viewing without charge. You may not sell promotional codes or otherwise use them to distribute your content in exchange for payment or other consideration without PRIME NUGGETS ‘s prior written consent. We reserve the right to restrict promotional codes for any reason.
Payment Terms : PRIME NUGGETS will pay you Creator Revenue within thirty (30) days of the event date in which such revenue was earned. Boon will make all payments via bank transfer to your bank account or other payment method offered by PRIME NUGGETS. PRIME NUGGETS shall have no obligation to pay Creator Revenue with respect to any transaction that is subject to a refund or chargeback. PRIME NUGGETS may withhold amounts or make adjustments: (a) to satisfy any amounts owed to PRIME NUGGETS to satisfy any refunds that PRIME NUGGETS may make; or (c) pending any investigation of fraud or other illegality.
Income Taxes : Income taxes are solely your responsibility. PRIME NUGGETS may withhold amounts from any amounts due to you that PRIME NUGGETS determines in good faith must be withheld pursuant to Swedish tax law. PRIME NUGGETS may file reports concerning income with any taxing authority.
Sales Taxes : PRIME NUGGETS processes payments on behalf of the creator and does not add sales tax events. It is the responsibility of the creator. PRIME NUGGETS adds sales tax to the fee that PRIME NUGGETS charges the creator for using the service.
Violations. PRIME NUGGETS shall have no obligation to pay Creator Revenue with respect to any content or conduct that violates PRIME NUGGETS ‘s Terms of Service, and you must repay to PRIME NUGGETS any amounts you have received with respect to any such violation. PRIME NUGGETS may suspend, limit, or disable PRIME NUGGETS video nuggets sales at any time for any violation of our Terms of Service.
We may allow you to upload, submit, or publish (collectively, to “submit”) content such as videos, recordings, images, and text (collectively, “content”). You must ensure that your content, and your conduct, complies with the Acceptable Use Policy set forth in this Section 5. PRIME NUGGETS may (but is not obligated to) monitor your account, content, and conduct, regardless of your privacy settings. PRIME NUGGETS may take all appropriate actions to enforce its rights including removing specific videos or suspending or removing your account.
6.1 Copyright Policy
You may only upload content that you have the right to upload and share. Copyright owners may send PRIME NUGGETS a takedown notice as stated in our Copyright Policy if they believe PRIME NUGGETS is hosting infringing materials. We will, in appropriate circumstances, terminate the accounts of persons who repeatedly infringe.
6.2 Content Restrictions
You may not submit any content that:
Infringes any third party’s copyrights or other rights (e.g., trademark, privacy rights, etc.);
Is sexually explicit (e.g., pornography) or proposes a transaction of a sexual nature;
Is hateful, defamatory, or discriminatory or incites hatred against any individual or group;
Promotes or supports terror or hate groups;
Depicts unlawful acts or extreme violence;
Provides instructions on how to assemble explosive/incendiary devices or homemade/improvised firearms;
Depicts animal cruelty or extreme violence towards animals;
Promotes fraudulent or dubious business schemes or proposes an unlawful transaction; or
Violates any applicable law.
Please see the PRIME NUGGETS Guidelines for guidance on how we interpret these terms.
6.3 Code of Conduct
In using our Services, you may not:
6.4 Prohibited Technical Measures
You will not:
Except as authorized by law or as permitted by us: scrape, reproduce, redistribute, create derivative works from, decompile, reverse engineer, alter, archive, or disassemble any part of our Services; or attempt to circumvent any of our security, rate-limiting, filtering, or digital rights management measures;
Submit any malicious program, script, or code;
Submit an unreasonable number of requests to our servers; or
Take any other actions to manipulate, interfere with, or damage our Services.
6.5 Restricted Users
You may not create an account if you are a member of a terror or hate group.
As between you and Boon, you own and will retain ownership of all intellectual property rights in and to the content you submit. In order to allow PRIME NUGGETS to host and stream your content, you grant PRIME NUGGETS the permissions set forth below.
7.1 Your Video Content
By submitting a video, you grant PRIME NUGGETS permission to:
Stream the video to end users;
Distribute the video via our APIs;
Make your uploaded video available for download for you as creator;
Transcode the video (create compressed versions of your video file that are optimized for streaming);
Use the video for commercial and marketing purposes unless the creator has explicitly opted out.
The license period begins when you submit the video to PRIME NUGGETS and ends when you or PRIME NUGGETS delete it; provided that PRIME NUGGETS may retain archival copies: (a) for a limited period of time in case you wish to restore it; (b) when the video is the subject of a takedown notice or other legal claim; or (c) when PRIME NUGGETS in good faith believes that it is legally obligated to do so.
7.2 Account Profile
You grant PRIME NUGGETS permission to use your name, likeness, biography, trademarks, logos, or other identifiers used by you in your account profile for the purpose of displaying such properties to the public or the audiences you have specified. You may revoke the foregoing permission by deleting your account.
7.3 Other Content; Feedback
Content that is not covered by the licenses set forth in Sections 6.1 or 6.2 shall be governed by this Section 6.3 (e.g., text you submit in comments). You grant PRIME NUGGETS a perpetual and irrevocable right and license to copy, transmit, distribute, publicly perform, and display such content through online means in connection with our Services. If you make suggestions to PRIME NUGGETS on improving or products or services, PRIME NUGGETS may use your suggestions without any compensation to you.
7.4 Scope of Licenses
All licenses granted by you in this Section 6: (a) are non-exclusive, worldwide, and royalty-free; (b) include the right and license to copy, use, distribute, publicly perform, and display the licensed work for the purposes stated above; and (c) include all necessary rights and licenses to allow us to exercise our rights and perform our obligations. By granting these licenses, you waive any so-called “moral rights” that you may have. Nothing in this Agreement shall be deemed a license “condition” applicable to PRIME NUGGETS; rather, any breach of a term by PRIME NUGGETS hereof shall give rise to, at most, a claim for breach of contract only. All licenses granted herein are in addition to any other licenses that you may grant (e.g., a Creative Commons license).
8.1 Representations and Warranties
For each piece of content that you submit to or through PRIME NUGGETS, you represent and warrant that:
You will indemnify, defend, and hold harmless PRIME NUGGETS and its subsidiaries, parents, affiliates, directors, officers, employees, and agents, from and against all third-party actions arising from: (a) the content you submit to or through the Services; and (b) allegations of actions or omissions by you that (regardless if proven) would constitute a breach of this Agreement.
This Agreement begins when you first use our Services and continues so long as you use our Service or have an account with us, whichever is longer. PRIME NUGGETS may terminate this Agreement with users at any time by providing thirty (30) days’ written notice, and users may terminate at any time by deleting their accounts.
If you breach this Agreement, PRIME NUGGETS may, at its option: (a) terminate this Agreement immediately, with or without advance written notice; (b) suspend, delete, or limit access to your account or any content within it; and (c) to the extent permitted by applicable law, retain any amounts payable to you (which you forfeit). If PRIME NUGGETS deletes your account for breach, you may not re-register.
In the event of any termination or expiration, the following sections will survive: Section 7.2 (Indemnification), Section 9 (Disclaimers), Section 10 (Limitation of Liability), and Section 11 (General Provisions).
PRIME NUGGETS PROVIDES THE SERVICES ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOU USE THE SERVICES AT YOUR OWN RISK. You must provide your own device and Internet access.
EXCEPT AS EXPRESSLY SET FORTH HEREIN, AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, PRIME NUGGETS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Among other things, PRIME NUGGETS makes no representations or warranties:
That our Services, or any part thereof, will be available or permitted in your jurisdiction, uninterrupted or error-free, or accessible from all devices or browsers;
Concerning any content submitted by our users;
That any geo-filtering or digital rights management solution that we might offer will be effective;
That our Services will meet your business or professional needs;
That we will continue to support any particular feature or maintain backwards compatibility with any third-party software or device; or
Concerning any third-party websites and resources.
TO THE EXTENT PERMITTED BY APPLICABLE LAW: (A) PRIME NUGGETS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF BUSINESS, PROFITS, GOODWILL, DATA, OR OTHER INTANGIBLE LOSSES; AND (B) PRIME NUGGETS ‘S TOTAL LIABILITY TO YOU, EXCEPT FOR PRIME NUGGETS ‘S CONTRACTUAL PAYMENT OBLIGATIONS HEREUNDER (IF ANY), SHALL NOT EXCEED THE AMOUNTS PAID BY YOU TO PRIME NUGGETS OVER THE TWELVE (6) MONTHS PRECEDING YOUR CLAIM(S) OR ONE HUNDRED DOLLARS (USD $100), WHICHEVER IS GREATER.
Choice of Law : This Agreement will be governed by the laws of New York State and the United States of America (with respect to matters subject to federal jurisdiction such as copyright), without regard to principles of conflicts of law.
Choice of Venue ; Jury Trial Waiver: Any action relating to this Agreement or your use of our Services must be commenced in the state or federal courts located in New York County, New York State, United States of America; you consent to the exclusive jurisdiction of those courts. IN ANY SUCH ACTION, PRIME NUGGETS AND YOU IRREVOCABLY WAIVE ANY RIGHT TO A TRIAL BY JURY.
Reservation of Rights, Severability, Force Majeure: PRIME NUGGETS reserves all rights not expressly granted herein. PRIME NUGGETS’s rights and remedies are cumulative. No failure or delay by PRIME NUGGETS in exercising any right will waive any further exercise of that right. If any term of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, that term will be limited or severed. PRIME NUGGETS will not be liable for any delay or failure caused by a force majeure event.
Relationship : You and PRIME NUGGETS are independent contractors of one another; neither party is an agent, partner, or joint venturer of the other. This Agreement binds the parties and their successors, personal representatives, and assigns. You may not assign this Agreement to any person whose account has been terminated by PRIME NUGGETS or who is prohibited from registering; any such assignment will be void.
Third Parties : We may provide links to and integrations with websites operated by others. The website operator, not PRIME NUGGETS, is solely responsible for the content thereof, and your use of each such website will be subject to its terms of service. We may disable integrations with any third party at any time, with or without notice. Except as expressly stated herein, nothing in this Agreement confers any right on any third party.
Entire Agreement : This Agreement constitutes the entire understanding of the parties and supersedes all prior understandings regarding the subject matter hereof and may not be modified except in accordance with Section 1 or in a document executed by authorized representatives of PRIME NUGGETS. If you have a signed agreement with PRIME NUGGETS, any conflicting term of that agreement will prevail over the terms hereof, but only as to the subject matter of that agreement.
Addenda : This Agreement incorporates the following documents (and no others) by reference:
Notices : You must send any notices of a legal nature to us by email at [email protected]