Dated: April 5, 2023
Welcome to Distancer.me!
Thank you for using the Distancer.me platform and the products, services and features we make available to you as part of the platform (collectively, the “Service”).
The Distancer.me Service allows you to provide your own content and/or services to your clients over the Internet using Distancer video call.
Your Service Provider
The entity providing the Service is Digitsy Inc, a company operating under the laws of California, located at 21010 Anza Ave 28 Torrance, CA 90503 (referred to as “Distancer.me”, “Distancer”, “we”, “us”, or “our”).
Your use of the Service is subject to these terms, the Distancer.me Community Guidelines and the Policy, Safety and Copyright Policies which may be updated from time to time (together, this “Agreement”). Your Agreement with us will also include the Advertising on Distancer.me Policies if you provide advertising or sponsorships to the Service or incorporate paid promotions in your content. Any other links or references provided in these terms are for informational use only and are not part of the Agreement.
Please read this Agreement carefully and make sure you understand it. If you do not understand the Agreement, or do not accept any part of it, then you may not use the Service.
Who may use the Service?
You must be at least 13 years old to use the Service; however, children of all ages may use the Service and Distancer.me Kids (where available) if enabled by a parent or legal guardian.
Permission by Parent or Guardian
If you are under 18, you represent that you have your parent or guardian’s permission to use the Service. Please have them read this Agreement with you.
If you are a parent or legal guardian of a user under the age of 18, by allowing your child to use the Service, you are subject to the terms of this Agreement and responsible for your child’s activity on the Service.
If you are using the Service on behalf of a company or organization, you represent that you have authority to act on behalf of that entity, and that such entity accepts this Agreement.
Your Use of the Service
Content on the Service
The content on the Service includes videos, audio (for example music and other sounds), graphics, photos, text (such as comments and scripts), branding (including trade names, trademarks, service marks, or logos), interactive features, software, metrics, and other materials whether provided by you, Distancer.me or a third-party (collectively, “Content”).
Content is the responsibility of the person or entity that provides it to the Service. Distancer.me is under no obligation to host or serve Content. If you see any Content you believe does not comply with this Agreement, including by violating the Community Guidelines or the law, you can report it to us.
You can use parts of the Service, such as browsing and searching for Content, without having a Distancer.me account. However, you do need a Distancer.me account to use some features. You can follow these instructions to create a Distancer.me account.
To protect your Distancer.me account, keep your password confidential. You should not reuse your Distancer.me account password on third-party applications. Learn more about keeping your Distancer.me account secure, including what to do if you learn of any unauthorized use of your password or Distancer.me account.
We will process any audio or audiovisual content uploaded or streamed by you to the Service in accordance with the Distancer.me Data Processing Terms.
Permissions and Restrictions
You may access and use the Service as made available to you, as long as you comply with this Agreement and applicable law.
The following restrictions apply to your use of the Service. You are not allowed to:
- access, reproduce, download, distribute, transmit, broadcast, display, sell, license, alter, modify or otherwise use any part of the Service or any Content except: (a) as expressly authorized by the Service; or (b) with prior written permission from Distancer.me and, if applicable, the respective rights holders;
- circumvent, disable, fraudulently engage with, or otherwise interfere with any part of the Service (or attempt to do any of these things), including security-related features or features that (a) prevent or restrict the copying or other use of Content or (b) limit the use of the Service or Content;
- access the Service using any automated means (such as robots, botnets or scrapers) except (a) in the case of public search engines, in accordance with YouTube’s robots.txt file; or (b) with YouTube’s prior written permission; collect or harvest any information that might identify a person (for example, usernames or faces), unless permitted by that person or allowed under section (3) above;
- use the Service to distribute unsolicited promotional or commercial content or other unwanted or mass solicitations; cause or encourage any inaccurate measurements of genuine user engagement with the Service, including by paying people or providing them with incentives to increase a video’s views, likes, or dislikes, or otherwise manipulate metrics in any manner;
- misuse any reporting, flagging, complaint, dispute, or appeals process, including by making groundless, vexatious, or frivolous submissions;
- run contests on or through the Service that do not comply with YouTube’s contest policies and guidelines; use the Service to view or listen to Content other than for personal, non-commercial use (for example, you may not publicly screen videos or stream music from the Service); or
- use the Service to (a) sell any advertising, sponsorships, or promotions placed on, around, or within the Service or Content, other than those allowed in the Advertising on Distancer.me policies (such as compliant product placements); or (b) sell advertising, sponsorships, or promotions on any page of any website or application that only contains Content from the Service or where Content from the Service is the primary basis for such sales (for example, selling ads on a webpage where Distancer.me videos are the main draw for users visiting the webpage).
Using the Service does not give you ownership of or rights to any aspect of the Service, including user names or any other Content posted by others or Distancer.me.
Develop, Improve and Update the Service
Distancer.me is constantly changing and improving the Service. As part of this continual evolution, we may make modifications or changes (to all or part of the Service) such as adding or removing features and functionalities, offering new digital content or services or discontinuing old ones. We may also need to alter or discontinue the Service, or any part of it, in order to make performance or security improvements, make changes to comply with law, or prevent illegal activities on or abuse of our systems. These changes may affect all users, some users or even an individual user. When the Service requires or includes downloadable software (such as the Distancer.me Studio application), that software may update automatically on your device once a new version or feature is available, subject to your device settings. If we make material changes that negatively impact your use of the Service, we’ll provide you with reasonable advance notice, except in urgent situations such as preventing abuse, responding to legal requirements, or addressing security and operability issues. We’ll also provide you with an opportunity to export your content from your Distancer.me Account, subject to applicable law and policies.
Payments, Payouts, Fees, and Taxes
Hosts and Clients
A Distancer Host (a Host) is someone who creates offer pages on Distancer.me to provide services over video call (remote meetings) to Clients who purchase those services. Digitsy Inc distributes earned amounts to Hosts after the service is provided and all disputes are resolved.
Becoming a Host
Distancer Hosts are independent contractors. Distancer Host is free from the control and direction of Digitsy Inc in the performance of their services to Clients. Each Host independently decides the nature of their offerings to Clients. By applying to become a Distancer Host you confirm that you are customarily engaged in an independently established trade, occupation, or business of the same nature as the services you intend to provide to Clients on Distancer.me.
Client pays on a one-time or automatically-renewing subscription basis as specified; Digitsy Inc is the billing entity that is associated with those charges. The timing and amount of each subscription depends on the type of offering or subscription the client selects.
Digitsy Inc collects Client’s payments and handles payments issues such as fraud, chargebacks, and resolution of payments disputes. In order to protect Hosts, we may block client’s payments if we believe them to be fraudulent.
If you are located in a jurisdiction in which Digitsy Inc is required to charge and collect tax, for example VAT or sales tax, then this tax is added to the total charge. Except in limited circumstances, this tax is shown to you when purchasing an offering or starting a paid subscription. Digitsy Inc remits all tax collected to the applicable taxing authority. As tax is largely dependent on your location, you agree to keep your location complete and up to date in order to enable accurate collection of taxes.
If you pay in a currency that is different from the currency associated with your payment instrument, then the financial institution associated with that payment instrument may charge you a foreign transaction fee for that payment. We are not applying this fee and have no control over it, have no knowledge of whether the fee is applied, and do not receive any of the funds from that fee.
Even if you pay in the same currency as the currency associated with your payment instrument, when your payment is processed in a country different from the one associated with your payment instrument, then the financial institution associated with that payment instrument may charge you a foreign transaction fee for that payment. We are not applying this fee, have no knowledge of whether the fee is applied, and do not receive any of the funds from that fee, but our choices about payment processing may impact or otherwise give rise to this fee.
If a Host has not provided the service they offered or somehow violated terms of service, Client may be eligible for a full or partial refund. To be eligible to receive a refund, clients must contact Digitsy Inc within 3 days of the time when the service meant to be completed. Refunds are granted at our sole discretion.
Digitsy Inc can transfer money only to a verified bank account in the United States. Hosts must be ready to provide supporting documents.
We try to provide timely access to the funds you’ve earned on Distancer.me, but you may occasionally experience delays in accessing these funds. We may also block or withhold access to these funds for violations of our terms or policies or for compliance reasons, including collecting tax reporting information. When this happens, we try to communicate the reason to you promptly.
Sometimes activities like refunds or fees can put your account balance into the negative. If your balance becomes negative, we reserve the right to recover those funds from future payments or from your connected bank account.
To be able to receive the money, you must provide proof of your identity and address, such as ID card verification, face verification, and/or document verification. Exact verification requirements depend on the business type of your account, whether it represents an individual, company, non-profit, or a government entity.
As a Host, there are fees associated with your offerings on Distancer.me.
- The Platform Fee, which is calculated as a percentage of successfully processed payments and may vary depending on the type of offer and total amount collected.
- The Absent Time Fee, which is calculated as a percentage of successfully processed payments and assessed when service was not provided in full, for example when meeting Host was not present in the meeting for the required time defined as percent of the requested/offered length of the meeting.
Hosts can see the fee schedule for a meeting on that meeting’s page.
In order to satisfy our tax obligations, we collect tax identification information and, in certain circumstances, report this information and earnings to tax authorities as legally required. For example, if you are located in the United States or are a United States citizen who has earned $600 or more, Digitsy Inc is required to issue you a Form 1099-K at year end. For purposes of Forms 1099-Ks, we treat all creator earnings as earned for the sales of goods or services. You are responsible for reporting any income, withholding, or other earnings-based taxes which may be due as a result of money you’ve earned on Distancer.me.
We are additionally responsible for a state sales tax in the United States. In locales where we are required to collect transaction tax from patrons, invoices presented to and payments processed from patrons will include the tier or custom payment amount plus the applicable tax. Applicable tax will be charged in addition to the price of a relevant transaction based upon the benefits that you indicate that you will be offering. We will use the benefit categories that you assign to your membership or offering to calculate, collect, and remit the applicable taxes. You are responsible for ensuring that all of your benefits are properly categorized using good faith efforts and to the best of your ability using the available tools. You agree to provide accurate information when you are engaging with the tier tools, sales tax weighting tools and, generally, when listing and categorizing benefits transferred within membership tiers and offerings. Once settled, the tax amount will be automatically deducted, and we will remit directly to the applicable taxing authority. A record of the transaction tax portion of the payment will be available on your earnings details page.
Any amounts payable under this agreement between a Host and Digitsy Inc are inclusive of any VAT or sales tax, unless mentioned otherwise. You agree that you will provide us with any information and documents for accurate tax determination and compliance, where and as we request or as otherwise required.
Your Content and Conduct
If you have a Distancer.me account, you may be able to upload Content to the Service. You may use your Content to promote your business or artistic enterprise. If you choose to upload Content, you must not submit to the Service any Content that does not comply with this Agreement (including the Distancer.me Community Guidelines) or the law. For example, the Content you submit must not include third-party intellectual property (such as copyrighted material) unless you have permission from that party or are otherwise legally entitled to do so. You are legally responsible for the Content you submit to the Service. We may use automated systems that analyze your Content to help detect infringement and abuse, such as spam, malware, and illegal content.
Rights you Grant
You retain ownership rights in your Content. However, we do require you to grant certain rights to Distancer.me and other users of the Service, as described below.
License to Distancer.me
By providing Content to the Service, you grant to Distancer.me a worldwide, non-exclusive, royalty-free, sublicensable and transferable license to use that Content (including to reproduce, distribute, prepare derivative works, display and perform it) in connection with the Service and YouTube’s (and its successors' and Affiliates') business, including for the purpose of promoting and redistributing part or all of the Service.
License to Other Users
You also grant each other user of the Service a worldwide, non-exclusive, royalty-free license to access your Content through the Service, and to use that Content, including to reproduce, distribute, prepare derivative works, display, and perform it, only as enabled by a feature of the Service (such as video playback or embeds). For clarity, this license does not grant any rights or permissions for a user to make use of your Content independent of the Service.
Duration of License
The licenses granted by you continue for a commercially reasonable period of time after you remove or delete your Content from the Service. You understand and agree, however, that Distancer.me may retain, but not display, distribute, or perform, server copies of your videos that have been removed or deleted.
Removing Your Content
You may remove your Content from the Service at any time. You also have the option to make a copy of your Content before removing it. You must remove your Content if you no longer have the rights required by these terms.
Removal of Content By Distancer.me
If any of your Content (1) is in breach of this Agreement or (2) may cause harm to Distancer.me, our users, or third parties, we reserve the right to remove or take down some or all of such Content in our discretion. We will notify you with the reason for our action unless we reasonably believe that to do so: (a) would breach the law or the direction of a legal enforcement authority or would otherwise risk legal liability for Distancer.me or our Affiliates; (b) would compromise an investigation or the integrity or operation of the Service; or (c) would cause harm to any user, other third party, Distancer.me or our Affiliates. You can learn more about reporting and enforcement, including how to appeal on the Troubleshooting page of our Help Center.
Community Guidelines Strikes
Distancer.me operates a system of “strikes” in respect of Content that violates the Distancer.me Community Guidelines. Each strike comes with varying restrictions and may result in the permanent removal of your account from Distancer.me. If you believe that a strike has been issued in error, you may appeal here.
If your account has been restricted due to a strike, you must not use another account to circumvent these restrictions. Violation of this prohibition is a material breach of this Agreement and Distancer.me reserves the right to terminate your Distancer.me account or your access to all or part of the Service.
If you believe your copyright has been infringed on the Service, please send us a notice.
We respond to notices of alleged copyright infringement according to the process in our Distancer.me Copyright Center, where you can also find information about how to resolve a copyright strike. Distancer.me’s policies provide for the termination, in appropriate circumstances, of repeat infringers' access to the Service.
Account Suspension & Termination
Terminations by You
You may stop using the Service at any time. Follow these instructions to delete the Service from your Distancer.me Account, which involves closing your Distancer.me account and removing your data. You also have the option to download a copy of your data first.
Terminations and Suspensions by Distancer.me
Distancer.me reserves the right to suspend or terminate your Distancer.me account or your access to all or part of the Service if (a) you materially or repeatedly breach this Agreement; (b) we are required to do so to comply with a legal requirement or a court order; or (c) we reasonably believe that there has been conduct that creates (or could create) liability or harm to any user, other third party, Distancer.me or our Affiliates.
Notice for Termination or Suspension
We will notify you with the reason for termination or suspension by Distancer.me unless we reasonably believe that to do so: (a) would violate the law or the direction of a legal enforcement authority; (b) would compromise an investigation; (c) would compromise the integrity, operation or security of the Service; or (d) would cause harm to any user, other third party, Distancer.me or our Affiliates.
Effect of Account Suspension or Termination
If your Distancer.me account is terminated or your access to the Service is restricted, you may continue using certain aspects of the Service (such as viewing only) without an account, and this Agreement will continue to apply to such use. If you believe that the termination or suspension has been made in error, you can appeal using this form.
About Software in the Service
When the Service requires or includes downloadable software (such as the Distancer.me application), unless that software is governed by additional terms which provide a license, Distancer.me gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software provided to you by Distancer.me as part of the Service. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Service as provided by Distancer.me, in the manner permitted by this Agreement. You are not allowed to copy, modify, distribute, sell, or lease any part of the software, or to reverse-engineer or attempt to extract the source code of that software, unless laws prohibit these restrictions or you have Digitsy Inc’s written permission.
Some software used in our Service may be offered under an open source license that we make available to you. There may be provisions in an open source license that expressly override some of these terms, so please be sure to read those licenses.
Other Legal Terms
OTHER THAN AS EXPRESSLY STATED IN THIS AGREEMENT OR AS REQUIRED BY LAW, THE SERVICE IS PROVIDED “AS IS” AND DIGITSY INC DOES NOT MAKE ANY SPECIFIC COMMITMENTS OR WARRANTIES ABOUT THE SERVICE. FOR EXAMPLE, WE DON’T MAKE ANY WARRANTIES ABOUT: (A) THE CONTENT PROVIDED THROUGH THE SERVICE; (B) THE SPECIFIC FEATURES OF THE SERVICE, OR ITS ACCURACY, RELIABILITY, AVAILABILITY, OR ABILITY TO MEET YOUR NEEDS; OR (C) THAT ANY CONTENT YOU SUBMIT WILL BE ACCESSIBLE ON THE SERVICE.
Limitation of Liability
EXCEPT AS REQUIRED BY APPLICABLE LAW, DIGITSY INC, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS WILL NOT BE RESPONSIBLE FOR ANY LOSS OF PROFITS, REVENUES, BUSINESS OPPORTUNITIES, GOODWILL, OR ANTICIPATED SAVINGS; LOSS OR CORRUPTION OF DATA; INDIRECT OR CONSEQUENTIAL LOSS; PUNITIVE DAMAGES CAUSED BY:
- ERRORS, MISTAKES, OR INACCURACIES ON THE SERVICE;
- PERSONAL INJURY OR PROPERTY DAMAGE RESULTING FROM YOUR USE OF THE SERVICE;
- ANY UNAUTHORIZED ACCESS TO OR USE OF THE SERVICE;
- ANY INTERRUPTION OR CESSATION OF THE SERVICE;
- ANY VIRUSES OR MALICIOUS CODE TRANSMITTED TO OR THROUGH THE SERVICE BY ANY THIRD PARTY;
- ANY CONTENT WHETHER SUBMITTED BY A USER OR DIGITSY INC, INCLUDING YOUR USE OF CONTENT; AND/OR
- THE REMOVAL OR UNAVAILABILITY OF ANY CONTENT.
THIS PROVISION APPLIES TO ANY CLAIM, REGARDLESS OF WHETHER THE CLAIM ASSERTED IS BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY.
DIGITSY INC AND ITS AFFILIATES' TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM OR RELATING TO THE SERVICE IS LIMITED TO THE GREATER OF: (A) THE AMOUNT OF REVENUE THAT DIGITSY INC HAS PAID TO YOU FROM YOUR USE OF THE SERVICE IN THE 12 MONTHS BEFORE THE DATE OF YOUR NOTICE, IN WRITING TO DIGITSY INC, OF THE CLAIM; AND (B) USD $500.
To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless Distancer.me, its Affiliates, officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Service; (ii) your violation of any term of this Agreement; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your Content caused damage to a third party. This defense and indemnification obligation will survive this Agreement and your use of the Service.
About this Agreement
Changing this Agreement
We may change this Agreement, for example, (1) to reflect changes to our Service or how we do business - for example, when we add new products or features or remove old ones, (2) for legal, regulatory, or security reasons, or (3) to prevent abuse or harm.
If we materially change this Agreement, we’ll provide you with reasonable advance notice and the opportunity to review the changes, except (1) when we launch a new product or feature, or (2) in urgent situations, such as preventing ongoing abuse or responding to legal requirements. If you don’t agree to the new terms, you should remove any Content you uploaded and stop using the Service.
Continuation of this Agreement
If your use of the Service ends, the following terms of this Agreement will continue to apply to you: “Other Legal Terms”, “About This Agreement”, and the licenses granted by you will continue as described under “Duration of License”.
If it turns out that a particular term of this Agreement is not enforceable for any reason, this will not affect any other terms.
If you fail to comply with this Agreement and we do not take immediate action, this does not mean that we are giving up any rights that we may have (such as the right to take action in the future).
In these terms, “include” or “including” means “including but not limited to,” and any examples we give are for illustrative purposes.
All claims arising out of or relating to these terms or the Service will be governed by California law, except California’s conflict of laws rules, and will be litigated exclusively in the federal or state courts of Los Angeles County, California, USA. You and Distancer.me consent to personal jurisdiction in those courts.
Limitation on Legal Action
YOU AND DIGITSY INC AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.