General Conditions for Creators (UGC and Professionals) and Merchants
Header/Platform: MuseumMate, S.L.U. (“TWOP”) — C/ Arlabán, 7 – 8th floor, 28014 Madrid (Spain) — CIF: ESB88168299
Legal/privacy contact: legal@twop.app
Scope: TWOP app and website and its tools for creation, publication, monetisation (tips), advertising (video-ads) and marketing of products, services and experiences.
Entry into force and acceptance. These Terms bind from the first moment when (i) you tick the acceptance box in the registration form (creator/partner) or (ii) upload Content or create a listing (whichever occurs first). If you do not accept, do not use the upload, sale or monetisation features.
1) Definitions and applicable documents
Creator/Merchant: someone who uploads Content or markets products/services/experiences on TWOP (professional or not).
Content: short videos, thumbnails, titles, descriptions, hashtags, audios/music, effects, images, texts and metadata.
Video-ad: proprietary or sponsored advertising content (branded content).
Products/Services: goods or services distinct from “Experiences.”
Experiences: activities/visits/tours or offers provided outside the app and booked through TWOP.
Rewards/Tips: voluntary payments from Users to the Creator (three configurable tiers within TWOP's minimums/maximums).
Policies: Content/Community Guidelines, Advertising and Branded Content, Marketplace/Experiences, Privacy and Cookies, and technical guides (integrated by reference).
Precedence: (1) these Terms; (2) Policies; (3) specific sheets/orders (e.g., advertising orders, product/experience sheets); (4) in-product notices. Any CGC from the Creator is excluded unless explicitly accepted by TWOP. TWOP may modify these Terms with reasonable notice; continued use implies acceptance.
2) Registration, verification and account security
Minimum age 18 years (or legally older). To receive payments: KYC/KYB, tax information, bank account and —if TWOP requests— proof of ownership/PI. False data or impersonation ⇒ suspension/closure and temporary withholding of funds in investigation. Keep credentials secure.
3) Editorial standards, moderation, and removal
Minimum quality: stable video, intelligible audio, truthful metadata, no watermarks from other platforms, compatible formats. Exact geolocation of the location where the video content takes place. Accurate and truthful completion of the information contained in the “When” and “Where” fields.
Prohibited/restricted content: illegality; violence/graphic; hate/harassment; explicit sexual; drugs/weapons; scams; harmful misinformation; child exploitation/risk; covert advertising; scraping/reverse engineering; malware/phishing.
Moderation and ranking: TWOP may not publish, ban, de-index, limit visibility or remove Content, listings, and accounts for quality, safety, compliance or reputation.
Removal: only TWOP may permanently remove a published video. The Creator can request removal, but TWOP decides. TWOP may retain technical copies and logs for security, proof, compliance, and archiving.
4) Originality, no plagiarism, licenses, warranties, and indemnities
4.1 Creator's representations and warranties. The Creator expressly and continuously declares and warrants that:
a) the Content is original or has obtained all the necessary licenses and authorisations for its exploitation under the terms of these Terms (including, without limitation, rights of intellectual property, image and voice, trademarks, trade name, designs, musical works and recordings);
b) the Content does not infringe third-party rights or applicable regulations (IP, image, honour and reputation, privacy, data protection, advertising and unfair competition, consumer rights, sector regulations);
c) all information included in the Content (claims, data, comparisons, reviews, endorsements) is true, accurate, verifiable and advertising or sponsorship is identified when appropriate;
d) the Content does not denigrate or unduly devalue third parties nor constitutes defamation, slander or unlawful intrusion;
e) it has obtained and retains evidence of necessary authorisations (“Model Release” for identifiable individuals and “Location/Property Release” for private property/spaces, when required), and will provide such proof to TWOP without delay when requested.
4.2 Rights of image, privacy and minors. The Creator ensures that:
a) they have explicit consent from all identifiable individuals appearing in the Content (or equivalent legal basis) and have informed them of the processing in accordance with data protection regulations;
b) does not include sensitive personal data or information about minors without the legally required permissions and safeguards;
c) they will be solely responsible for any claims regarding image rights, honour, privacy or personal data.
4.3 Trademarks, signage and establishments. The use of third-party trademarks, signage, facades, works of art, clothing/equipment and other distinctive signs is under the sole responsibility of the Creator, who declares to have the necessary permissions when the use is not covered by legal limits (e.g., quotation, information, panorama when appropriate). Any claims for trademark infringement or tarnishment/denigration will be fully assumed by the Creator.
4.4 Music, libraries and incorporated content. The Creator guarantees having the synchronisation and master licenses (or equivalent) for musical works and phonograms, and the stock licenses (images, fonts, effects, templates) with coverage for commercial use, sub-licensing and UGC platforms. They may not upload tracks/loops or assets with restrictions incompatible with these Terms.
4.5 Prohibitions and diligence duty. The re-upload of content from other platforms without rights, plagiarism, the use of “copyright-free” material of dubious origin, and manipulation of metrics (click farms, artificial engagement) is prohibited. The Creator will apply enhanced diligence in regulated sectors (health, finance, gaming, alcohol, minors).
4.6 Anti-piracy tools, notifications and removal. The Creator authorises TWOP to use fingerprinting, machine learning and notice & action systems to detect infringements and block/remove allegedly infringing Content without prior notice when necessary. TWOP may restrict visibility or de-index preventively in the event of a prima facie founded claim.
4.7 Comprehensive indemnity (“hold harmless”). The Creator agrees to indemnify, defend (upon first request) and keep harmless TWOP, its affiliated companies, directors, employees and agents against any Claims from third parties (administrative, civil or criminal), damages, penalties, costs and reasonable expenses (including legal fees) arising from or related to:
i) the Content (including image rights, trademark, IP, defamation, unfair competition);
ii) the use of unlicensed materials or materials with insufficient licenses;
iii) the lack of information/identification of advertising or untrue claims;
iv) any breach of these Terms or applicable law.
TWOP may choose to undertake its own defence; in such cases, the Creator will reimburse all incurred costs. No agreement/settlement affecting TWOP will be valid without its prior written consent.
4.8 Withholdings, reserves, and internal precautionary measures. If a Claim is presented or founded indications exist:
a) TWOP may withhold payments, increase risk reserves and suspend the monetisation or distribution of the affected Content;
b) the Creator will provide, within ≤5 business days, all documentation proving licenses and consents;
c) TWOP may provide to authorities and courts the logs and necessary data for the defence of rights.
4.9 Recommended insurance. The Creator agrees to maintain, when acting for professional purposes, a liability insurance covering IP infringement, defamation, privacy invasion, and use of image, and to submit a certificate to TWOP when requested.
4.10 Recidivism and expulsion. The recidivism in violations (or a single serious violation) will allow TWOP to immediate expulsion, confiscation of illicit balances, blocking of devices/IDs and exercise of legal actions.
4.11 TWOP indemnity. The Creator exonerates TWOP from any liability for the displayed Content and for the Claims from third parties related to such Content. It accepts that TWOP acts as a platform and that any liability for the Content, its messages, and effects against third parties is exclusive to the Creator.
4.12 Cooperation and mitigation. The Creator will actively cooperate with TWOP in the management and mitigation of Claims (responses, counter-notifications, proof of license), and will promptly implement the corrective measures that TWOP indicates (e.g., editing, replacing audio, trimming scenes, adding disclaimers).
4.13 Definitions. For the purposes of this clause, “Claim” includes extrajudicial requests, cease & desist, administrative complaints, civil or criminal lawsuits, and requests from authorities. “Third-Party Rights” includes, among others, IP (author, related, trademarks, designs), image/voice, honour and reputation, privacy and personal data, advertising and unfair competition, as well as any other legally protected situations.
5) Rights over videos and other Content (LPI)
5.1 Preferential assignment (exclusive, global, maximum legal). By uploading/publishing, you assign to TWOP, with exclusive, transferable and sublicensable character, the exploitation rights of reproduction, distribution, public communication (including availability) and transformation (editing, trimming, dubbing, subtitling, synchronisation, compilations, thumbnails, derivative works), for the maximum legal period of protection and for the whole world, in any medium/support present or future.
Purposes: operation of the service; internal/external promotion of TWOP and products; archiving; training; compliance. Assignment is free; the Rewards/sales are independent incentives (not price of the assignment).
5.2 Image consents and related rights. You authorise TWOP to use your name, image, voice and profile with the Content and its promotion; you declare to have assignments/authorisations equivalent from participants.
5.3 Safeguard (substitutive license for consumers). If the exclusive assignment is not applicable (e.g., due to being a consumer), it is understood that TWOP is granted a worldwide, irrevocable, perpetual, transferable and sublicensable, exclusive license in the TWOP ecosystem and non-exclusive outside of it, for the same acts and purposes.
5.4 Moral rights. You acknowledge their irrevocable nature and consent (to the maximum extent permitted by law) edits, compressions, brand overlays and necessary translations, without prejudice to your right of authorship.
5.5 Enforcement of infringements. You authorise TWOP to claim/takedown and to settle with third parties.
6) Advertising and video-ads (Branded Content)
You can upload your own or sponsored video-ads complying with the Advertising/Branded Content Policy and the law (identification, restricted sectors, transparency).
TWOP may reject/pause pieces or segments for non-compliance or reputational risk.
Measurement/delivery: TWOP's internal metrics (impressions, views, clicks, reach, anti-fraud) are binding unless clear error exists; the exclusive remedy will be repositioning/make-good or credit.
7) Sales of products and services (not experiences)
Sales must be conducted exclusively through TWOP's checkout (mandatory intermediation). It is prohibited to close outside operations originated in TWOP or publish data for that purpose.
You act as seller and responsible for pre-contractual, warranties, withdrawal, consumption, logistics and after-sales.
TWOP Commission: unless otherwise indicated in the sheet, 20% of the gross amount + processing fees (gateway/FX) + taxes/withholdings, deducted before the payout.
Refunds/chargebacks: TWOP may authorise them for fraud, non-delivery or non-compliance and recover them via clawback.
Prohibited/restricted listings: illicit, dangerous, counterfeit or subject to unprovided license ⇒ removal and withholding of payments.
8) Experiences (activities/leisure)
The experience contract is concluded between you (Supplier) and the Customer; TWOP is not a party and acts as a collection intermediary/agent with liberatory effect.
Commission: 20% of the PBV per confirmed reservation (excluding indirect taxes and fees) + costs/withholdings.
Provision/security: you are solely responsible (licenses, insurance —RC ≥ €1,000,000; risk: ≥ €1,500,000—, personnel, accessibility, customer service and regulations).
Cancellations (by default, unless approved policy): refund 100% with >24 h; no refund with ≤24 h or no-show. If you cancel without force majeure ⇒ full refund, penalty and possible deselection.
Incidents: notify us within <24 h of any serious incident; cooperate in chargebacks and claims.
9) Rewards/Tips for Content
Set up three (3) tiers within the current minimums/maximums.
TWOP Commission: 20% of each tip paid from the User's TWOP wallet; additionally, gateway/FX and taxes/withholdings.
Generally non-refundable (except for fraud/technical error). Chargebacks ⇒ clawback.
Payouts: by default monthly (TWOP may set another frequency/minimums), subject to KYC/KYB. Risk reserves: up to 10% for 90 days.
10) Mandatory intermediation and Non-Circumvention (12 months)
10.1 Clause (model):
Scope: It is prohibited, during the relationship and for 12 months thereafter, (i) to divert or close outside of TWOP any operation (tips, sales, experience reservations, sponsorships or services) derived from a contact originated in TWOP; (ii) to publish or provide data/links that allow closing outside; (iii) to request or accept payments outside.
Exceptions: pre-existing demonstrable relationships prior to the first contact on TWOP; sales not linked to the TWOP lead.
B2B Penalty: Upon infringement, the partner will pay TWOP a penalty of 30% of the gross revenue of the non-intermediated operation (minimum €5,000 per case), without prejudice to larger damages, as well as the immediate termination of the account, withholding of balances and blocking of devices/IDs.
Consumers/non-professionals: the penalty will be applied as permitted by consumer regulations; otherwise, TWOP may claim proven damages and immediate expulsion.
Proof and measures: TWOP may gather logs and metadata as proof, conduct reasonable audits and request precautionary measures.
10.2 Extended validity of evidence: TWOP may retain evidence (logs, metadata, in-app communications) beyond 12 months to support claims or defence.
11) Payments, reservations and taxation
Payouts by default monthly; TWOP may set minimums, currencies and costs of FX. From the date of the event celebration, the amount of it will be included in the next monthly settlement.
Risk reserves: up to 20% for 180 days on sales/experiences; up to 10% for 90 days on tips.
Compensation: TWOP may offset refunds, chargebacks, penalties and debts against future payments.
Taxes: responsibility of the Creator/Merchant; TWOP may perform withholdings and request forms.
12) Privacy and data protection
Roles: generally, TWOP and the Creator/Merchant are independent controllers. If TWOP processes data on behalf of the Creator, a DPA will be signed.
CMP and signals: TWOP uses CMP (IAB TCF 2.2) and Consent Mode v2; respects ATT/IDFA and AAID.
Proprietary pixels/SDKs: prohibited without written authorisation.
Minors: the platform is not aimed at <18.
13) Prohibited behaviours and measures
Abuses: bots, malware, phishing, astroturfing, click farms, manipulation of metrics, circumvention of blocks, scraping.
Measures: suspension/closure of account, retention/confiscation of illicit balances, blocking of devices/IDs and referral to authorities.
Evidence: TWOP may retain logs and metadata as proof.
14) Warranties, disclaimers and limitations
Your warranties: legality and legitimacy of Content, products/services and experiences; permissions/model releases; veracity of information; compliance with Policies and laws.
TWOP disclaimer: no guarantee of publication/reach/results; TWOP is not a party to sales/experience contracts and is not liable for execution, shipping, delays, incidents, security or interactions, except for irreducible obligations.
Limit: TWOP's total liability to you is limited to the greater of (i) €100 or (ii) the total commissions effectively retained by TWOP in the 12 months prior; excluding indirect damages and loss of profits, except for fraud or gross negligence.
15) Confidentiality and use of trademarks
Mutual confidentiality over non-public information. You authorise TWOP to use your trademark/name to identify you as a partner and in success cases/listings (you can object for reasonable reasons).
16) Audit and documentation
TWOP may request/audit licenses, insurances, certificates, security processes and supporting material (regulated sectors, high-risk activities or restricted products). Unjustified refusal may lead to suspension/unpublishing.
17) Internal remedy and DSA (EU)
If we take measures regarding your Content or account, you will receive a statement of reasons and may use our internal complaints system. When the DSA applies, we will provide mediation and a single point of contact (legal@twop.app).
18) Force majeure
Neither party is liable for breaches due to causes outside their control (disasters, strikes, widespread outages, governmental decisions). Notify and propose reasonable alternatives (e.g., rescheduling or refunds in experiences).
19) Creator departure and “Holdback” post-departure (24 months) ⬅️ (new protective clause)
19.1 Effects of the departure. The departure (account closure or termination) does not affect: (i) the assignment/license granted to TWOP in Clause 5; (ii) the non-circumvention obligations (Clause 10) regarding leads/users originated in TWOP; (iii) settlements, compensations and pending reserves; (iv) confidentiality and indemnities.
19.2 Holdback of availability and exclusivity (24 months). From the effective date of the Creator's departure, TWOP shall have the right to maintain published and exploit the already uploaded Content for a minimum period of 24 months (“Holdback”), with exclusive character regarding that same content. During the Holdback, the Creator shall not:
i) request the effective removal of the Content (unless TWOP, at its sole discretion, authorises it for founded legal/ethical reasons, without prejudice to §19.3);
ii) reuse, license, sell or publish the same file or Substantially Similar Content outside of TWOP.
“Substantially Similar Content”: one that coincides ≥80% in frames and/or soundtrack with the original, or which, despite minor edits (trimmings, filters, re-framing, bitrate changes), is essentially the same video.
19.3 Early removal by moral right. If the Creator exercises their moral right of removal/modification (when legally applicable), they agree —before the effective removal— to indemnify TWOP for the damages and costs incurred (including loss of investment in distribution, campaigns, storage and support), without prejudice to TWOP's right to retain copies for archiving, proof, compliance, and security.
19.4 Post-Holdback. After the 24 months, the Creator may request effective removal and/or reuse the Content outside of TWOP, without affecting the technical archive copies, to the historical uses already made, nor to the rights/licenses that, according to Clause 5, continue in favour of TWOP (e.g., uses for archives, published success cases, historical reports, backups).
19.5 Remedies. The breach of the Holdback will entitle TWOP to: (i) withhold balances; (ii) demand removal from third parties; (iii) claim damages and (iv) suspend future access.
20) Suspension, termination and effects
TWOP may suspend or terminate for material breach, fraud, security risks, repeated low quality, non-circumvention or legal requirement.
Survival: the assignment/license (Cl. 5), Holdback (Cl. 19), non-circumvention (Cl. 10), confidentiality, indemnities, limitations (Cl. 14), compensations (Cl. 11) and archiving remain in effect.
21) Assignment, subcontracting and changes
You may not assign your contractual position without TWOP's written consent. TWOP may subcontract and assign in corporate operations (with notice). TWOP may update policies/guidelines; non-compliance allows the measures of §13.
22) Applicable law, jurisdiction and language
Spanish law . For professional/business purposes, exclusive jurisdiction: Courts and Tribunals of Madrid. If you act as a consumer, the mandatory jurisdiction of your domicile will apply. Reference version: Spanish.
23) Miscellanea
Severability: the invalidity of one clause does not affect the rest.
No waiver: TWOP's inaction does not imply waiver of rights.
Entire Agreement: this document + Policies constitute the entire agreement with TWOP regarding content, sales, and experiences.
Short texts for forms (checkboxes)
«I have read and accept the Terms for Creators and Merchants of TWOP and the Privacy Policy».
«I assign/license to TWOP, under the indicated terms, the exploitation rights of my videos/UGC for the maximum legal period and for the whole world».
«I accept the mandatory intermediation of TWOP for tips, sales (products/services) and experiences, the 20% commission, the non-circumvention clause (12 months) and the post-departure Holdback (24 months)».
«I declare that my content and my products/experiences are lawful and original, and that I have all the necessary permissions (IP/image/music)».
