Spongle Terms and Conditions

Spongle is currently operating in a pre-launch and testing phase. Some functionality described in these Terms may not yet be commercially available, and certain features may change while we test and improve the Service. At a glance Some Spongle features are still being tested or prepared for commercial launch. Paid campaigns, creator payments, payouts, Boost purchases and other commercial marketplace features may not yet be active. Pre-launch features may change, be temporarily unavailable or be removed before launch. No real-money marketplace transaction will take place through a feature that has not been activated for commercial use. Existing users may be required to review and accept updated Terms before using commercial marketplace features after launch. Creators and Brands use Spongle as independent businesses. Spongle does not employ them or treat them as workers, agents or partners, and each is solely responsible for their own taxes and social insurance contributions (Section 5.4). Nothing in these Terms removes any rights or protections that cannot legally be excluded.

Spongle is currently operating in a pre-launch and testing phase. Certain features and functionality described in these Terms may: not yet be commercially available; be available only to certain users; operate in a limited or testing capacity; change before commercial launch; or still be undergoing development and testing. This may include: paid campaigns; Brand payments; Creator payments; Creator payouts; Boost purchases; and other commercial marketplace functionality. How these Terms apply during pre-launch When activated for commercial use, Spongle will operate as a marketplace connecting Brands and Creators for influencer marketing and content-related campaigns. References in these Terms to: payments; payouts; campaign transactions; fees; Boost purchases; and other commercial marketplace functionality describe how those features are intended to operate once they have been enabled for commercial use. The inclusion of a feature in these Terms does not mean that the feature is currently active or commercially available. Changes during pre-launch During the pre-launch period, we may update, modify, temporarily suspend, replace or remove features as we test and improve the Service. Features may change where reasonably necessary for reasons including: technical improvements; security; legal or regulatory requirements; operational requirements; product development; user feedback; or platform reliability. The appearance, functionality, availability and operation of features during the pre-launch period may therefore differ from the final commercial version of Spongle. Availability and testing We take reasonable steps to keep the Service available, secure and functioning correctly. However, because Spongle is currently in a pre-launch and testing phase, features may occasionally: contain errors or bugs; experience interruptions; be temporarily unavailable; operate differently from their final commercial version; or behave unexpectedly. We do not guarantee that every pre-launch feature will be continuously available, uninterrupted or error-free. Users should not rely on the continued availability, functionality or format of any particular pre-launch feature. Payments and commercial transactions Unless we expressly state otherwise within the Service, no real-money campaign transaction, Creator payment, payout or other commercial marketplace transaction will take place through functionality that has not yet been activated for commercial use. Where payment or marketplace functionality is activated, the relevant provisions of these Terms will apply to the use of those features. Communications during pre-launch We may contact users during the pre-launch period regarding matters such as: important Service changes; testing issues; account-related matters; security matters; changes to available functionality; updated legal terms or policies; or actions required before the commercial launch of a feature.

Before Spongle moves from its pre-launch and testing phase into commercial operation, we may update these Terms to reflect the final operation of the Service. These updates may include provisions relating to: marketplace transactions; paid campaigns; Brand payments; Creator payments and payouts; platform fees; Boost purchases; contracts between Brands and Creators; and other commercially available features. Existing users Existing users may be required to review and expressly accept the updated Terms before they can: participate in paid campaigns; create or accept commercial marketplace transactions; make payments; receive payments or payouts; purchase commercial features; or access other functionality that requires acceptance of the updated Terms. Where acceptance of updated Terms is required, we will make the updated Terms available for review before asking users to accept them. If a user does not accept the updated Terms, they may be unable to access or use features that require acceptance of those Terms. Pre-launch Terms Summary Spongle is currently being tested before full commercial launch. Some features described in these Terms may not yet be active. Features may change while we test and improve Spongle. Real-money transactions will only take place once the relevant functionality has been activated for commercial use. Existing users may need to accept updated Terms before using paid or commercial features after launch. Your statutory rights and protections remain unaffected. Nothing in this pre-launch section excludes or limits any rights, remedies or protections that cannot lawfully be excluded or limited under applicable law.

Spongle is currently being tested before full commercial launch. Some features described in these Terms may not yet be active. Features may change while we test and improve Spongle. Real-money transactions will only take place once the relevant functionality has been activated for commercial use. Existing users may need to accept updated Terms before using paid or commercial features after launch. Your statutory rights and protections remain unaffected.

1.1 Company Information Operator: Spongle Limited, a private company limited by shares incorporated and registered in the Republic of Ireland under the Companies Act 2014, Company Registration Number 815169 ("Spongle", "we", "us", "our"). Registered Address: Spongle Limited, 77 Camden Street Lower, Dublin 2, D02 XE80, Ireland. Date of Incorporation: 11 May 2026. VAT Registration Number: IE4749783DH. Trademark Status: Spongle® is a registered trade mark in Ireland and the United Kingdom. Contact Email: legal@spongle.co (legal) | support@spongle.co (support) | info@spongle.co (general) Primary Website: https://spongle.co Legal Framework: These Terms are governed by Irish law. Consumer protections under UK and EU regulations are expressly acknowledged and maintained where applicable. 1.2 Definitions In these Terms, unless the context requires otherwise: "Account" means a User account created on the Platform. "Brand" means a company, organisation, agency, or individual (including a sole trader) that is registered on the Platform to post Campaigns and recruit Creators, and that uses the Platform only for purposes relating to its trade, business, craft, or profession. Brand Accounts are not available to consumers (see Section 2.2). "Brand Content" means all materials a Brand provides to a Creator for use in Deliverables -- product images, videos, logos, brand guidelines, promotional materials, and the like. "Campaign" means a brand-initiated brief looking for creator content or promotional activities, including all deliverables, timelines, and compensation. "Campaign Agreement" means the legally binding contract formed between a Brand and Creator when a Pitch is accepted. "Confidential Information" has the meaning given in Section 12.1. "Content Deliverable" or "Deliverable" means the content output a Creator must produce according to the contract specifications. "Creator" means an individual, influencer, content creator, or creative agency registered on the Platform to produce content and take part in Campaigns. "Payment Protection" means the holding of Campaign funds by Stripe on the Spongle Platform account between payment collection and Creator disbursement, keeping funds secured until the Chargeback Protection Window ends, and in any event no later than the Maximum Holding Date (Section 8.6B). "Intellectual Property Rights" means copyright, moral rights, trade marks, trade dress, service marks, patents, design rights, database rights, rights of publicity, goodwill, and all other intellectual property rights, whether registered or unregistered, under the laws of any jurisdiction. "Material Breach" means a substantial failure to perform Campaign obligations, including but not limited to: deleting or materially modifying posts before the Minimum Display Period ends, failing to post agreed content, or posting content that violates the Campaign Agreement. "Minimum Display Period" means the period during which published Creator content must remain publicly visible and unmodified on the social media platform: from publication until the Campaign end date or, where a Campaign has no end date, for 30 days from publication, unless the Campaign Agreement specifies otherwise. "Pitch" means a Creator's proposal in response to a Campaign, featuring video content and proposed compensation. "Platform" means the Spongle website, any Spongle mobile application we make available, and all connected services, APIs, and technologies. "Platform Fee" means the charge applied to Brands on each Campaign, calculated as 18% of the Creator fee (Section 8.3) and applying equally to every Brand. "Product Access" means the method, specified by the Brand in the Campaign, by which a Creator obtains any product or service featured in a Campaign. The available methods are: the product being shipped to the Creator, a discount code, the Creator attending the Brand's location to produce the content, or the Creator's outlay being reimbursed. "Product Cost Reimbursement" means a sum specified by the Brand in a Campaign to reimburse the Creator's cost of obtaining the product, collected from the Brand together with the Creator fee and paid to the Creator in addition to that fee. A Product Cost Reimbursement is not part of the Creator fee, is not a Platform Fee, and is not consideration for any service supplied by Spongle. "Declared Product Value" means the monetary value a Brand states in a Campaign for a product it will ship to a Creator. It is a figure declared by the Brand and is not verified by Spongle. "Delivery Details" means the recipient name and postal address a Creator submits through the Platform for the sole purpose of receiving a product under a specific Campaign Agreement. Delivery Details do not include a telephone number. "Location Details" means the address a Brand specifies in a Campaign at which the Creator is required to produce the content, together with the city or town stated in that Campaign. The city or town is shown to Creators before they pitch; the full address is disclosed to the hired Creator only once both parties have signed the Campaign Agreement and the Brand's payment for that Campaign has been captured in full (Section 11.1B), and forms part of that Agreement. "Payment Collection" means the charge made to a Brand's payment method when a Contract is funded, with the collected funds held by Stripe on the Spongle Platform account until released to the Creator under the Payment Protection Process. "Chargeback Protection Window" means the period beginning on the later of the Campaign end date or the date of the last verified Deliverable (for a Deliverable that the Campaign Agreement does not require to be published on the Creator's channel, the date it is approved under Section 6.4A) and ending at the Release Time, during which Campaign funds remain held on the Spongle Platform account and the Brand may open a dispute. The "Payday" is the first Monday falling on or after the seventh (7th) Working Day after the start of the window (the twelfth (12th) Working Day for Campaigns funded by bank transfer, to account for settlement recall risk). The "Release Time" is 18:00 (Europe/Dublin) on the Sunday immediately before the Payday, so that released funds are included in the Creator's payout on the Payday. Because the Release Time falls on the Sunday evening, where the seventh (or twelfth) Working Day is itself a Monday the window ends on the evening before that day. Release takes place at the Release Time (Section 8.6). "Campaign Launch Date" means, for a Campaign, the later of (a) the date on which the Campaign is published or relisted on the Platform and (b) the date on which Spongle opens its Campaign discovery feed to Creators. "Maximum Holding Date" means, for a Contract, the eighty-fifth (85th) calendar day after the date on which the Brand's payment for that Contract is captured (Section 8.6B). "Stripe" means Stripe, Inc. and its affiliated entities serving as the authorised payment processor. "Terms" means these Terms and Conditions, including any documents incorporated by reference. "User" means any Creator or Brand with active registration, and "you" and "your" refer to each User. "Usage Rights" means the rights, if any, that a Creator expressly grants to a Brand in a Campaign Agreement to copy, publish, adapt, or otherwise use a Deliverable outside the Creator's own channel -- for example in the Brand's own advertising, website, social media accounts, or marketing -- as described in Section 10.4. Usage Rights exist only where the Campaign Agreement states them; the fee for any Usage Rights is set by the Creator and forms part of the Creator fee. "User Content" means any content a User uploads to, creates on, or publishes through the Platform, including profile content, Campaigns, Pitches and Pitch videos, Deliverables and Preview Content, messages, and links to published posts. "User Dispute" means any disagreement, claim, or controversy between a Brand and a Creator arising from or relating to a Campaign or Campaign Agreement. "Resolution Request" means a formal request submitted by a Brand through the Platform to start the dispute resolution process under Section 15. "Referral to Spongle" means the submission of a Resolution Request by a Brand under Section 15, which suspends the release schedule and refers the matter to Spongle for objective confirmation of the outcome under Section 15.3. "Release Window Remainder" means the number of days remaining on the Chargeback Protection Window at the moment a Referral to Spongle is made, which is recorded and applied when the release schedule resumes, subject always to Section 8.6B. "Auto-Resolution Rules" means the published, objective rules set out in Section 15.3 by which Spongle confirms the outcome of a dispute by comparing the approved content against the published post and the monitoring record. "Widget" means a dashboard component that delivers specific functionality within the Platform. "Working Day" means a day other than a Saturday, a Sunday, or a public holiday in Ireland. 1.3 Interpretation References to "writing" include email and electronic communications via the Platform. Headings are for convenience only and do not affect interpretation. Words importing the singular include the plural and vice versa. References to statutory provisions include those provisions as amended, re-enacted, or replaced. British English spelling and terminology apply throughout. "Including" and "includes" mean "including without limitation". References to Sections are references to sections of these Terms.

2.1 Binding Agreement By creating an Account, accessing, or using the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms in full. If you do not agree, you must not use the Platform. 2.2 Legal Capacity You represent and warrant that: You are at least 18 years of age (or the age of majority in your jurisdiction, whichever is greater); You have the legal capacity to enter into binding contracts under applicable law; If registering on behalf of a business entity, you have the authority to bind that entity to these Terms; If you register as a Brand, you are acting for purposes relating to your trade, business, craft, or profession and not as a consumer, and you will tell us straight away if that changes. We rely on this, including when we show prices excluding VAT and when we apply Section 9.6. If you register as a Brand when you are in fact acting as a consumer, you are in breach of these Terms and Section 16.2 may apply; any rights that the law gives you as a consumer and that cannot be excluded are not affected (Section 21); You are not prohibited from using the Platform under the laws of the Republic of Ireland, the United Kingdom, or your jurisdiction of residence; and You are not subject to any economic sanctions, export controls, or trade restrictions that would prohibit your use of the Platform. 2.3 Electronic Acceptance By ticking the acceptance box during Account registration, you give express consent to these Terms and create a legally binding agreement. We record the date and time of your acceptance and the version of these Terms you accepted and, where available, the IP address from which you accepted them, for evidential purposes. You agree that electronic agreements, notices, and disclosures from Spongle satisfy any legal requirement that such communications be in writing.

3.1 Eligibility Requirements To use Spongle, you must: Be at least 18 years of age (or the age of majority in your jurisdiction, whichever is greater); Have the legal authority to enter into binding contracts under your jurisdiction's law; Provide truthful, complete, and current registration details; Select your country of residence during registration; Maintain an Account in good standing with no prior suspension or removal; and Accept these Terms alongside our Privacy Policy. Important: Nobody under 18 is permitted to register for an Account, submit content, take part in Campaigns, receive or make payments, or access any Platform feature. Spongle does not knowingly collect or process personal data from anyone under 18. If we discover such information, the account will be deleted and the data removed promptly. 3.2 Account Types Creator Account: For individuals and creative agencies producing promotional content and working on brand collaborations. You choose this during registration. Brand Account: For businesses, organisations, and sole traders looking for creator partnerships for marketing, acting for their trade, business, craft, or profession (Section 2.2). Brand Accounts are not available to consumers. You choose this during registration. 3.3 Account Security and Authentication You are solely responsible for: Protecting your login credentials and keeping them confidential; All activity that happens under your Account, whether or not you authorised it; Not sharing your credentials with anyone; Notifying Spongle immediately at security@spongle.co if you discover unauthorised access; and Not assigning or transferring your Account to another party without our prior written consent. Spongle is not liable for unauthorised Account use where you have failed to protect your credentials. The Platform supports multiple authentication methods: email/password, Apple Sign-In, and Google Sign-In. All authentication uses industry-standard security, including PKCE (Proof Key for Code Exchange). 3.4 Identity Verification Spongle reserves the right to verify your identity at any point -- through Stripe Connect for Creator accounts, government-issued ID, business registration documents, or proof of address. Accounts that violate eligibility requirements or contain false information may be suspended or terminated immediately. Automated Account creation is not allowed. 3.5 Geographic Restrictions The Platform is not available in countries subject to broad economic sanctions. Registration is currently refused to anyone who selects Afghanistan, Belarus, the Central African Republic, Cuba, Iran, Libya, Myanmar, North Korea, Russia, Somalia, South Sudan, Sudan, Syria, Venezuela, Yemen, or Zimbabwe as their country; this includes every country in which Stripe prohibits the use of its services. You must not use the Platform from any region in which Stripe prohibits the use of its services, including the Crimea, Donetsk, and Luhansk regions of Ukraine. Spongle may update this list where sanctions or Stripe's requirements change. a) Creator Accounts. Creator Accounts are currently available only to Creators resident in one of the territories in which Spongle is able to support Creator payouts. That list currently covers the member states of the European Union, other than Poland, together with the United Kingdom, and the countries available to you are shown when you select your country during registration. Spongle is launching first in Ireland and the United Kingdom, followed by the other member states of the European Union, other than Poland, until further notice; Creators resident in those other member states may nevertheless register and use the Platform now. Spongle pays Creators through the Platform, and paying a Creator brings Spongle within the platform tax reporting rules of the Creator's country of residence, so Spongle limits Creator Accounts to the territories in which it is able to meet those obligations. b) Brand Accounts. Brand Accounts are not subject to the restriction in paragraph (a). A Brand may open an Account from any country that is not sanctioned or otherwise restricted. c) Your country is fixed once your payout account exists. The country you select during registration is used to create your Stripe connected account. Stripe fixes the country of a connected account when it is created and it cannot be changed afterwards, so a Creator who needs to correct their country after that point must contact support@spongle.co. d) This list may change. Spongle may add or remove the territories in which Creator Accounts are available. Any such change will be made in accordance with the variation provisions of these Terms.

4.1 Core Services Spongle provides the following through the Spongle website, and through any Spongle mobile application we make available: Campaign Management: Tools for Brands to create, distribute, manage, and monitor influencer campaigns Pitch Submission: Tools for Creators to discover campaigns and submit video proposals with their proposed fees Contract Generation: Automatic creation of binding digital contracts when a Pitch is accepted Payment Protection: Stripe-managed payment handling with protection for both parties Messaging: Direct in-platform communication between Brands and Creators Notifications: Push notifications, email alerts, and in-app updates about campaign events, payments, and messages Social Media Integration: Connection to external social platforms for profile verification and metric retrieval Creator Matching: Tools for Brands to find and evaluate Creators Analytics and Reporting: Campaign performance data and insights Multi-Currency Support: Campaigns are currently supported in euro (EUR) and pounds sterling (GBP). Your selected country helps determine the appropriate default transaction currency and personalises campaign discovery. 4.2 Dashboard and Widgets The Platform uses a modular widget-based dashboard. Individual Widgets handle specific functions, such as Campaigns, Pitches, Payments, Contracts, Messages, Notifications, and Analytics. Which Widgets you can access depends on your subscription tier. Each Widget works independently, and Spongle may modify, add, or remove Widgets at any time. 4.3 Marketplace Facilitator Role Spongle is a marketplace technology platform. Specifically, Spongle acts as: A technology platform provider; A marketplace connecting Brands and Creators; A payment processing facilitator through Stripe; A compliance monitoring service provider; and A provider of hosting services and an online platform within the meaning of the EU Digital Services Act (Regulation (EU) 2022/2065), storing and making available User Content at the request of Users (see Section 10.11). Spongle is NOT: A party to Campaign Agreements between Brands and Creators; An agent, representative, or fiduciary of any User (except as a limited payment collection agent); Responsible for the quality, legality, or delivery of Deliverables; A mediator, arbitrator, or dispute resolver (where a Brand refers a dispute, Spongle confirms the outcome by applying the pre-agreed rules in Section 15 to the verified facts; it does not act as a court, tribunal, mediator, or arbitrator); Liable for User conduct, content, or contractual performance; or A provider of legal, tax, financial, or accounting advice. 4.4 No Guarantees Spongle does not guarantee: Campaign success, engagement metrics, or business results; The accuracy of Creator audience metrics, follower counts, or demographics; The quality, legality, or suitability of User content, products, or services; Continuous, uninterrupted, or error-free Platform availability; Payment to Creators beyond enforcing Campaign Agreement terms; or How any Content Deliverables will perform on third-party social media platforms. 4.5 Service Availability Spongle aims to maintain continuous access but does not provide an uptime guarantee. The Platform may need maintenance, updates, or modifications. We will give advance notice when we can. Spongle reserves the right to modify, suspend, or discontinue any part of the Platform or Services at any time, with or without notice. 4.6 Service Acknowledgements By using the Platform, you acknowledge and accept the following: (a) Ongoing Development. The Platform is actively developed and improved. Features may be added, changed, or removed from time to time, and we will give advance notice of material changes where we reasonably can. Except for warranties that cannot lawfully be excluded, the Platform is provided on an "as is" and "as available" basis (see Section 22). (b) Financial Data and Payment Dashboard Accuracy. Balances, transaction summaries, and payment breakdowns shown in the Platform (including the Payments Widget and related dashboard components) are for reference only and may not reflect real-time or fully accurate payment states. Discrepancies can arise from sync delays between Spongle's internal records, Stripe's payment processing systems, and your financial institution. You should verify all payment and earnings information directly through your Stripe Connect dashboard (accessible at dashboard.stripe.com) or by contacting Stripe Support. Spongle accepts no liability for decisions made based on payment information shown within the Platform. The authoritative record of all payment transactions, balances, and transfer statuses is maintained by Stripe. (c) Security. Spongle implements and maintains commercially reasonable technical and organisational security measures to protect User data and Platform integrity. These include, but are not limited to, TLS transit encryption, AES-256-GCM encryption of sensitive data at rest (including session credentials and OAuth tokens), hardware-backed credential storage on mobile devices, database row-level security on all tables, server-side PKCE authentication flows, distributed API rate limiting, webhook signature verification, and periodic security audits (see Section 18.6 for full details). That said, no digital platform or method of electronic transmission or storage is entirely immune to security threats, and absolute security cannot be guaranteed by any technology provider. We encourage you to use strong, unique credentials, enable available security features, and promptly report any suspected vulnerability or unauthorised access to security@spongle.co. (d) Limitation of Liability. To the maximum extent permitted by applicable law, Spongle shall not be liable for any direct, indirect, incidental, special, consequential, or punitive damages arising from or relating to the use of the Platform, including but not limited to damages resulting from data inaccuracies, service interruptions, feature changes, or security incidents. This limitation does not exclude or restrict Spongle's liability for matters that cannot be lawfully excluded, including liability under the General Data Protection Regulation (EU) 2016/679, death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that mandatory Irish, UK, or EU law prohibits from being excluded. Consumer Notice: Your statutory rights under the Irish Consumer Protection Act 2007, the UK Consumer Rights Act 2015, EU consumer protection legislation, and the General Data Protection Regulation are not affected by this Section. Nothing in these Terms limits or excludes Spongle's obligations as a data controller under applicable data protection law. 4.7 Third-Party Services Payment processing is handled by Stripe. By using the Platform, you agree to Stripe's Connected Account Agreement and Terms of Service. Spongle is not responsible for Stripe's services, fees, or performance, or for any other third-party service integrated with the Platform. The Platform may contain links to third-party websites. You access those at your own risk, and Spongle is not responsible for the accuracy, availability, or reliability of any information on them. 4.8 Discretion to Decline or Remove Content and Accounts Spongle may, acting reasonably and proportionately: decline to register, or suspend or close, an Account that does not meet the eligibility requirements in Section 3 or that Spongle reasonably believes has been used in breach of these Terms; decline to list, or remove or suspend, any Campaign, Pitch, message, or other User content that Spongle reasonably considers to breach these Terms, to be unlawful, misleading, or harmful, or to expose Spongle or its Users to liability; and decline or restrict access to any feature where reasonably necessary to protect the Platform, its Users, or Spongle. Campaigns are published to the discovery feed, and Pitches are delivered to the relevant Brand, automatically and without individual review or approval by Spongle beforehand. The rights in this Section are exercised after publication, where and when the need arises, and do not amount to a commitment to monitor or pre-screen User content. Nothing in this Section affects your statutory consumer rights or your right to appeal an enforcement decision under Section 16.3. 4.9 Platform Discontinuation and Wind-Down Spongle may discontinue the Platform or any part of it in accordance with Section 4.5. If Spongle decides to discontinue the Platform as a whole, or ceases trading: (a) we will give Users reasonable advance notice by email and/or on the Platform where we are able to do so; (b) we will stop accepting new Campaigns and Pitches from the date stated in the notice; (c) Campaigns and Contracts already in progress will, so far as reasonably practicable, be completed, settled, released, or refunded in accordance with the existing rules in Sections 8 and 15; and (d) Campaign funds are held by Stripe on the Spongle Platform account (see Section 23.5); their release or refund continues to be processed through Stripe under those rules. Nothing in this Section requires Spongle to continue operating the Platform, and this Section does not limit Spongle's position on insolvency or its ability to transfer the Platform to a successor under Section 27.5. Your statutory rights as a consumer are unaffected. 4.10 Changes to the Platform, Services and Pricing Spongle is a developing product. Spongle may at any time add, change, suspend, or withdraw any feature, service, plan, or part of the Platform or the apps, and may change its pricing -- including the Platform Fee, the Spongle Handling Fee, the minimum Creator fee, and the price of a Campaign Boost or any other paid product -- for reasons including product development, commercial and operational needs, changes in Spongle's own costs, legal or regulatory requirements, security, and the results of testing. Where a change to pricing, or a change that materially reduces the Services available to you, would adversely affect you, Spongle will give at least 30 days' notice by email to your registered address or through the Platform before it takes effect, save where a shorter period is required by law or to address a security or legal risk. A pricing change applies only to Campaigns funded, Contracts signed, and purchases made after it takes effect; a Contract that has already been funded keeps the fees that were shown to the Brand when it paid. If you do not accept a change, you may stop using the Platform and close your Account before the change takes effect (Section 17.1); continuing to use the Platform after that date is acceptance of the change. Spongle charges no sign-up, activation, or listing fee. Nothing in this Section limits Section 27.1 or affects your statutory rights.

These obligations, together with the prohibited activities in Section 16, are the conduct standards for the Platform. They are restated in plain language as the Code of Conduct in Appendix A, which is incorporated into and forms part of these Terms (Section 27.20). Above all, put audiences first: Spongle works because audiences trust the Creators they follow, so no Campaign, Pitch, or content should be false, misleading, or designed to deceive an audience, and any commercial relationship between a Brand and a Creator must always be disclosed clearly and honestly in line with Section 14. 5.1 Creator Obligations As a Creator, you agree to: Keep your profile information authentic and current, with legitimate social media accounts and accurate follower counts; Submit Pitches that genuinely reflect your capability and willingness to deliver; Produce content that matches campaign specifications within the agreed timeframes; Follow all advertising disclosure requirements, including the "#ad" label required by Section 14.1, in line with ASAI (Ireland), ASA/CAP (UK), and comparable regulatory bodies; Complete Stripe Connect enrolment (including identity verification) before submitting any Pitch; Keep published Campaign content live for the Minimum Display Period (Section 1.2) or as specified in the Contract; Include the campaign tag and any hashtags and account mentions the Brand has specified for the Campaign in all published Deliverable post captions, and keep them in place for the duration of the Minimum Display Period; Not engage in fake engagement, purchased followers, bot manipulation, or metric falsification; Respond promptly to Brand communications via the Platform; Not obstruct, interfere with, or attempt to defeat Spongle's verification or monitoring of published Campaign content; Avoid overwhelming your feed with sponsored content, or promoting directly competing Brands in quick succession, in ways that could mislead your followers or erode their trust; Honour accepted Contracts and fulfil all Deliverable obligations; Return a Brand product only where the Campaign brief stated before you pitched that the product must be returned, and then in accordance with the Campaign Agreement. You are not otherwise obliged to return, pay for, or account for a product a Brand has sent you, including where the Brand ends the Campaign early (Section 5.2A(e)); and Complete and submit all required tax documentation as requested by Spongle or Stripe. 5.1A Creator Content Warranties Each time you submit a Pitch, upload a Content Deliverable, or otherwise upload content to the Platform, you represent and warrant to Spongle and to the relevant Brand that: (a) you own, or have obtained all rights, licences, consents, and permissions necessary to use, and to grant the rights granted under these Terms and the Campaign Agreement in respect of, all material contained in that content; (b) all third-party material included in your content -- including any music, sound recording, audio, video footage, image, artwork, font, trade mark, or software -- is either original to you or licensed for the commercial and promotional use contemplated by the Campaign. You acknowledge that permission to use music or other material on a social media platform's own service (for example, that platform's in-app music library) does not by itself authorise its use in paid, branded, or sponsored content, and that obtaining any such licence is your responsibility; (c) every identifiable individual who appears in, is named in, or is referenced in your content has given all consents necessary for their image, voice, likeness, performance, or personal information to be used as contemplated by the Campaign Agreement and these Terms; (d) your content is your own original work, has not been copied from any third party, and its creation and publication do not breach any agreement you have with any third party, including any talent agency, management, network, multi-channel network, or exclusivity arrangement with another brand; (e) any statement of fact in your content is accurate and not misleading, and any opinion, endorsement, review, or testimonial reflects your genuine and honestly held view based on your actual experience of the product or service; (f) your content does not infringe the Intellectual Property Rights, privacy, or publicity rights of any person, and is not defamatory, obscene, discriminatory, or otherwise unlawful; and (g) your content complies with these Terms, the Campaign Agreement, the advertising disclosure obligations in Section 14, and the terms and policies of any third-party platform on which it is published. Spongle does not pre-screen, vet, or verify whether you hold the rights, licences, or clearances necessary for the content you upload, and relies on the warranties in this Section. You remain solely responsible for your content and for obtaining all rights and clearances it requires, and you indemnify Spongle and the relevant Brand in respect of any breach of these warranties in accordance with Section 24. Sole responsibility for your content. As between you, the relevant Brand, and Spongle, you are solely responsible and liable for the content you create, provide, or upload, and you own and retain all rights in that content (other than Brand Content, as set out below). Where any of your content is unlawful, or where you do not hold the rights, licences, or consents it requires, neither Spongle nor the Brand is responsible or liable for that content or for any resulting claim, and you will indemnify and hold harmless both Spongle and the Brand in accordance with Section 24. Consumer statutory rights, and any liability that cannot lawfully be excluded, are unaffected. Brand Content carve-out. This Section 5.1A does not apply to Brand Content -- the products, materials, logos, trade marks, brand assets, product claims, or instructions that the Brand provides to you, or that the Brand asks you to feature or promote. The Brand remains responsible for its own Brand Content and products in accordance with Sections 5.2, 10.5, and 24.1(i); you are not required to warrant ownership of Brand Content and are not liable for Brand Content used in accordance with the Campaign Agreement. You remain responsible for any of your own material you add, and for using Brand Content within the scope permitted by the Campaign Agreement. 5.2 Brand Obligations As a Brand, you agree to: Provide clear, detailed Campaign briefs covering budget, Deliverables, schedules, and specifications; Review Pitches and respond to Creators within reasonable timeframes; Honour accepted Pitches and the Contracts that result from them; Maintain sufficient funds for Campaign payments at Contract creation; Not instruct Creators to hide commercial content relationships or suppress advertising disclosures; Respect Creator authenticity and artistic discretion within the brief parameters; Review Deliverables during the Chargeback Protection Window and raise disputes fairly and promptly; Not use Creator content beyond the contracted rights without separate written permission; Take sole responsibility for your products, including any claims, liabilities, or damages they may cause to a Creator or third party; and Not make payment or compensation conditional on a Creator providing a positive or negative review. 5.2A Brand-Provided Products, Product Access and Gifting Where a Campaign involves a Brand providing products, samples, services, or other items to a Creator (whether for review, demonstration, or for the Creator to keep): (a) the Brand is not obliged to provide any product unless the Campaign Agreement expressly requires it; (b) all arrangements for providing a product to a Creator -- including selection, despatch, postage, carrier, delivery, customs, import duties, insurance, and any associated cost -- are made directly between the Brand and the Creator. Spongle provides no shipping, fulfilment, logistics, courier, or delivery service, does not despatch, handle, inspect, or take possession of any product, and is not a party to those arrangements. Where a Campaign specifies that a product will be shipped to the Creator, the Platform provides only a facility through which the Creator may submit Delivery Details to that Brand for that Campaign, and through which the Brand may record that it has despatched the product. That facility is a means of passing information between the parties and does not make Spongle a party to, or responsible for, the supply, despatch, or delivery of any product; (c) Spongle is not responsible or liable for any product supplied, offered, sent, or used in connection with a Campaign, or for its selection, despatch, delivery, late or non-arrival, loss, damage, quantity, description, condition, quality, fitness for purpose, safety, or legal or regulatory compliance. This applies equally where a product is defective, incorrect, counterfeit, contaminated, unsafe, mislabelled, prohibited in the Creator's country, or causes injury, illness, allergic reaction, or damage to property. The Brand retains sole responsibility and liability for its products in accordance with Sections 5.2 and 24.1(i), and the Creator remains responsible for how they choose to use any product they receive; (d) a product is provided at the Brand's own risk. Once a Brand despatches a product, Spongle does not guarantee its arrival, its condition, its return, or the recovery of its cost. Spongle does not insure, refund, reimburse, indemnify, or otherwise make good the cost or value of any product, and no Platform mechanism -- including Payment Protection, the dispute rules in Section 15, or any refund of a Creator fee -- extends to the cost or value of a product. A Brand that requires cover for the cost of products it sends must arrange its own insurance (Section 27.12); (e) the Creator is under no obligation to return a product. Unless the Brand and the Creator have expressly agreed otherwise in writing in the Campaign Agreement, a product provided to a Creator is the Creator's to keep, and the Creator is not required to return it, pay for it, or account for it. This applies in particular where a Brand ends a Campaign Agreement early or cancels it: cancellation by a Brand creates no right to the return of a product already sent, and no right to payment in respect of it; (f) where a Brand expressly requires the return of a product, that requirement must be stated in the Campaign brief before the Creator pitches, and any resulting obligation is a matter between the Brand and the Creator under their Campaign Agreement. Spongle does not administer, monitor, or enforce product returns; (g) where a Creator does not fulfil after receiving a product, and the Campaign Agreement records a Declared Product Value, the Brand may ask Spongle to deduct up to that Declared Product Value from any amount otherwise payable to the Creator in respect of that Campaign. Section 8.10A governs how such a request is handled. No deduction is available where the Campaign Agreement records no Declared Product Value, and no deduction may exceed the amount otherwise payable to the Creator for that Campaign; and (h) Delivery Details submitted through the Platform are provided for one purpose only: sending the product for that Campaign. Section 11.1A governs their use; and (i) where a Campaign requires the Creator to attend the Brand's location, the Brand is responsible for that location, for the safety and suitability of the premises, and for any product, equipment, or facilities made available there. Spongle does not inspect, approve, insure, or supervise any location, is not present at any location, and is not responsible for anything occurring there. Location Details are disclosed to the hired Creator once both parties have signed and the Brand's payment has been captured in full (Section 11.1B), and are provided for one purpose only: attending that Campaign's work. Section 11.1B governs their use. 5.3 General Obligations All Users agree to: Operate within all applicable legal and regulatory frameworks; Keep Account information accurate and current; Communicate honestly and respectfully with other Users through the Platform; Use Platform messaging for initial Campaign communications; Hold back personal contact details until Contracts are finalised; Not bypass the Platform's payment system to avoid fees; Not reverse-engineer, copy, scrape, or disrupt the Platform's technology; Not use any automated means (bots, spiders, scrapers) to access the Platform without express written permission; Not distribute viruses, malware, spam, or any harmful technologies; and Comply with all applicable sanctions, export control, and anti-money laundering laws. 5.4 Independent Status and Tax Responsibility Spongle operates as a marketplace connecting Brands and Creators. Brands use the Platform as independent business customers, and Creators use the Platform as independent service providers. Nothing in these Terms creates an employment, worker, partnership, joint venture, franchise or general agency relationship between Spongle and any Brand or Creator. Each User uses the Platform on their own account and in the course of their own business. Spongle does not engage Creators to provide Campaign services to Spongle. A Creator provides Campaign services to the Brand under the Campaign Agreement, and Spongle is not a party to that agreement (Section 4.3). Spongle does not employ Creators to perform Campaign services. Creators decide whether to submit a Pitch or participate in a Campaign, determine the compensation they are willing to accept, are not guaranteed any minimum amount of work or income by Spongle, are not required to work exclusively through Spongle, and may provide services to other businesses, clients or platforms. Spongle does not pay Creators a salary or wage, set their working hours or require them to accept Campaigns. Subject only to the brief, deadlines and any location agreed with the Brand, a Creator decides how to create their content, uses their own equipment and resources, and bears their own costs, except for any product or Product Cost Reimbursement the Brand agrees to provide (Sections 5.2A and 8.3B). The Platform's rules, content guidelines and advertising-disclosure requirements, the content-review tools the Platform makes available to Brands, and Spongle's verification and monitoring of published posts exist to operate the marketplace, to give effect to Campaign Agreements and to meet Spongle's legal obligations. They are not intended as, and do not amount to, supervision, direction or control by Spongle of how a Creator carries out their work. Each User is solely responsible for their own business, regulatory and tax affairs, including determining whether they are required to register for, declare or pay Income Tax, Corporation Tax, VAT, USC, PRSI, National Insurance, social insurance or any other applicable tax, levy, licence or contribution, and for making every registration, return and payment that applies to them, on time, to the relevant authority. Except where required by law, Spongle does not calculate, deduct, withhold or pay a User's personal or business taxes or social insurance contributions on their behalf and does not operate payroll for Creators. Spongle's collection, verification or reporting of identification, payment or tax information, including information collected or reported under DAC7, the OECD Model Rules or other applicable platform-reporting legislation, does not make a Creator an employee of Spongle and does not transfer the Creator's own tax obligations to Spongle. Spongle does not provide Users with holiday pay, sick pay, pension contributions, insurance or any other employment benefit, and does not reimburse Users' expenses (other than passing on a Product Cost Reimbursement paid by a Brand under Section 8.3B). Where off-payroll working rules (such as the UK IR35 rules) or any equivalent rules apply to a Campaign, the Brand and the Creator are responsible for applying them; Spongle is not the client or engager for those purposes. By using the Platform, you confirm that: (a) you are entitled to carry on your activities on the Platform as an independent business in each country in which you carry them on, and you hold any registration, licence or permit that the law requires of you; (b) you will not describe or present yourself to any person as an employee, worker, agent or representative of Spongle, and you have no authority to make any statement, promise or commitment on Spongle's behalf; and (c) where you engage any other person to help you deliver a Campaign (for example, a photographer, editor or assistant), that person is engaged by you and not by Spongle, and you alone are responsible for paying them and for any tax, social insurance and employment obligations relating to them. Nothing in this Section overrides any employment, worker or tax status that applicable law determines from the actual facts and circumstances of a particular relationship. 5.5 Identity, Verification and Screening What Spongle checks. Spongle carries out the following limited checks, and no others: (a) a Creator must connect at least one social media account, and Spongle confirms through that platform's own authorisation process that the account was under the Creator's control at the time it was connected; (b) a Creator must hold a Stripe Connect account before pitching. Stripe carries out its own identity and anti-money-laundering verification for payment purposes under Stripe's own terms. That verification is performed by Stripe, for Stripe's regulatory purposes, and is not performed by Spongle or on Spongle's behalf; (c) a person signing a Campaign Agreement must confirm that they are aged eighteen (18) or over; and (d) follower and engagement figures from connected accounts are measured to determine eligibility to pitch. What Spongle does not check. Spongle does not, and does not undertake to: carry out general identity, name, age, address, nationality, or right-to-work verification of any User beyond paragraphs (a) to (d) above, except for seller due-diligence and tax-identification checks carried out under Section 8.12A and any specific verification Spongle requires under Section 3.4; carry out any criminal record check, Garda vetting, Disclosure and Barring Service check, or any equivalent screening in any jurisdiction; verify that any User is the person or business they claim to be in any profile, message, Pitch, Campaign, or communication; assess, screen, or form any view on the character, honesty, intentions, competence, reliability, or safety of any User; verify any Brand's premises, business, trading history, or insurance, or the conditions at any location; or supervise, monitor, or control any interaction between Users, whether on the Platform, by message, by telephone, in person, or at any location. No endorsement. The presence of any User on the Platform, the display of any profile or Campaign, any matching or recommendation made by the Platform, and any verification badge or metric shown, are not a recommendation, endorsement, approval, accreditation, certification, or guarantee by Spongle of that User, and must not be relied upon as one. Spongle makes no representation that any User is suitable, trustworthy, solvent, competent, or safe to deal with. Your own checks. Each User is solely responsible for satisfying itself as to the identity, suitability, and trustworthiness of any other User before contracting with them, communicating with them outside the Platform, attending any location, admitting any person to any premises, or handing over any product, property, or information. You are encouraged to raise any concern before, rather than after, a Campaign Agreement is signed. Impersonation. Where a User misrepresents their identity or any material fact, that is a breach of Section 16.1 and Spongle may act under Section 16.2. The consequences of that misrepresentation as between the Brand and the Creator are a matter between them; Spongle is not liable for it (Sections 22 and 23). 5.6 In-Person Attendance and Locations This Section applies where a Campaign requires or permits a Creator to attend a Brand's premises or any other location. (a) Spongle is not there. Spongle is not present at, does not organise, does not supervise, does not inspect, and has no control over any location or anything that happens at it. Spongle is not the occupier, employer, principal, or agent of any person attending. (b) The Brand's responsibilities. The Brand is responsible, as occupier, for the premises and for the safety of those it permits to enter, including its duties under the Occupiers' Liability Act 1995 (Ireland), the Occupiers' Liability Act 1957 (England and Wales), or the equivalent law of the place concerned. The Brand is responsible for its own health and safety obligations, for holding appropriate public liability insurance, and for any supervision, chaperoning, or accompaniment appropriate to the work. Spongle does not verify that any of this is in place. (c) The Creator's responsibilities. The Creator is responsible for their own conduct at the location, for their own equipment, for their own insurance, and for complying with any lawful and reasonable site rule notified to them. (d) Spongle's position. Subject always to Section 23.3, Spongle is not liable for any injury, death, loss, damage, theft, harassment, intimidation, assault, abusive or threatening behaviour, trespass, damage to property, breach of confidence, or any other act or omission of any User, occurring at or in connection with any location or any in-person meeting arising from use of the Platform. (e) Declining and withdrawing. Either party may decline to proceed, or withdraw from a location, where it has a genuine concern for its safety, and doing so is not a breach of the Campaign Agreement. Report the concern to Spongle at report@spongle.co. Spongle may act under Section 16.2, but action under that Section is an account measure only: it is not adjudication, it does not resolve any dispute between the parties, and it cannot make any person or place safe. (f) Emergencies. In an emergency, or where a criminal offence may have been committed, contact the emergency services and An Garda Siochana or the relevant police service. Spongle is not an emergency service, provides no emergency, security, or safeguarding service, and must not be relied upon as one.

6.1 Campaign Creation Brands create Campaigns through a structured process, specifying objectives, target audiences, Deliverable specifications, budgets, timelines, and content guidelines. A Campaign budget is required. The minimum Campaign budget is EUR 149 or GBP 149, according to the Campaign currency, and is not a converted equivalent. Campaigns publish to the Platform feed for Creators to discover. Brands can control a Campaign's visibility and status (for example draft, live, paused, completed, or archived). Campaign length. A Campaign's end date may be no later than forty-five (45) calendar days after its Campaign Launch Date. The Platform will not accept an end date that falls outside this limit, and Spongle may refuse any change to a Campaign's dates that would prevent a payment for that Campaign from being released or refunded by the Maximum Holding Date. This limit exists so that Campaign payments can be completed, released or refunded within Spongle's Maximum Holding Period (Section 8.6B). Each Campaign carries a campaign tag. The Brand may choose it when creating the Campaign; if the Brand does not choose one, the Platform generates it. The campaign tag cannot be changed once a Contract for the Campaign has been signed. The Brand may also specify further hashtags and account mentions as part of the Campaign brief. The Creator must include the campaign tag and every hashtag and mention the Brand has specified in the published Deliverable, and Spongle checks for their presence when the Deliverable is submitted for verification. 6.2 Pitch Submission Creators respond to Campaigns with Pitches containing: A video proposal lasting up to 60 seconds (maximum 100MB file size); Their proposed compensation; and A description of their content approach. To submit a Pitch, a Creator must: (a) have a connected Stripe Connect account (Section 8.2) -- the Platform will not allow a Pitch to proceed without one; (b) meet the audience threshold in Section 13.1 on at least one connected and verified social account; (c) propose a fee of no less than the Campaign minimum in Section 8.3A; and (d) have a connected and verified account on at least one of the social platforms the Campaign specifies. A Creator may state a preparation time of up to 14 days after acceptance, which becomes part of the Campaign Agreement. A Creator may hold only one live Pitch on a Campaign at a time. A further Pitch on the same Campaign is possible only after the earlier one has been rejected by the Brand or withdrawn by the Creator before acceptance. A Creator who withdraws from a Contract for a Campaign may not pitch for that Campaign again. Pitches must be authentic and reflect a genuine willingness to deliver. Creator social metrics are captured at Pitch submission so Brands can evaluate them. Creators may withdraw Pitches before they are accepted. No new Pitches can be submitted after the Campaign's application deadline. Pitches still awaiting a decision expire automatically when the Campaign end date passes. 6.3 Pitch Review and Decision Brands have three options: Accept: a Contract is generated automatically for both parties to sign, and the Brand is asked to pay once both have signed (Section 7.1); Request Changes: The Brand requests revisions; the Creator modifies and resubmits; or Reject: The Pitch is declined, with no mandatory explanation required. 6.4 Content Delivery After a Contract is signed and funded, the Creator produces and delivers content. The Brand may review Deliverables at any time during the Chargeback Protection Window. Content must align with the Campaign brief, these Terms, and applicable law. Creators must keep published Campaign content visible and unmodified for the Minimum Display Period (Section 1.2), unless the Campaign Agreement specifies a longer period. 6.4A Content Review, Approval, and Publication Review window. When a Creator submits a Content Deliverable, the Brand has seventy-two (72) hours to review it and either approve it, request changes, or reject it. The Platform reminds the Brand during this window. If the Brand takes no action within the 72-hour window, the Deliverable is automatically approved. Requesting changes. The Brand may request changes up to two (2) times per Contract. The Creator may revise and resubmit, and a fresh review window applies to each resubmission. Before the Brand has reviewed a submission, the Creator may replace it without using a revision round. Rejection. The Brand may reject a submitted Deliverable during this pre-publication review, with the consequences set out in Section 8.7A (the Campaign ends and the Creator fee is refunded; Platform Fees, VAT, and Spongle handling fees are non-refundable). Approval fixes the agreed content. When the Brand approves a Deliverable (whether expressly or by the 72-hour window passing), the Platform records an immutable snapshot of the approved content. That snapshot is the agreed standard for what the Creator will publish, and is the reference used if any question later arises about whether the published content matches what was approved. Publication and verification. The Creator then publishes the approved content on the agreed platform. The Platform checks the published post against the approved content — specifically the required hashtags, mentions, and platform (the exact wording of the caption may differ and is not treated as a divergence). If the published post diverges from the approved content, the Creator is asked to correct it. If it is not corrected, the Brand decides whether to accept the post as published or to decline it; if the Brand declines, the Creator fee is refunded under Section 15 (Platform Fees, VAT, and Spongle handling fees are non-refundable). If the Brand does not respond within seventy-two (72) hours, the post is treated as accepted. Spongle does not adjudicate this; it applies the pre-agreed rules in Section 15. Content-only Deliverables. Where the Campaign Agreement does not require the Creator to publish the Deliverable on their own channel (for example a Campaign that grants Usage Rights under Section 10.4 for the Brand's own use), delivery is complete when the Deliverable is approved under this Section, no publication check is carried out, and the approved snapshot is the Deliverable to which the Brand's Usage Rights attach. The Minimum Display Period does not apply to such a Deliverable, and the Brand's rights in it are limited to the Usage Rights stated in the Campaign Agreement (Section 10.4). Every other part of this Section, and Sections 8 and 15, apply to such a Deliverable in the same way as to a published one. 6.5 Restricted Business Declaration a) Before completing payment account setup, Creators must confirm that their business activities do not fall within any restricted business category as defined by our payment processor. The full list of restricted categories is available at the point of account setup. b) Creators who operate in restricted business categories cannot receive payments through the Platform. If Spongle or its payment processor determines that a Creator is operating in a restricted category, their payment account may be suspended or terminated without notice. c) Creators must promptly notify Spongle if their business activities change to include any restricted category. 6.6 Prohibited Industries a) To meet the requirements of our payment processor (Stripe), to comply with applicable law, and to protect the integrity of the Platform, Spongle does not permit businesses that operate wholly or mainly in any of the following industries to use the Platform, and such industries may not be advertised, promoted, or transacted through any Campaign, Pitch, or Deliverable: Adult Content and Services; Cannabis and Marijuana; CBD Products; Counterfeit Goods; Crowdfunding and Fundraising; Cryptocurrency and Blockchain; Dating Services; Debt Collection and Credit Repair; Financial Services and Insurance; Gambling and Betting; Illegal Substances; Legal Firearms and Weapons; Multi-level Marketing and Pyramid Schemes; Pharmaceuticals and Medical Devices; Supplements and Nutraceuticals; Tobacco and Vaping; and Unlicensed Financial Services. b) When a Brand creates an Account, it must select the industry in which its business operates. A Brand whose business falls wholly or mainly within a prohibited industry is not eligible to use the Platform, and a prohibited industry may not be the subject of any Campaign. c) You must not use the Platform to advertise, promote, or transact in any product or service falling within a prohibited industry, and you must not provide false or misleading information about the nature of your business in order to circumvent this Section. d) Spongle may refuse, suspend, or terminate any Account, and may decline, withhold, or reverse any related payment, where it determines (acting reasonably) that a User operates wholly or mainly within a prohibited industry or has otherwise breached this Section. This is in addition to, and does not limit, Spongle's other rights under these Terms, including under Section 16 (Prohibited Activities and Enforcement). e) The list of prohibited industries reflects the requirements of our payment processor and Spongle's policies and may be updated from time to time in accordance with Section 27.1 (Amendments). This Section is in addition to, and does not limit, the Restricted Business Declaration in Section 6.5 (which addresses restricted business categories for Creators receiving payment).

7.1 Contract Generation and Signing When a Brand accepts a Pitch, the Platform automatically generates a digital contract incorporating the Campaign details and Pitch terms. Each Contract specifies the parties, scope of work, Deliverable requirements, payment conditions, content usage rights, exclusivity periods (if applicable), disclosure obligations, Minimum Display Period, and timelines. Both parties must digitally sign for the Contract to be enforceable. A Creator cannot sign a Contract until the information required under Section 8.12A has been provided and accepted. The Brand signs first, and the Creator may sign only after the Brand has signed; the Contract becomes enforceable only once both have signed. A Contract that has not been signed by both parties and funded by the Brand within 14 days of its generation expires automatically, and no payment is taken. 7.2 Legal Validity of Electronic Signatures Electronic signatures made on the Platform cannot be denied legal effect, or refused as evidence, solely because they are in electronic form. They are recognised under: Irish Electronic Commerce Act 2000, Sections 13 and 19; UK Electronic Communications Act 2000, Section 7; and EU Regulation No 910/2014 (eIDAS), Article 25(1). 7.3 Audit Trail and Storage The Platform maintains a detailed audit trail for each Contract, capturing: synchronised timestamps for each signing event, signer IP addresses, browser and device details, a record of the consent confirmations given and, where one was completed, of the device authentication step (biometric or passcode), and SHA-256 cryptographic hashes -- including a fingerprint of the agreed text -- for integrity verification. This supports non-repudiation of signed Contracts. Signed Contracts are stored in encrypted cloud infrastructure for at least six years from the end of the Contract (Section 17.4), and longer where a dispute, chargeback, or legal hold requires it, to satisfy legal record-keeping obligations. Both parties can download Contracts as PDFs containing the contract terms, signature details, and the audit trail. Each party's PDF shows its own signing evidence; the other party's IP address and device details are withheld from it and retained by Spongle as signature evidence. 7.4 Signing Method All Campaign Agreements are signed using the Platform's native electronic signature ("click-to-sign") process described in Sections 7.1 to 7.3. Spongle does not currently use a third-party electronic signature service. 7.4A Signing Confirmation, Authentication, and Age Before a signature is recorded, the signing party must (a) scroll through the full Contract, (b) confirm the required consents (that they have read the Contract, consent to signing electronically, and agree to be legally bound by it), and (c) where the signing party signs in a Spongle mobile application, complete a device authentication step. On supported devices this authentication uses a biometric method (such as Face ID, Touch ID, or fingerprint), with a device-passcode fallback. Signatures made on the Spongle website are authenticated by the signing party's logged-in Account session and do not include a device authentication step. Any biometric check is performed by the signing party's own device within its secure hardware; Spongle does not receive or store biometric data, and records only that the authentication step was completed (see the Privacy Policy, Sections 2 and 10). You must be at least 18 years old to sign a Contract, consistent with Section 3.1. The Platform confirms, at the time of signing, that the signing party's recorded date of birth indicates they are aged 18 or over. Once both parties have signed, the agreed Contract terms are fixed and may not be altered. The Platform stores a cryptographic fingerprint of the agreed text so that any subsequent alteration can be detected. Any change requires the existing Contract to be cancelled and a new Contract to be generated and signed. 7.5 Contract Relationship Contracts are agreements between Brands and Creators. Spongle helps create and sign them but is not a contracting party. Disputes arising from Contracts are between the Brand and Creator, governed by Section 15. 7.6 Exchange Rate Information on Contracts Where a Contract involves parties operating in different currencies, the Platform may show a converted amount based on either the exchange rate Stripe applied at the time of payment processing or an approximate market rate used for dashboard display (see Section 8.11). These converted amounts are for reference only and do not form part of the Contract terms. Dashboard and widget summaries use approximate exchange rates that may differ from the actual rate Stripe applies during payment processing. The binding payment obligations under any Contract are denominated in the currency specified in the Campaign Agreement. Neither party may rely on a displayed converted amount as the basis for a claim under the Contract. Check your Stripe dashboard for authoritative transaction amounts.

8.1 Payment Processor All Platform payments go through Stripe, a PCI-DSS Level 1 certified processor. Spongle does not directly store credit card numbers or sensitive payment credentials. By using the Platform, you agree to Stripe's terms of service. You represent and warrant that you have the legal right to use any payment method associated with your Account. 8.2 Creator Payments Creators receive their full negotiated fee. No commission is deducted from Creator earnings. Creators must complete Stripe Connect onboarding (including identity verification) before they can receive payment. 8.3 Brand Payment Obligations When a Brand funds a Contract (after both parties have signed it), the Brand is charged for: Component Description Creator Fee The full negotiated creator compensation Platform Fee 18% of the Creator fee. One flat rate for every Brand; there is no subscription and no discounted tier Spongle Handling Fee Spongle's published rate on card-funded Campaigns — 6% for EUR and 8% for GBP (see Section 8.4); covers Stripe's transaction costs and is not a direct pass-through VAT VAT charged by Spongle, where applicable, on Spongle's own Platform Fee and Spongle Handling Fee (see Section 8.5). Spongle does not separately add VAT to the Creator Fee; any VAT or other tax that a Creator determines they are required to charge must be included by the Creator within their proposed Creator Fee (see Section 8.12). 8.3A Campaign Limits Campaigns are priced in euro (EUR) or pounds sterling (GBP), chosen by the Brand when the Campaign is created. The Creator’s fee for a Campaign must be at least €149 or £149, according to the Campaign currency, and is not a converted equivalent. This €149 / £149 minimum is an introductory launch price. Spongle intends to raise it to €249 / £249 approximately six months after launch. Spongle reserves the right to extend the introductory price beyond that period at its sole discretion, and any extension will be communicated on the Spongle website. Any increase is announced in advance under Section 4.10 and applies only to Campaigns created after it takes effect. The total amount payable for a single Campaign — the Creator’s fee together with the Platform Fee, the Spongle Handling Fee, and any VAT — may not exceed €5,000 or £5,000, according to the Campaign currency. Campaigns above this limit are not supported at present. If a Brand needs to run a larger Campaign, they must contact Spongle before creating it. Bank transfer funding is not currently available. All Campaigns are funded by card, and the card timings set out in these Terms apply. Where these Terms refer to bank-transfer funding, those provisions will take effect if and when we make that funding method available. Payment timing limit. Spongle will not accept a Brand's payment for a Contract where, at the time of payment, the date on which the Creator fee would be released under Section 8.6 (calculated from the Campaign end date and the funding method) would fall more than seventy (70) calendar days after the date of payment. In that case no charge is made, and the Brand is asked to contact support@spongle.co. 8.3B Product Cost Reimbursement Where a Brand specifies in a Campaign that the Creator's cost of obtaining the product will be reimbursed, the following applies. (a) What it is. The Brand states the amount of the Product Cost Reimbursement when creating the Campaign. That amount is fixed when the Contract is generated and cannot be changed afterwards by either party. (b) How it is collected. The Product Cost Reimbursement is collected from the Brand at the same time and in the same charge as the Creator fee, and is held in the same way and for the same period as the Creator fee under Section 8.6. (c) It is passed through in full. The Product Cost Reimbursement is paid to the Creator in addition to, and separately from, the Creator fee. Spongle deducts nothing from it and retains no part of it. (d) No Platform Fee is charged on it. The Platform Fee is calculated on the Creator fee alone. Adding a Product Cost Reimbursement to a Campaign does not increase the Platform Fee. The Spongle Handling Fee is calculated on the total amount charged and therefore does apply to the Product Cost Reimbursement, in accordance with Section 8.4. (e) The Platform Fee is charged regardless. The Platform Fee, the Spongle Handling Fee, and the VAT charged on them are payable whether or not a Campaign includes a Product Cost Reimbursement, and are non-refundable in every outcome, including every outcome in which a Product Cost Reimbursement is returned to the Brand. Section 8.8 applies unchanged. (f) When it is returned to the Brand. The Product Cost Reimbursement follows the Creator fee. Wherever these Terms provide for the Creator fee to be returned to the Brand -- rejection of a Deliverable before publication (Section 8.7A), an unremedied breach of the display requirement (Section 15.3(d)), non-delivery, or a dispute confirmed in the Brand's favour (Section 15.3(c)) -- the Product Cost Reimbursement is returned to the Brand in full at the same time. Wherever the Creator fee is released to the Creator, the Product Cost Reimbursement is released with it. (g) Campaign limits. A Product Cost Reimbursement counts towards the total Campaign amount for the purposes of Section 8.3A. Spongle applies a maximum Product Cost Reimbursement per Campaign, shown at the point the Campaign is created, and may vary it in accordance with Section 27.1. (h) The underlying supply is not Spongle's. A Product Cost Reimbursement is a payment between a Brand and a Creator, collected and transmitted by Spongle in its capacity as limited payment collection agent (Section 27.9). Spongle does not supply, select, source, or take title to any product, and gives no warranty as to the product the Creator obtains with it. Sections 5.2A and 22 apply. 8.4 Spongle Handling Fee Spongle charges a Spongle Handling Fee on all card-funded Campaigns at a published rate determined by the Campaign currency: 6% for Campaigns priced in euro (EUR) and 8% for Campaigns priced in pounds sterling (GBP). The fee is calculated on the total amount charged — that is, it is the stated percentage of the final total the Brand pays, so the fee is itself included in the amount on which it is calculated. This is the same basis stated in Section 8.3B(d). Because VAT (Section 8.5) is charged on the Platform Fee and on the Spongle Handling Fee, the total on which the Spongle Handling Fee is calculated includes that VAT where it applies. Worked example: a EUR 1,000 Creator fee for a Brand to whom no VAT applies -- Creator fee EUR 1,000.00, Platform Fee EUR 180.00 (18%), Spongle Handling Fee EUR 75.32, total EUR 1,255.32. Where VAT applies, it is added on the Platform Fee and the Spongle Handling Fee and the total is correspondingly higher. The exact amount is calculated at checkout and shown in full before the Brand confirms payment. This is Spongle's own published rate, not a direct pass-through of Stripe's per-transaction charge. Stripe's actual cost to Spongle varies by card type, currency, and country (for example, approximately 1.5% + EUR 0.25 for European cards, and more for non-European or cross-border cards, plus a currency-conversion fee where applicable); these published rates are set to cover that cost across all cases for the relevant currency. If Spongle makes bank-transfer funding available, the Spongle Handling Fee for bank-transfer-funded Campaigns will be published, and shown at checkout, before that funding method can be selected. The Spongle Handling Fee is non-refundable in all circumstances, and the exact amount is calculated at checkout and itemised on the Brand's receipt before payment is confirmed. 8.5 VAT Spongle is registered for VAT in Ireland under VAT registration number IE4749783DH. VAT charged and accounted for by Spongle relates to Spongle's own fees and services, including the Platform Fee and Spongle Handling Fee, where VAT is applicable. Spongle does not determine whether VAT applies to a Creator's services, calculate or separately add VAT to a Creator Fee, or account for a Creator's VAT to any tax authority on the Creator's behalf. The Creator Fee entered by a Creator when submitting a Pitch is the total amount that the Creator proposes to charge for the Campaign. A Creator is responsible for determining whether VAT or any other tax applies to their services and, where applicable, for including that amount within the Creator Fee they propose, in accordance with Section 8.12. Spongle does not treat the Creator Fee or any Product Cost Reimbursement as consideration for a service supplied by Spongle. Any Product Cost Reimbursement is separate from Spongle's own fees. Each Creator remains responsible for determining the tax treatment, if any, that applies to amounts they receive. VAT on Spongle's own fees is determined in accordance with applicable VAT law, including the applicable place-of-supply rules, based on factors including the Brand's business status, place of establishment and the information or evidence available to Spongle. Irish VAT will be charged where required by law. Where a Brand is established outside Ireland and the applicable business-to-business place-of-supply rules apply, Irish VAT will not be charged where Spongle has sufficient information to support that treatment. Reverse-charge treatment will be applied where required. Spongle may ask a Brand to provide a VAT identification number or other information reasonably required to establish its business and tax status. VAT identification numbers may be validated using the relevant official validation service where available. Where Spongle does not have sufficient information to support a particular VAT treatment, Spongle may apply VAT as required by applicable law. Any VAT charged by Spongle is calculated and itemised at checkout before the Brand confirms payment. Displayed Platform prices exclude VAT unless stated otherwise. 8.6 Payment Protection Process All payments are processed and held securely by Stripe. Here's how payment protection works: Immediate Capture: When the Brand funds a Contract, the Brand's payment method is charged for the full amount at the moment of confirmation. The charge is captured onto the Spongle Platform account immediately and the funds are held there. Funds Held Securely: The collected funds remain held on the Spongle Platform account while the Creator produces, publishes, and submits the Deliverables. The Creator cannot access these funds during this period. Chargeback Protection Window: Funds remain held throughout the Chargeback Protection Window, which begins on the later of the Campaign end date or the date of the last verified Deliverable. During the window the Brand may approve the Deliverables (which marks the Brand's satisfaction but does not by itself bring forward the release -- see Section 8.6A) or refer a dispute under Section 15.3(c). Revision requests (a maximum of two per Contract) are available only during content review before publication (Section 6.4A). Automatic Release at the Release Time: At the end of the Chargeback Protection Window, if no dispute, breach, or admin hold is in place, the release takes place at the Release Time, being 18:00 (Europe/Dublin) on the Sunday immediately before the Payday (Section 1.2). Funds are automatically transferred to the Creator's connected Stripe account via stripe.transfers.create (separate charges and transfers pattern), so that they are included in the Creator's payout on the Payday under Stripe Connect's weekly Monday payout cycle, giving Brands and Creators a predictable payment day. Where the Payday is a public holiday in Ireland, the Release Time is unchanged, and the payout is expected on, and the Platform shows, the next Working Day. The release is always subject to the maximum holding period in Section 8.6B. All Campaign funds are processed by Stripe and held on the Spongle Platform's Stripe account until released. Spongle acts as a limited payment collection agent for the Creator Fee, collecting and transmitting funds on the Creator's behalf until the Campaign Agreement is completed and approved, cancelled, or refunded. 8.6A Early Release by the Brand Once a Deliverable has been verified as published, a Brand may choose to release the held Creator fee (together with any Product Cost Reimbursement) before the Chargeback Protection Window ends. Early release is available from the Payments menu (Recent Activity, then the held payment) and requires the Brand to confirm the release, which the Platform states cannot be undone. By confirming, the Brand ends its Chargeback Protection Window for that Campaign. On confirmation the funds are transferred to the Creator's connected Stripe account immediately, and the Creator's payout schedule then applies (Section 8.7). Early release is final and irrevocable. It is treated as acceptance of the Deliverables under Section 15.4; the Brand gives up the remainder of the window and the right to refer a dispute under Section 15.3(c) for that Campaign; and no refund of the Creator fee is available afterwards. Early release is not available while a dispute, detected breach, administrative hold, or fraud warning relating to the Campaign is open, or before any Deliverable has been verified. The Platform Fee, VAT, and Spongle Handling Fee are unaffected by early release and remain non-refundable. 8.6B Maximum Holding Period In short: Spongle applies a maximum holding period to Campaign payments so that Campaign funds are not held indefinitely. Subject only to amounts that Spongle is required by law to withhold under Section 8.12A(e), every held Creator Fee and any Product Cost Reimbursement will be released to the Creator or refunded to the Brand under these Terms no later than eighty-five (85) calendar days after the Brand's payment was captured. (a) Why this limit applies. Spongle uses the Maximum Holding Date as an operational safeguard and to provide Brands and Creators with a clear final deadline for the release or refund of Campaign funds. The Campaign length and payment timing rules in Sections 6.1 and 8.3A are designed so that, in the normal course, Campaign funds are released or refunded before the Maximum Holding Date. (b) The limit. Subject only to paragraph (e), and notwithstanding any other provision of these Terms, the Creator fee for a Contract, together with any Product Cost Reimbursement, will be either released to the Creator or refunded to the Brand no later than the Maximum Holding Date. Where the release date that would otherwise apply under Section 8.6 (including the Release Time rule and any resumed Release Window Remainder) would fall after the Maximum Holding Date, the release takes place on or before the Maximum Holding Date instead, and any part of the Chargeback Protection Window, and any right to refer a dispute, that would otherwise continue after that date ends on it. (c) Matters still open. Where the release is suspended or held because of a dispute referred under Section 15.3(c), a breach or appeal under Section 15.3(d), a Stripe Early Fraud Warning, an administrative hold, or any other review, Spongle will decide the matter by the Maximum Holding Date on the information then available to it, applying the pre-agreed rules in Sections 8.8, 8.15, 8.16 and 15.3. Where those rules do not result in a refund to the Brand, the Creator fee is released to the Creator; where the position is otherwise balanced, the default outcome in Section 15.3(c), release to the Creator, applies. Where Spongle reasonably believes that the Brand's payment was unauthorised or fraudulent, it may instead refund the Creator fee, or the whole payment where the law requires it, to the original payment method. The parties' rights against each other outside the Platform (Section 15) are unaffected. (d) Chargebacks. While a chargeback is open, the disputed amount is withdrawn by Stripe and is not held on the Spongle Platform account. Where a chargeback relating to a Contract remains open on the Maximum Holding Date, the Creator fee is dealt with under Section 8.13(d) once the chargeback has been resolved; if it is resolved against the Brand, Spongle will pay the Creator fee to the Creator as soon as reasonably practicable after the funds are returned to the Spongle Platform account. (e) Missing tax information. Paragraph (b) does not require Spongle to pay a Creator fee that it is required by law to withhold under Section 8.12A(e). Because a Creator must provide the information required under Section 8.12A before signing a Contract, Spongle expects such a withholding to arise only rarely. Where it does, the amount remains owed to the Creator and is paid in accordance with Section 8.12A. (f) Fees unaffected. Nothing in this Section changes what may be refunded. Only the Creator fee and any Product Cost Reimbursement can be refunded; the Platform Fee, the Spongle Handling Fee, and any VAT charged on them remain non-refundable (Sections 8.8 and 15.5). 8.7 Creator Payout Timescales Once a payment is released (automatically at the Release Time at the end of the Chargeback Protection Window, subject to eligibility gates), the Creator Connect account is credited via a Stripe transfer. The Creator's configured payout schedule (weekly Monday anchor by default) then transmits the funds to the Creator's bank account. Total time from release to bank account is typically 1--3 business days depending on location and bank. Stage Typical Duration Contract funding to end of Chargeback Protection Window From the later of the Campaign end date and the last verified delivery until the Release Time (Section 1.2) Window close to release event None: the window closes at the Release Time, 18:00 Europe/Dublin on the Sunday before the Payday, when the release takes place Release to Creator Connect account Immediate, at the Release Time Connect account to Creator's bank 1--3 business days (weekly Monday payout schedule) Latest date for release or refund No later than 85 calendar days after the Brand's payment was captured, in every case (Section 8.6B) These timescales are approximate and depend on the Creator's bank, country, and Stripe's processing schedule. Spongle is not responsible for delays caused by Stripe, financial institutions, or incorrect payment information the Creator has provided. 8.7A Dispute Handling Spongle does not charge a dispute or mediation fee, and does not operate a mediation, arbitration, or creative-quality review process for content disputes. Where a Brand refers a dispute, Spongle confirms the outcome only by an objective, evidence-based comparison of the approved content against the published post and the monitoring record, applying the pre-agreed rules in Section 15; it does not judge creative quality and does not act as a court, tribunal, or arbitrator between Users (see Section 15). Where you (Brand) reject a Creator's submitted Content Deliverable during pre-publication review (after up to two rounds of requested changes, or earlier), the Campaign ends and the Creator fee is automatically refunded to you. Platform Fees, VAT, and Spongle handling fees are non-refundable. No fee is charged for rejecting a Deliverable or for processing this refund. Post-publication disagreements are governed by the automated rules and dispute process set out in Section 15. Spongle does not charge a fee to raise or handle a Section 15 dispute, and does not take either party's side. Spongle may introduce a dispute-handling fee in future, on at least 30 days' notice through the Platform and these Terms, and you may close your Account before any such change takes effect if you do not accept it. No such fee is in effect. 8.8 Refunds In short: only the Creator fee (and any Product Cost Reimbursement) can be refunded to a Brand. The platform fee, the Spongle handling fee, and the VAT charged on them are non-refundable except where the law requires otherwise, because they pay for services already provided. A refund can only arise while Campaign funds are still held — during the Chargeback Protection Window (which ends at the Release Time, Section 1.2), and never later than the Maximum Holding Date (Section 8.6B). Once the Brand approves the content, releases the payment early, or the window closes without a dispute, the outcome is final. Refunds of subscription and Campaign Boost payments are dealt with in Sections 9.4, 9.6 and 21, not in this Section. Only the Creator fee and any Product Cost Reimbursement can be refunded to a Brand. The platform fee, the Spongle handling fee, and the VAT charged on them are non-refundable in all circumstances, except where a refund is required by applicable law. These charges cover services Spongle has already delivered — campaign listing, pitch facilitation, contract generation, and payment processing — regardless of how a campaign or dispute ends. Any refund is returned to the Brand's original payment method. Spongle applies objective, pre-agreed rules and does not judge creative quality, style, or taste. The Creator fee is returned to the Brand when: Content is rejected before it is posted — during pre-publication review (after up to two rounds of requested changes), the Brand rejects the submitted content. The campaign ends and the Creator fee is refunded. No fee is charged for this. Published content diverges and the Brand declines it — the published post does not match the approved content in a required respect (hashtags, mentions, or platform) and the Creator does not correct it. Caption wording differences are not a divergence. If the Brand does not respond within 72 hours, the post is treated as accepted. A referred dispute is confirmed in the Brand's favour — Spongle compares the approved content against the published post and the monitoring record. Where the position is balanced, the default outcome is release to the Creator. A Brand may refer no more than two disputes in respect of each Contract. The Creator breaches the display requirement — the Creator deletes or materially changes the post during the Minimum Display Period (until the Campaign end date, or 30 days from publication where the Campaign has no end date) and, after a 30-minute grace period and a 48-hour cure period, does not restore it. The Creator does not deliver — the campaign end date passes with no verified delivery. The Creator fee is refunded automatically. The Creator closes their Account before delivering — the Creator closes their Account before the Deliverable has been published and verified (Section 8.16(d)). A closed Creator's post is reported as removed and not restored — Spongle can no longer check a closed Creator's post, the Brand reports that it has been removed during the Minimum Display Period, and the Creator does not restore it within the 48-hour cure period (Section 8.16(f)). Where a Brand closes its Account before approving the Content, the Creator fee is divided under Section 8.15 (Section 8.16(c)). The following conditions apply to every campaign refund: Timing — a Brand can review, reject, decline, or dispute only while funds are held, during the Chargeback Protection Window, beginning on the later of the campaign end date or the last verified delivery. Funds are never held beyond the Maximum Holding Date, and any matter still open by then is decided under Section 8.6B. Approval is final — once a Brand approves the content, releases the payment early (Section 8.6A), or lets the window close without a dispute, that acceptance is final and irrevocable. No refund is available afterwards. Objective grounds only — dissatisfaction with creative quality or style is not, by itself, a ground for a refund. No dispute fee — Spongle does not currently charge any fee to raise or handle a dispute. Chargebacks are dealt with in Section 8.13. Set-off is dealt with in Section 8.10. Where a Campaign included a Product Cost Reimbursement, the reimbursement is returned to the Brand together with the Creator fee in each of the situations listed above, and is retained by the Creator wherever the Creator fee is retained (Section 8.3B(f)). Nothing in this Section entitles a Brand to a refund of the cost or value of a product it has sent to a Creator (Section 5.2A(d)). Cancellation by a Brand under Section 8.15 is not a refund trigger. It divides the Creator fee between the parties rather than returning it, and the non-refundable charges above apply to it unchanged. 8.9 Late Payment Spongle does not charge interest on overdue amounts. Where amounts are owed to Spongle and not paid when due, statutory rights in respect of late payment between commercial parties may apply under the European Communities (Late Payment in Commercial Transactions) Regulations 2012 (S.I. No. 580/2012) or the UK Late Payment of Commercial Debts (Interest) Act 1998, where applicable, and Spongle may recover reasonable costs of collection. 8.10 Right of Set-Off Spongle reserves the right to set off, deduct, or withhold any amounts you owe to Spongle from any payments otherwise due to you, including Creator Payouts, refunds, or Account balances. We will notify you of any set-off and the reasons behind it. 8.10A Deduction of a Declared Product Value This Section applies only where a Brand has shipped a product to a Creator, the Campaign Agreement records a Declared Product Value, and the Creator has not delivered the Deliverables required by that Campaign Agreement. (a) Request, not automatic. The Brand may ask Spongle to deduct an amount, up to the Declared Product Value, from any sum otherwise payable to the Creator for that Campaign. No deduction is made automatically. A Creator's fee is never reduced by the operation of a rule alone. (b) The Creator is heard first. Spongle will notify the Creator of the request, give the reason for it, and give the Creator a reasonable opportunity to respond before any deduction is made. (c) How it is decided. Spongle will decide the request by reference to the verified record only -- the Campaign Agreement, the Declared Product Value recorded in it, whether the product was marked as despatched, and whether a Deliverable was submitted, verified, or published. Spongle does not assess the condition, value, or whereabouts of the product, and makes no finding about either party's conduct beyond those verified facts. (d) Limits. A deduction may not exceed the Declared Product Value, may not exceed the amount otherwise payable to the Creator for that Campaign, and may be made only once per Campaign Agreement. Where the Campaign Agreement records no Declared Product Value, no deduction is available under this Section. (e) What it is not. A deduction under this Section is an administrative step taken between the Brand and the Creator through the Platform. It is not an adjudication of the underlying dispute, does not determine either party's legal rights, and does not prevent either party from pursuing the other. Section 15.1 continues to apply. (f) Where the deduction goes. An amount deducted under this Section is returned to the Brand. Spongle retains no part of it, and the Platform Fee, VAT, and Spongle Handling Fee are unaffected. (g) Review. A Creator may challenge a deduction under this Section by emailing support@spongle.co within 14 days, and Spongle will provide a reasoned response. Your statutory rights, and your right to pursue the Brand directly, are unaffected. 8.11 Multi-Currency, Exchange Rates, and Payment Documents The Platform currently supports Campaign transactions in euro (EUR) and pounds sterling (GBP). Where the Platform shows an amount converted into another currency for display purposes, that converted amount is provided for reference only and does not change the currency in which the Campaign Agreement or transaction is denominated. Exchange Rate Source: Currency conversions shown on the Platform may come from two sources: Transaction-level conversions (on completed payments, contracts, and accepted pitches) are based on the actual exchange rate Stripe applied when the payment was processed. These come directly from Stripe's payment processing records and reflect the rate used for that specific transaction. Dashboard and widget display conversions (on earnings summaries, payment widgets, and balance overviews) use approximate exchange rates from third-party market data providers to convert amounts into your preferred display currency. These rates are updated periodically, cached for performance, and may differ from what Stripe actually applies at the time of payment processing. Exchange Rate Disclaimer: Exchange rates shown on the Platform come from Stripe or third-party market data providers. Spongle does not set, control, or influence exchange rates. Rates may change at any time and may differ between transactions. Any converted amounts shown -- whether on dashboards, widgets, or transaction records -- are for reference only and do not form part of any Campaign Agreement or Contract between Users. Dashboard and widget amounts are approximate conversions and may not match the exact amounts Stripe processes. Check your Stripe dashboard for authoritative transaction amounts and exchange rates. Spongle accepts no liability for exchange rate fluctuations, differences between displayed and actual settlement amounts, or any loss arising from currency conversion. You acknowledge that the exchange rate applied to your transaction is determined solely by Stripe in accordance with Stripe's own policies and terms of service. Spongle is not responsible for currency exchange rate fluctuations or fees imposed by your bank or payment provider. For each Campaign payment, Spongle makes a Campaign payment statement or receipt available through the Platform showing the amounts collected, including the Creator Fee, any Product Cost Reimbursement, Spongle's Platform Fee, the Spongle Handling Fee and any VAT charged by Spongle. That Campaign payment statement or receipt does not represent that Spongle supplied the Creator's underlying services and does not replace any VAT invoice or other tax document that a Creator is legally required to issue to a Brand. Where required, Spongle will issue or make available an appropriate invoice or tax document in respect of Spongle's own fees and services. 8.12 Tax Responsibilities Each User is solely responsible for determining, declaring, reporting and paying the taxes, social insurance contributions and other statutory amounts that apply to their own business, income and activities, including Income Tax, Corporation Tax, VAT, sales tax, USC, PRSI, National Insurance and equivalent obligations where applicable. This does not transfer to a User any tax that Spongle is legally responsible for in respect of Spongle's own fees or services. Spongle does not provide individual tax, legal or accounting advice. A Creator is solely responsible for determining whether VAT or any other tax applies to the services they provide to a Brand. The Creator Fee proposed through the Platform must include any VAT or other tax that the Creator determines they are required to charge. Spongle does not determine whether VAT applies to a Creator's services, calculate or separately add VAT to a Creator Fee, or account for a Creator's VAT to any tax authority on the Creator's behalf. Spongle does not calculate, separately add, deduct or pay a Creator's Income Tax, VAT, USC, PRSI, National Insurance, social insurance or other personal or business tax liabilities on the Creator's behalf, except where Spongle is expressly required by law to withhold or take action in relation to a payment. Where a Creator is legally required to issue a VAT invoice or other tax document in respect of their services, responsibility for issuing that document and complying with the applicable invoicing requirements rests with the Creator. Any VAT charged by Spongle under Section 8.5 relates to Spongle's own fees and services and is separate from any tax obligation of a Creator or Brand. Spongle remains responsible for determining, collecting, reporting and remitting taxes that apply to Spongle's own fees and services. Users should obtain independent professional advice where required. Users must provide accurate tax information to Spongle or Stripe where reasonably requested or where required by law. Section 8.12A applies separately to Spongle's statutory platform-reporting obligations. 8.12A Platform Tax Reporting Spongle is required by applicable platform-reporting legislation to collect, verify and report specified information about certain Creators who carry out reportable activities or receive or are credited with consideration through the Platform. Spongle reports to the Revenue Commissioners in Ireland under Council Directive (EU) 2021/514 ("DAC7") as implemented in Irish law and, where applicable to sellers resident in partner jurisdictions outside the European Union, under the OECD Model Rules for Reporting by Platform Operators ("MRDP"). The Revenue Commissioners pass the information reported to the tax authority of the country in which the Creator is resident for tax purposes. The information required depends on whether the Creator is an individual or an entity and on the reporting regime that applies. a) Information You Must Provide. Before entering into their first Campaign Agreement, a Creator must provide the tax and identification information reasonably required by Spongle to comply with applicable DAC7 or MRDP due-diligence and reporting obligations. It is provided in the Payments area of the Account (or in the tax details step shown before signing). For a Creator who is an individual, this may include: first and last legal name; primary address; date of birth; tax residence; each required Tax Identification Number and its jurisdiction of issue (in Ireland, the Personal Public Service Number; in the United Kingdom, the National Insurance number; elsewhere, the Tax Identification Number issued by the country of tax residence); where DAC7 applies and no TIN has been issued, place of birth; and where DAC7 applies, a VAT identification number if the Creator has one. For a Creator that is an entity, this may include: legal name; primary business address; tax residence; each required Tax Identification Number and its jurisdiction of issue; business registration number; where required under DAC7, a VAT identification number if available; and information concerning a permanent establishment where applicable and required by law. The precise information requested may vary according to the Creator's country of residence, legal form and the reporting regime that applies. The tax details step on the Platform currently collects the information required for Creators who are individuals; a Creator that is an entity must contact support@spongle.co before submitting a Pitch so that Spongle can collect the information required for that Creator. This information is collected for statutory due-diligence and reporting purposes. Providing it does not transfer the Creator's own tax liabilities or obligations to Spongle. This information is collected by Spongle, not by Stripe. Spongle may pre-fill some of it from the details held in your Stripe connected account, and you must check and confirm it before it is saved. Spongle may check the information against other information available to it and may ask you to correct it. How Spongle handles this information is described in the Privacy Policy. a1) Declaration and Checks. When you provide the information, you must confirm that the tax identification number is your own (or, for an entity, that of the entity) and that the information is correct. Where a VAT identification number or other tax identifier is provided, Spongle may validate it using the relevant official or other legally permitted verification source available for that type of identifier and jurisdiction. Spongle may refuse information that is invalid, inconsistent, appears to be fabricated or belongs to another person or entity, and may require the Creator to correct or substantiate that information before proceeding. Without limiting that, Spongle will not accept the information, and you will not be able to sign a Contract, where: the tax identification number does not have the format or check digit used by the country that issued it, or appears to be an example or placeholder number; the tax identification number is already held on another Spongle Account; or, for an individual Creator, the date of birth does not match the date of birth given to Stripe for the connected account. Where Spongle refuses information because the tax identification number is already held on another Account, you may contact support@spongle.co. Providing false information, or knowingly providing a Tax Identification Number or other tax identifier belonging to another person or entity without lawful authority, is a breach of these Terms. b) What Is Reported. Spongle will report the information you provide under paragraph (a), together with the total consideration paid or credited to you in each quarter of the calendar year, the number of Campaigns involved, and the fees, commissions and taxes charged or withheld. Reports are made once a year, by 31 January in respect of the previous calendar year. c) Your Copy. By 31 January of each year, Spongle will provide you with a copy of the information reported about you for the previous calendar year. d) Payouts. Where the required information is missing, or is found to be incorrect or no longer valid, after you have signed a Contract, Spongle or Stripe may withhold payment of your Creator Fee as set out in paragraph (e). Funds withheld under this Section remain payable to you, and are released once the information has been provided and verified or as set out in paragraph (e). e) Missing or Incorrect Information After Signing. Where, after you have signed a Contract, Spongle needs information from you under this Section (for example because information you gave is found to be incorrect or no longer valid), Spongle will ask you for it and, if you do not provide it, will send you two written reminders. If the information has still not been provided 60 days after the second reminder, Spongle will, until it has been provided: (i) withhold payment of any Creator Fee due to you; (ii) suspend your Account so that you cannot submit new Pitches, sign new Contracts, or otherwise arrange new Campaigns through the Platform; and (iii) prevent you from opening a new Account. If the information has still not been provided 24 months after that point, Spongle will pay you the amounts withheld, close your Account, and prevent you from reopening it or opening a new Account until the information has been provided. None of these steps releases you from your obligations under any Contract already signed. Spongle will report payments made to you as the law requires, including, where you have not provided your tax identification number, the fact that it has not been provided. Spongle keeps a record of each request and reminder it sends, and of each step it takes under this paragraph, for six years from the end of the calendar year in which it was sent or taken. f) Accuracy. You are responsible for the accuracy of the information you provide and for updating it in the Payments area of your Account if it changes. Section 8.12 continues to apply: providing this information does not transfer any of your own tax obligations to Spongle. 8.13 Chargebacks a) Brand Liability. If a cardholder (including the Brand itself) initiates a chargeback or payment dispute with their card issuer relating to a Campaign Payment, the Brand is solely responsible for any resulting losses, fees, and fines from the payment processor or card network. b) Chargeback Fees. Where a chargeback is resolved against the Brand, Spongle will invoice the Brand for the dispute fee charged to Spongle by the payment processor, together with VAT where applicable (Section 8.5). This fee is non-refundable. c) Evidence Submission. Spongle may, at its discretion, submit evidence to the payment processor on the Brand's behalf to contest a chargeback. This may include Campaign details, Contract records, delivery confirmations, payment receipts, and technical records of the disputed payment and of the Brand's earlier undisputed payments — including the IP address observed when each payment was started, the user-agent string, the payment channel, and the email address and Account identifier associated with those payments. Where a card network scheme permits a chargeback to be contested by demonstrating a consistent history of undisputed payments by the same cardholder (for example Visa Compelling Evidence 3.0), the Brand acknowledges that Spongle may rely on records of the Brand's earlier undisputed payments for that purpose. This processing is described in the Privacy Policy. Spongle does not guarantee the outcome of any chargeback dispute. d) Payment Freeze. When a chargeback is filed, any related held funds are frozen until it's resolved. If the chargeback is resolved in the Brand's favour, the funds go back to the cardholder. If resolved against the Brand, funds are released normally. Section 8.6B(d) applies where a chargeback remains open on the Maximum Holding Date. e) Right of Recovery. Spongle reserves the right to recover chargeback losses and fees from the Brand by any means available, including invoicing, set-off against future payments, or collection proceedings. 8.14 Third-Party Processor and Infrastructure Outages Payment collection, holding, and release on the Platform depend on third-party service providers, including Stripe (the authorised payment processor and Stripe Connect platform), the Platform's cloud database, storage, and hosting providers, and the banking and card networks through which funds move. These providers operate independently of Spongle. Where an outage, suspension, degradation, scheduled maintenance, technical failure, or other interruption affecting any such third-party provider delays, prevents, or otherwise affects the collection of a Payment, the holding of Campaign funds, the release of a Creator Fee, a transfer to a Creator's connected account, or a payout to a bank account, Spongle shall not be liable for that delay, prevention, or interruption, nor for any cost, charge, loss, or consequence arising from it (including, without limitation, late-payment interest, bank charges, currency-conversion differences, lost opportunity, or business loss). The timeframes set out in this Section 8 for payment collection and release (including the Chargeback Protection Window and the Monday-anchored release schedule) are calculated on the basis that the relevant third-party providers are operating normally. They are estimates and not guarantees, and may be extended by any period during which a third-party provider is unavailable or impaired. Where a delay or interruption results from circumstances beyond Spongle's reasonable control, Section 25 (Force Majeure) also applies. Nothing in this Section excludes or limits any liability that cannot lawfully be excluded or limited, including the non-excludable matters set out in Section 23.3 and the mandatory consumer protections preserved in Section 23.4. 8.15 Cancellation by the Brand This Section applies from the date on which Spongle makes Brand cancellation available through the Platform, which will be announced through the Platform; until then, a Brand cannot cancel a Contract through the Platform. A Brand may cancel a Contract after it has been signed and funded, at any time before the Content has been approved. Cancellation ends the Campaign. Where a Campaign has more than one Contract, ending the Campaign cancels each of them under this Section, and the table below applies to each Contract separately. A Brand that closes its Account while it is a party to a funded Contract whose Content has not yet been approved is treated as cancelling that Contract under this Section, at the moment the closure is confirmed (Section 8.16(c)). Where a Brand cancels, the Creator fee is divided as follows: When the Brand cancels Creator receives Returned to the Brand Within 24 hours of the Contract becoming active, no Content submitted Nothing The full Creator fee After 24 hours, no Content submitted 25% of the agreed fee The balance After the Creator has submitted Content 50% of the agreed fee The balance A Contract becomes active when both parties have signed and the Brand's payment has been captured. Where the Creator has submitted Content, the 50% share applies regardless of how soon after the Contract became active the cancellation occurs. The amounts payable to the Creator under this Section are agreed by the parties as a genuine pre-estimate of the Creator's loss, reflecting time reserved and other work declined, and are not a penalty. The Platform Fee, the Spongle Handling Fee, and any VAT charged on them are non-refundable on cancellation, as in every other outcome (Sections 8.4, 8.8 and 15.5). Any amount payable to the Creator on cancellation is confirmed at the point of cancellation and released at the first weekly Release Time (18:00 Europe/Dublin on a Sunday) falling at least 24 hours after the cancellation, for payment in the following Monday payout, in accordance with the release timings in Section 8.6. Cancellation confers no licence or other right to use Content the Creator has produced. Section 10 continues to apply. Once Content has been approved, cancellation under this Section is no longer available and Sections 15.3 and 15.4 govern the outcome. Where a Campaign includes a Product Cost Reimbursement, the percentages in this Section apply to the Creator fee only. The Product Cost Reimbursement is returned to the Brand in full on cancellation, whichever tier applies, and forms no part of the amount payable to the Creator. Cancellation does not entitle the Brand to the return of any product already sent, or to any payment in respect of it (Section 5.2A(e)). 8.15A Cancellation by the Creator This Section applies from the date on which Spongle makes Creator cancellation available through the Platform, which will be announced through the Platform; until then, a Creator cannot cancel a Contract through the Platform. A Creator may cancel a Contract after it has been signed, at any time before the Content has been approved. Where the Brand's payment has not yet been captured, the Contract is withdrawn. No money changes hands, and neither party has any further obligation to the other under that Contract. Where the Brand's payment has been captured, the Creator receives nothing, and the full Creator fee, together with any Product Cost Reimbursement, is returned to the Brand. This applies whether or not the Creator has already produced or submitted Content. The Platform Fee, the Spongle Handling Fee, and any VAT charged on them are non-refundable on cancellation, as in every other outcome (Sections 8.4, 8.8 and 15.5). Cancellation by the Creator confers no licence or other right on the Brand to use Content the Creator has produced. Section 10 continues to apply. Once Content has been approved, cancellation under this Section is no longer available and Sections 15.3 and 15.4 govern the outcome. Cancellation by the Creator is not, of itself, a Material Breach, and Spongle takes no further action against the Creator's Account because of it. A Creator who cancels a Contract under this Section may not submit a further Pitch for the same Campaign. 8.16 Closing an Account During a Live Contract In short: you can close your Account while a deal is in progress. Closing ends your part in each deal that is still in progress, and what happens to the money depends on your role and how far the deal has got, as set out below. The Platform Fee, the Spongle Handling Fee, and any VAT charged on them are never refunded. This Section applies from the date on which Spongle announces through the Platform that it has taken effect, and covers deals signed on or after that date; until then, and for earlier deals, see sub-paragraph (l). (a) Scope. This Section applies where a Brand or a Creator closes its Account under Section 17.1 while it is a party to a Contract that has not yet been completed, cancelled, or refunded (a "live Contract"). Before closure is confirmed, the Platform shows you the outcome that will apply to each live Contract under this Section. The outcome is determined by Spongle at the moment you confirm the closure, on the state of each Contract at that time; if a Contract has progressed since the outcome was shown to you, the outcome that applies at confirmation governs. This Section applies only to Contracts signed on or after the date on which Spongle announces through the Platform that this Section has taken effect (sub-paragraph (l)). (b) Contracts not yet funded. A Contract that has not been signed by both parties, or that has been signed but for which the Brand's payment has not been captured, is withdrawn when either party closes its Account. No money changes hands, and neither party has any further obligation to the other under that Contract. (c) Where the Brand closes its Account. For each funded live Contract: (c)(i) Content not yet approved: the closure is treated as cancellation by the Brand under Section 8.15. The table in Section 8.15 applies by reference to the time at which the closure is confirmed, and any amount payable to the Creator is released in accordance with Section 8.15. (c)(ii) Content approved: where the Content has been approved (expressly, or by the review window passing under Section 6.4A), the Contract cannot be cancelled. It continues to completion, and the Creator is paid the Creator fee in full, together with any Product Cost Reimbursement, on the release date that applies under Section 8.6, subject to the Creator's continuing obligations (including the Minimum Display Period) and to Section 15.3. (c)(iii) While its Account is closed, the Brand cannot take any action on the Contract through the Platform. Where these Terms provide that the Brand's failure to respond within a stated period produces a particular outcome (for example, Sections 6.4A and 8.8), that outcome applies. (d) Where the Creator closes its Account. For each funded live Contract: (d)(i) Deliverable not yet published and verified: where the Deliverable has not been published and verified by the Platform under Section 6.4A (or, for a content-only Deliverable, has not been approved under Section 6.4A), the Creator receives no part of the Creator fee. The Creator fee, together with any Product Cost Reimbursement, is refunded to the Brand and the Contract ends. (d)(ii) Deliverable published and verified: where the Deliverable has been published and verified (or, for a content-only Deliverable, approved), the Contract continues. The Creator is paid the Creator fee in full, together with any Product Cost Reimbursement, on the release date that applies under Section 8.6, provided that the published post remains publicly visible and unmodified for the Minimum Display Period. The Chargeback Protection Window and Section 15 continue to apply. (d)(iii) Published post awaiting correction or the Brand's decision: where the published post has been found to diverge from the approved content under Section 6.4A, the process in Section 6.4A continues unchanged. If the Brand accepts the post, or does not respond within seventy-two (72) hours, the Creator is paid in accordance with sub-paragraph (ii). If the Brand declines it, the Creator fee is refunded to the Brand. (e) Open disputes, breaches and chargebacks. Closing an Account does not withdraw, cancel or suspend a dispute referred under Section 15.3, a breach raised under Section 15.3(d), or a chargeback under Section 8.13. Each continues under the rules that apply to it, on the record available, and the Creator fee (together with any Product Cost Reimbursement) is released or refunded according to the outcome. A party whose Account is closed cannot submit further material through the Platform unless it reopens its Account under Section 17.1. (f) Checking a closed Creator's post. Where sub-paragraph (d)(ii) applies and, during the Minimum Display Period, Spongle has been unable to complete a successful check of the published post for forty-eight (48) hours because the Creator's Account is closed, Spongle will hold the release of the Creator fee and ask the Brand, through the Platform, to confirm whether the post is still publicly visible. If the Brand confirms that it is, or does not respond within seventy-two (72) hours of the request, the post is treated as still publicly visible and the release proceeds under Section 8.6. If the Brand reports that the post has been removed, the report is treated as a breach raised under Section 15.3(d): Spongle will notify the Creator by email and through the Platform, and the Creator has a forty-eight (48) hour cure period from that notification to restore the post, and may appeal as that Section provides. If the post is restored within the cure period and Spongle is able to confirm that it is publicly visible, no refund is made, the hold is lifted, and the release proceeds under Section 8.6. If it is not, and any appeal is not upheld, the Creator fee, together with any Product Cost Reimbursement, is refunded to the Brand. A Creator whose Account is closed may need to reopen it under Section 17.1 so that the restored post can be checked or an appeal submitted (sub-paragraph (e)). A Brand must answer such a request truthfully; a knowingly false report is a breach of these Terms and may be dealt with under Section 16.2. Spongle is entitled to rely on the Brand's response and is not required to verify it independently. (g) Fees. The Platform Fee, the Spongle Handling Fee, and any VAT charged on them are non-refundable in every outcome under this Section, as in every other outcome (Sections 8.4, 8.8 and 15.5). Any refund is returned to the Brand's original payment method (Section 8.8). (h) Payments to a Creator whose Account is closed. Any amount payable to a Creator under this Section is transferred to the Stripe account connected to the Creator's Account. Closing a Spongle Account does not close that Stripe account while any amount due under this Section remains unpaid or any payout of it remains on its way to the Creator's bank account; a Stripe account that Spongle created for the Creator is closed only when the Creator's Account is permanently deleted, in accordance with Section 17.1. The Creator is responsible for keeping that Stripe account able to receive payments until every amount due under this Section has been paid. (i) No licence to Content. Where the Creator fee is refunded to the Brand under this Section, the Brand acquires no licence or other right to use any Content the Creator has produced. Section 10 continues to apply. (j) Payment holds. A payment on one of your Contracts being subject to an administrative hold, a Stripe Early Fraud Warning, or a chargeback does not prevent you from closing your Account. The affected Contract continues, and the Creator fee (together with any Product Cost Reimbursement) is released or refunded according to the outcome of the hold, the fraud review, or the chargeback, in the same way as under sub-paragraph (e), and within the time allowed by Section 8.6B; Section 8.13 continues to apply. Permanent deletion of your Account data is deferred under Section 17.1 until the matter is resolved. Where the Brand's payment for a Contract is still being processed when you ask to close your Account, closure may be delayed until processing has completed, so that the outcome under this Section can be determined. If you have a question about a payment on hold, contact support@spongle.co. (k) Relationship with other provisions. This Section governs how held Campaign funds are released, divided, or refunded when an Account is closed during a live Contract, and it prevails over any other provision of these Terms to the extent of any inconsistency on that question. It does not release either party from obligations that survive under Section 17.3 (including confidentiality, anti-circumvention, and licences already granted), and it does not limit any right either party may have against the other outside the Platform (Section 15). (l) Contracts signed before this Section took effect. This Section applies only to Contracts signed on or after the date on which Spongle announces through the Platform that this Section has taken effect. Where you are a party to a live Contract signed before that date, your Account cannot be closed through Account settings while that Contract remains live; closing your Account does not release you from your obligations under that Contract, and that Contract continues to be governed by the terms that applied when it was signed until it has been completed, cancelled, or refunded. Section 17.1, including the deferral of permanent deletion, applies unchanged. This does not affect your data-protection rights under Section 18.4.

9.1 Brand Pricing Spongle has one price for every Brand. There is no subscription, no sign-up fee, and no activation fee. A Brand pays only when it funds a Contract with a Creator: Platform Fee: 18% of the Creator fee, the same rate for every Brand, added on top of the Creator fee (Section 8.3); the Spongle Handling Fee (Section 8.4); VAT on those two fees where it applies (Section 8.5); and the optional Campaign Boost if a Brand chooses to buy one (Section 9.6). Every Brand has access to the core Widgets -- Campaigns, Payments, Contracts, Messages, and Profile -- together with Platform-native digital contract signing and basic analytics and reporting. 9.2 Creator Plans Spongle is free for Creators. Creators never pay commission or subscription fees -- you keep 100% of your agreed earnings. Free -- EUR 0 forever, 0% commission Core Widgets: Pitches, Payments, Contracts, Messages, Profile Unlimited Campaign applications In-app Brand messaging Secure payment processing with no withdrawal charges 9.3 Payment Example A EUR 500 Campaign (18% Platform Fee): Item Amount Creator Fee (100% to Creator) EUR 500.00 Platform Fee (18% of Creator Fee) EUR 90.00 VAT on the Platform Fee and the Spongle Handling Fee Where applicable (see Section 8.5) Spongle Handling Fee (6% EUR / 8% GBP; see Section 8.4) Calculated at checkout Creator Receives EUR 500.00 9.4 Paid Plans Spongle does not currently offer any paid subscription plan. Spongle may introduce optional paid plans or features in future; if it does, their price, billing cycle, cancellation terms, and the features they include will be set out clearly at the point of purchase and in these Terms before you can buy them, and Section 4.10 applies to their introduction and to any later change. How any paid plan can be bought, and who bills it, will be stated at the point of purchase. No Account may hold more than one plan at a time. Campaign payments are always processed through Stripe. 9.5 [Intentionally left blank] 9.6 Campaign Boost (One-Off Purchase) Where Spongle makes it available, a Brand may buy a Campaign Boost for its own Campaign, provided the Campaign is live, still open to Pitches, and has not ended. A Boost is a one-off purchase, not a subscription. A Brand may buy another Boost for the same Campaign while an earlier Boost is still running; the newer Boost starts its own seven-day period. On the Spongle website, Spongle does not sell a further Boost while the Campaign is already at the top of the feed, because it would not move the Campaign. What a Boost does. A Boost runs for seven (7) days from the moment payment is confirmed, or until the Campaign's end date (as it stands when you buy the Boost) if that comes first. While it runs, the Campaign is ranked in the Creator discovery feed as if it had been posted at the moment the Boost started, so it appears among the newest Campaigns; as newer Campaigns are posted or boosted, it moves down the feed in the normal way. Campaigns from a Creator's own country are still shown ahead of others, and a Boost has less effect, or none, in views a Creator chooses that are ordered in another way (Section 27.17). While a Boost is active, the Campaign may also be shown as the larger "Featured" cover at the top of the default feed; only one Campaign is shown as the cover at a time, and a Campaign boosted more recently may take that place. A Boost only has an effect while the Campaign is shown in the discovery feed: if the Campaign is closed, removed, or otherwise no longer shown, the Boost stops having any effect. What a Boost does not do. A Boost improves visibility only. It does not guarantee any number of views, Pitches, or hires, or any Campaign outcome, and it does not change the Campaign's terms, budget, or workflow. Buying on the Spongle website. A Boost costs €29.99 or £29.99, according to the currency set by the country on your Account. The price includes any VAT that applies under Section 8.5, and the amount shown at checkout is the total you pay. Payment is taken by card through Stripe Checkout, and Spongle issues an invoice and a receipt by email. Buying in the Spongle iOS or Android app. Section 9.6.1 also applies. Starting a Boost. Before you pay, you ask Spongle to start the Boost straight away, and it starts as soon as payment is confirmed. Refunds. Because Brand Accounts are for business use only (Section 2.2), a Boost that has started is not refundable, except (a) where it was charged in error, (b) where Spongle ends it early for a reason that is not your fault, or (c) where a refund is required by law. To ask for a refund on any of these grounds, contact support@spongle.co. A Boost ends early, with no refund, where the Campaign is closed, removed, or restricted because you or the Campaign breached these Terms or the Code of Conduct (Section 16). Where Spongle takes that kind of action, Section 20.3 (Statement of Reasons) and Section 16.3 (Appeals) apply. If, despite Section 2.2, the law treats you as a consumer, Section 21 applies. Refunds and chargebacks end a Boost. If the payment for a Boost is refunded in full, or is disputed through your card issuer, the Boost ends and the Campaign returns to its ordinary place in the feed. Your remedy. If a Boost is not provided as described in this Section, your remedy is, at Spongle's choice, to have the Boost re-run for the days lost or a refund of the price you paid for it. To the extent the law allows, Spongle's total liability for a Boost is limited to the price you paid for it. This does not limit Section 23.3 or any right you have that cannot be excluded by law. Changes. Boost pricing and duration may change under Section 4.10; a change does not affect a Boost already bought. 9.6.1 Boosts bought in the Spongle app Where Spongle makes Boosts available in the Spongle iOS or Android app, and you buy one there, the payment is processed by Apple (App Store) or Google (Google Play), not by Spongle, and the following also applies: Apple or Google sells the in-app purchase to you and collects the payment, and the purchase is also governed by that store's own terms; the price is the price the store shows you for your country, in your local currency; the store gives you the receipt, and Spongle does not issue a VAT invoice for an in-app purchase; requests to cancel or refund an in-app purchase must be made to Apple or Google, which decide them under their own policies; if Apple or Google refunds or revokes the purchase, the Boost ends and the Campaign returns to its ordinary place in the feed, even if the Boost had already started; and Spongle provides the Boost itself, and these Terms govern it however it was bought. 9.7 Complimentary and Promotional Access From time to time, Spongle may grant a Brand complimentary or promotional access to premium or experimental features (for example, as a goodwill gesture, a trial, or a promotional offer), with or without a fixed end date. Complimentary and promotional access is provided free of charge and at Spongle's sole discretion; Spongle may grant, vary, suspend, or withdraw such access at any time, for any reason or no reason, without notice and without any obligation to give an explanation; Such access confers no ongoing entitlement and no right to continued access, compensation, credit, or refund when it is varied or withdrawn; Where it is granted with an end date, it ends automatically on that date and the Account reverts to standard access; and This Section does not affect anything you have paid for, which is governed by Section 9.4, Section 9.6 and Section 21 and is not withdrawn under this Section.

10.1 Your Content You keep full ownership of everything you upload -- profiles, Pitch videos, Campaign media, messages, and Deliverables. 10.2 Licence to Spongle By uploading content, you grant Spongle a non-exclusive, worldwide, royalty-free licence to display, duplicate, and distribute your content solely for running and promoting the Platform. This covers displaying your profile, Pitch, and portfolio to other Users, and using content in Spongle marketing materials for 12 months from upload. You can request removal of your content from Spongle marketing materials by contacting support@spongle.co. This licence includes the right to host, store, cache, transcode, resize, back up, and transmit your User Content, and to sub-license those technical acts to the hosting and infrastructure providers named in the Privacy Policy, solely so that the Platform can operate. To the extent permitted by law, you agree not to assert moral rights against Spongle in respect of those technical acts (for example resizing or generating thumbnails); this does not affect your right to be identified as the author of your content. The licence lasts for as long as your User Content remains on the Platform and, for content that forms part of a contract, payment, dispute, or enforcement record, for the retention periods in Section 17.4. 10.3 Platform Analytics Licence You grant Spongle a perpetual, worldwide, non-exclusive, royalty-free licence to use any data, profile content, and Deliverable metadata on an aggregated and anonymised basis for data analytics, industry reporting, and developing and improving the Platform and its Services, including algorithms and machine learning models. This licence does not extend to using individually identifiable content for AI model training. 10.4 Campaign Content Rights and Usage Rights Ownership. The Creator owns and keeps all Intellectual Property Rights in their Deliverables (Section 10.1). Nothing in these Terms, and no approval, payment, or Usage Rights grant, transfers ownership of a Deliverable to a Brand or to Spongle unless the Brand and Creator expressly agree an assignment in writing in the Campaign Agreement. Default position: no Usage Rights. Unless the Campaign Agreement grants Usage Rights, the Platform does not give the Brand a copy of, or any right to download, edit, reproduce, or reuse, a Creator's Deliverable: the Brand reviews the Deliverable through a time-limited, view-only preview (Section 10.5A), and the Deliverable is published by the Creator on the Creator's own channel. A Brand that wishes to use a Creator's content in any other way must obtain Usage Rights from the Creator, either in the Campaign Agreement or by separate written agreement with the Creator. Brands must not use Creator content beyond what the Creator has expressly agreed in writing. Usage Rights (content licensing, sometimes called "UGC"). A Campaign may ask the Creator to produce content for the Brand's own use rather than, or in addition to, publishing it on the Creator's channel. In that case: (a) the Creator decides which Usage Rights to offer and what to charge for them. The price of Usage Rights is part of the Creator fee the Creator quotes in their Pitch; it is not a separate Spongle charge. The Platform Fee, Spongle Handling Fee, and VAT in Section 8 apply to the whole Creator fee, including any part attributable to Usage Rights, exactly as for any other Campaign; (b) the Usage Rights granted are those, and only those, stated in the Campaign Agreement. The Campaign Agreement should state the permitted uses (for example organic social posts, paid advertising, website, email, or point of sale), the channels, the territory, the duration, and whether the Brand may edit, crop, subtitle, or otherwise adapt the Deliverable. Any use, channel, territory, duration, or adaptation not stated is not granted. Where the Campaign Agreement is silent on duration, Usage Rights last twelve (12) months from the date the Deliverable is approved; where it is silent on territory, they are worldwide; where it is silent on adaptation, the Brand may crop, resize, and add captions or subtitles but may not otherwise alter the Deliverable or use it in a way that misrepresents the Creator's views; (c) Usage Rights are a licence, not an assignment, and are non-exclusive unless the Campaign Agreement expressly states that they are exclusive. Usage Rights are non-transferable and may not be sub-licensed, except that the Brand may allow its own advertising agency, media buyer, or platform partner to use the Deliverable on the Brand's behalf and solely within the scope of the Usage Rights; (d) Usage Rights take effect only when the Deliverable has been approved under Section 6.4A and the Brand has paid the Campaign in full, and they end automatically if the Creator fee for that Deliverable is refunded to the Brand under Section 8.8 or Section 15. Where the Platform provides a way to supply the approved Deliverable file to the Brand, the file is supplied through the Platform on those conditions; otherwise the Creator supplies it in the manner set out in the Campaign Agreement; (e) the Creator's warranties in Section 5.1A apply to every use within the Usage Rights. In particular, the Creator is responsible for ensuring that any music, footage, images, or other third-party material in the Deliverable is licensed for the Brand's intended uses (a social media platform's in-app music library is not licensed for use in a Brand's own advertising), and that every identifiable person in the Deliverable has consented to those uses; (f) the Brand must keep any disclosure, credit, or attribution the Creator reasonably requires under the Campaign Agreement, must comply with Section 14 (advertising disclosure) when publishing the Deliverable, and must stop using the Deliverable, and remove it from its own channels where reasonably practicable, when the Usage Rights end or if the Creator withdraws consent because the Brand's use breaches the Campaign Agreement or these Terms; (g) the Creator may continue to use the Deliverable in their own portfolio and, unless the Campaign Agreement grants exclusive Usage Rights or an exclusivity period, on their own channels; and (h) using a Deliverable outside the scope of the Usage Rights, or after they have ended, is a breach of these Terms and an infringement of the Creator's Intellectual Property Rights, with the consequences in Section 10.5A, and is a User Dispute between the Brand and the Creator under Section 15. Spongle's role. Spongle records the Usage Rights stated in the Campaign Agreement and collects payment for them as part of the Creator fee, but is not a party to the licence between the Brand and the Creator, does not verify that the Creator holds the rights it grants, does not monitor how the Brand uses the Deliverable, and is not responsible for either party's performance of it (Sections 4.3, 15.1, and 15.8). 10.5 Brand Content Licence A Brand grants each Creator engaged for a Campaign a limited, non-exclusive licence to use Brand Content solely for creating Content Deliverables for that specific Campaign. The Brand retains all Intellectual Property Rights in its Brand Content. 10.5A Preview Content Licence Content shared with you (Brand) inside the Platform for review or approval, including draft videos, images, captions, or other Deliverable previews uploaded by the Creator before publication ("Preview Content"), is licensed solely for the purpose of evaluating and approving the Creator's submission within the Platform's approval flow. This applies whether or not the Campaign Agreement grants Usage Rights: Usage Rights, where granted, attach to the approved Deliverable under Section 10.4(d), not to Preview Content, and do not begin until the conditions in that Section are met. You agree not to download, copy, screen-record, redistribute, publish, or otherwise reproduce Preview Content outside of the Platform's approval flow. Reproduction or use of Preview Content for any purpose other than reviewing and approving the submission, or without the Creator's separate written agreement to that use, is a breach of these Terms and may result in: immediate suspension or termination of your Spongle Account; recovery of damages, including but not limited to the agreed Creator fee, the platform fee, legal costs, and any further loss suffered by the Creator or Spongle as a result of the unauthorised use; referral to applicable Intellectual Property enforcement authorities; and a civil claim by the Creator for unauthorised use of their copyrighted material. The same consequences apply to using an approved Deliverable outside the scope of any Usage Rights granted in the Campaign Agreement, or after those Usage Rights have ended (Section 10.4(h)). The Creator retains all Intellectual Property Rights in Preview Content and in every Deliverable. Reviewing or approving a Deliverable does not by itself give the Brand a copy of it or any right to download, reproduce, edit, or reuse it; those rights arise only from Usage Rights granted in the Campaign Agreement (Section 10.4) or a separate written agreement with the Creator. Review access does not transfer rights of any kind. To deter unauthorised use, Spongle serves Preview Content through time-limited, view-only access and disables download, right-click saving, picture-in-picture, and remote playback (such as screen mirroring) where it can. You acknowledge that these measures are deterrents rather than a guarantee that the content cannot be copied, and that they do not reduce your legal obligations under this clause. Where the Campaign Agreement grants Usage Rights and the Platform provides a way to supply the approved Deliverable file to you, that file is made available separately from the preview, and only once the conditions in Section 10.4(d) are met. 10.6 AI and Machine Learning Restrictions You agree not to use, or permit any third party to use, any Content Deliverables, Profile Content, or Brand Content for training or developing any artificial intelligence or machine learning models or technologies without the express prior written consent of both the User who created the content and Spongle. 10.7 Spongle's Intellectual Property The Platform -- its design, technology, software, logos, brand identity, widget systems, and proprietary features -- is Spongle Limited's intellectual property, protected by copyright, trade mark, and related IP law. Copying, modifying, reverse-engineering, decompiling, or creating derivative works from the Platform without Spongle's prior written authorisation is strictly prohibited. 10.8 Feedback and Suggestions If you provide Spongle with any feedback, suggestions, ideas, or proposals about the Platform or Services ("Feedback"), you assign to Spongle all rights, title, and interest in that Feedback. Spongle is free to use, reproduce, modify, and commercialise Feedback without restriction, attribution, or compensation to you. You waive any moral rights in Feedback to the fullest extent permitted by law. 10.9 Further Assurances You agree to sign any documents and take any other steps reasonably requested by the other party or Spongle to register or enforce Intellectual Property Rights in Content Deliverables purchased or licensed under an accepted Campaign Agreement. 10.10 User Content Disclaimer User Content represents the views of the User who provides it, not Spongle's views. Spongle does not endorse, verify, or guarantee the accuracy or legality of User Content. 10.11 Hosting of User Content and Intermediary Liability User Content is stored and made available at the request of the User who provides it. In respect of User Content, Spongle is a provider of hosting services within the meaning of Article 6 of the EU Digital Services Act (Regulation (EU) 2022/2065). Spongle has no general obligation to monitor User Content or actively to seek facts or circumstances indicating illegal activity, and does not do so; Campaigns and Pitches are published without prior review (Section 4.8). Where Spongle obtains actual knowledge or awareness of illegal content -- including through a notice under Section 20 -- it acts expeditiously to remove or disable access to that content. Nothing in this Section limits Spongle's rights under Sections 4.8, 16, and 20, prevents Spongle from carrying out the voluntary checks described in Sections 16.2 and 27.18, or limits any liability that cannot lawfully be excluded (Section 23.3).

11.1 Anti-Circumvention You agree not to use the Platform to find, connect with, or engage another User and then take the transaction off-platform to avoid paying Spongle its fees. If a Brand and Creator are introduced through the Platform (including through viewing profiles, exchanging messages, or engaging with Campaigns), both must use the Platform as their exclusive method of transacting with each other for any content creation, distribution, or publication -- including videos, photographs, social media posts, or marketing services -- for a period of twenty-four (24) months from their first interaction on the Platform. 11.1A Use of Delivery Details Where a Creator submits Delivery Details through the Platform, those details are provided to the Brand for one purpose only: sending the product for that specific Campaign. A Brand must not use Delivery Details to contact the Creator outside the Platform, to solicit or arrange any engagement outside the Platform, for marketing of any kind, or for any purpose other than despatching the product for that Campaign. A Brand must not disclose Delivery Details to any third party other than a carrier engaged to deliver that product, and must not add them to any mailing list, customer database, or contact list. Using Delivery Details to contact a Creator outside the Platform, or to arrange or take an engagement off the Platform, is a breach of Section 11.1 and Section 11.2 (Liquidated Damages) applies to it. It is also a breach of Section 16.1 and may result in enforcement action under Section 16.2. A Brand that receives Delivery Details is responsible, as a controller in its own right, for handling them in accordance with applicable data protection law, for using them only for the purpose set out above, and for deleting them once the product has been sent and any delivery or return matter relating to it is concluded. This Section does not restrict a Creator from choosing, after a Contract is complete, to share their own contact details with a Brand for a purpose permitted by these Terms. 11.1B Use of Location Details Where a Campaign requires the Creator to attend the Brand's location, the full address is disclosed to the hired Creator once both parties have signed the Campaign Agreement and the Brand's payment for that Campaign has been captured in full. Until payment has been captured, only the city is disclosed. The full address forms part of the Campaign Agreement once released. Where a Campaign Agreement is signed but the Brand's payment is not captured, the Agreement expires in accordance with Section 7, the full address is never released, and no fee is charged to the Brand. A Creator must not use Location Details to contact the Brand outside the Platform, to solicit or arrange any engagement outside the Platform, or for any purpose other than attending that Campaign's work. A Creator must not disclose or publish Location Details, and must not share them with any third party except where reasonably necessary to attend the Campaign. Using Location Details to arrange or take an engagement off the Platform is a breach of Section 11.1 and Section 11.2 (Liquidated Damages) applies to it. It is also a breach of Section 16.1 and may result in enforcement action under Section 16.2. Because Location Details form part of a signed Campaign Agreement, they are retained with that Agreement for the periods set out in Section 17.4, and are not deleted at the end of the Campaign. 11.2 Liquidated Damages You acknowledge that a breach of Section 11.1 would cause Spongle harm that is difficult to quantify. If you breach Section 11.1, you agree to pay Spongle, as liquidated damages and not as a penalty: (a) the Platform Fee that would have been payable had the circumvented transaction been conducted through the Platform, calculated at the Platform Fee rate of 18% of the fee agreed or paid between the parties for the circumvented work; and (b) Spongle's reasonable costs of investigating and establishing the breach, up to a maximum of EUR 500 (five hundred euros) per circumvented transaction. Where the fee agreed between the parties for the circumvented work cannot be established, the Platform Fee under (a) is calculated on the Creator fee stated in the most recent Campaign Agreement or Pitch between those parties. The parties agree that these amounts are a genuine pre-estimate of the loss Spongle suffers on a circumvented transaction, being the fee it would have earned together with the cost of detecting the breach, and are not a deterrent. Paying liquidated damages does not limit Spongle's right to seek injunctive relief or other remedies available at law or in equity. 11.3 Non-Solicitation While your Account is active and for 24 months after it closes, you agree not to directly or indirectly solicit, recruit, or encourage any Platform User to: Leave the Platform or stop using the Services; Use a competing platform or service for transactions that would otherwise happen on Spongle; or Engage in off-platform transactions that bypass Spongle's fees. 11.4 Monitoring and Evidence Spongle reserves the right to monitor Platform activity for signs of circumvention, including analysis of messaging patterns and transaction histories. Evidence of circumvention may result in immediate Account suspension, forfeiture of pending Payouts, and pursuit of liquidated damages under Section 11.2.

12.1 Definition of Confidential Information "Confidential Information" means all non-public information disclosed by Spongle or a User (the "Disclosing Party") to another party (the "Receiving Party") that is marked as confidential or that a reasonable person would understand to be confidential given its nature and the circumstances. This includes, but is not limited to: The terms and content of any non-public Campaign, Pitch, or Order; A Brand's pre-launch products, marketing plans, or business strategy; Creator pricing strategies, audience data, and unpublished metrics; Spongle's proprietary business, financial, technical, or operational information; and Platform algorithms, data models, and technology architecture. 12.2 Obligations The Receiving Party agrees to: Protect Confidential Information with at least the same degree of care it uses for its own confidential information, and in no event less than reasonable care; Not use any Confidential Information for any purpose outside the scope of this Agreement; and Not disclose any Confidential Information to any third party without the Disclosing Party's prior written consent. 12.3 Exclusions Confidentiality obligations do not apply to information that the Receiving Party can show: Is or becomes publicly available without any breach of obligation owed to the Disclosing Party; Was known to the Receiving Party before disclosure, without breach of any obligation; Is received from a third party without breach of any obligation owed to the Disclosing Party; or Was independently developed by the Receiving Party without use of or reference to the Confidential Information. 12.4 Required Disclosure The Receiving Party may disclose Confidential Information to the extent required by law or court order, provided it gives the Disclosing Party prompt written notice (to the extent legally permitted) and reasonable assistance, at the Disclosing Party's cost, if the Disclosing Party wishes to contest the disclosure. 12.5 Non-Disparagement You agree not to make, publish, or cause to be made or published, any statement (written or oral) that disparages, defames, or damages the reputation of Spongle, its directors, officers, employees, or affiliates. This does not restrict your right to make truthful statements required by law, to regulatory bodies, or in legal proceedings. Spongle similarly agrees not to make public statements disparaging any identifiable User.

13.1 Social Media Integrations Spongle lets Users connect external social media accounts for profile verification, metric display, and content tracking. Supported platforms are Instagram, TikTok, YouTube, Facebook, Threads, and Pinterest. All six platforms can be connected and verified for profile and follower metrics, and all six support verified Campaign Deliverables. LinkedIn and Snapchat are not currently offered: neither platform makes available the audience or engagement figures on which the Platform relies, and the ability to connect them was withdrawn in September 2026. Spongle may add or withdraw a supported platform; where it withdraws a platform, it will tell affected Users, and Section 4.10 applies. To submit a Pitch, a Creator must have at least one connected and verified social account that has 1,000 or more followers and an engagement rate of 1% or more, with figures refreshed within the previous 90 days. Both thresholds must be met on the same account, and the figures are read from the platform itself; they cannot be entered by hand. This threshold is enforced automatically at the point of pitching and helps maintain Campaign quality. Social connections use OAuth 2.0 standard authorisation. Spongle accesses only authorised data (typically public profiles, follower counts, engagement metrics). OAuth tokens are encrypted and stored securely. You can disconnect social accounts at any time through your settings. Spongle is an independent platform and is not affiliated with, sponsored by, or endorsed by any third-party social media platform. These platforms may change their APIs, terms, or data access policies independently. Spongle is not responsible for reduced functionality caused by third-party platform changes. 13.1A Campaign Post Metrics and Reporting to the Brand When a Creator publishes agreed Campaign content to their own social media account and submits the link to that post to Spongle, Spongle reads how that specific post is performing and makes those figures available to the Brand that commissioned the Campaign, for the duration of that Campaign. Scope. This applies to the Campaign post only. The only other posts Spongle reads are the like, comment and share counts on a Creator's most recent posts, used solely to calculate the engagement rate described above; Spongle does not read, store or analyse the content of those posts, and does not collect demographic information about a Creator's followers or audience. Read-only. Access is read-only at all times. Neither Spongle nor the Brand is able to post to, alter, delete from, or otherwise act upon a Creator's social media account. A Brand is given figures about the Campaign post and nothing more. What is available varies by platform. Some figures are publicly visible on the post itself. Others are insights that the platform ordinarily discloses only to the account holder, such as reach, saves, and average watch time. The figures Spongle is able to read for each platform are set out in the Privacy Policy, Section 4. Where a platform does not measure a figure, Spongle records nothing for it and does not substitute a zero. Brand obligations. A Brand may use figures obtained under this clause solely to evaluate the Campaign it has paid for. A Brand must not publish, sell, license, or otherwise disclose to any third party any figure that is not publicly visible on the Campaign post itself, except where disclosure is required by law. This obligation survives completion of the Campaign. Platform limitations. Availability of any figure is determined by the relevant social media platform and may change without notice, as set out in Section 13.1. 13.2 Messaging 13.2.1 Availability The Platform provides direct messaging between Brands and Creators only. Brands may start a conversation with a Creator. Creators may message Brands through the Platform; the messaging interface is organised around the Campaigns a Creator has pitched on. Creator-to-Creator and Brand-to-Brand messaging are not available. 13.2.2 Campaign Linkage Conversations are linked to the relevant Campaign and form part of the campaign record. Messages may be referenced during dispute resolution under Section 15. 13.2.3 Prohibited Conduct You must not use Platform messaging to: Share personal contact information (phone numbers, email addresses, social media handles) for the purpose of conducting transactions outside the Platform; Solicit or encourage transactions outside the Platform; Send unsolicited commercial messages, spam, or bulk messaging; Harass, threaten, or abuse other users; Share illegal, defamatory, or obscene content. Submitting Delivery Details through the Platform's delivery-details facility, for the purpose of receiving a product under an active Campaign Agreement, is not a breach of this Section. Their use is governed by Section 11.1A. 13.2.4 Content Monitoring Messages are automatically monitored for Platform safety and integrity under our Legitimate Interest basis (GDPR Article 6(1)(f)). Messages that violate Section 13.2.3 may be blocked from delivery. You will be notified if a message is blocked. Repeated violations may result in account restrictions, suspension, or termination under Sections 16.2 and 17.2. 13.2.5 Audit Trail All messages are logged, timestamped, and attributed to the authenticated sender. This record is maintained for dispute resolution, regulatory compliance, and Platform integrity purposes. Messages are retained in accordance with our Privacy Policy. 13.2.6 Attachments Messaging is text-only. File and image attachments are not supported. 13.3 Notifications Spongle sends notifications via push alerts (mobile/web), email, and in-app updates covering new Pitches, Pitch decisions, messages, payment updates, Contract signing requests, dispute alerts, and security notices. You can manage notification preferences through Account settings. Some notifications (security alerts, payment confirmations) cannot be turned off, as they are essential to the service. Registration counts as consent for transactional emails about your Account and activity. Marketing emails require separate consent and include an unsubscribe option.

14.1 Creator Disclosure Obligations Creators are solely responsible for complying with advertising disclosure laws when publishing sponsored content. All sponsored content must clearly identify its commercial nature through a prominent, unambiguous disclosure label that is not buried within other text: "#ad" (or "#advert" or "#advertisement"). A "#sponsored" tag, or a social media platform's own paid-partnership label, does not meet this requirement on its own, although either may be used alongside the label. Applicable regulations include: Ireland: ASAI (Advertising Standards Authority for Ireland) guidelines; United Kingdom: ASA (Advertising Standards Authority) and CAP (Committee of Advertising Practice) guidelines; European Union: Unfair Commercial Practices Directive (2005/29/EC) and local implementing legislation; and Other jurisdictions: All applicable local advertising and consumer protection regulations. 14.2 Brand Compliance Obligations Brands must not instruct, encourage, or incentivise Creators to hide the commercial nature of sponsored content. Campaign briefs must include appropriate disclosure requirements. 14.3 Platform Compliance Spongle provides tools and guidance to help with advertising disclosure, but does not guarantee compliance. Users are solely responsible for making sure their content meets all applicable regulatory requirements. 14.4 Accuracy and Substantiation of Claims In addition to the disclosure obligations above: (a) Creators must ensure that any factual or performance claim made about a product or service in their content is accurate, not misleading, and capable of substantiation, and that any endorsement or testimonial reflects their genuine experience and honestly held opinion; (b) Brands must not instruct, encourage, or incentivise a Creator to make any false, misleading, exaggerated, or unsubstantiated claim, and are responsible for the accuracy of any product claims, specifications, or supporting evidence they supply to a Creator; and (c) both parties are responsible for ensuring that published content complies with the Unfair Commercial Practices Directive (2005/29/EC) and its implementing legislation, the ASAI Code (Ireland), the ASA/CAP Code (United Kingdom), and any other applicable advertising or consumer protection rules. Spongle does not review or approve the accuracy of any claim.

15.1 Disputes Are Between Users Only Any dispute, disagreement, claim, or controversy arising from or relating to a Campaign Agreement, Deliverables, content quality, payment, or any other aspect of the Brand-Creator relationship is SOLELY between the Brand and the Creator. By using the Platform, you acknowledge and agree that: (a) Campaign Agreements are contracts between Brands and Creators. Spongle is NOT a party to these agreements and is not responsible for either party's performance. (b) Brands and Creators are solely responsible for resolving their own disagreements. Spongle has no obligation to adjudicate, mediate, arbitrate, investigate, or resolve any dispute between Users. (c) Each User's sole recourse for any claim arising under a Campaign Agreement is against the other party, not against Spongle. (d) Spongle does not make subjective judgments about the quality of Deliverables, and does not act as an intermediary in disputes between Users. Where Spongle confirms the outcome of a referred dispute, it does so by applying the pre-agreed rules in Section 15.3 to the verified facts, and not by exercising commercial discretion between the parties. (e) Both parties preserve their rights to pursue judicial remedies at all times. 15.2 Dispute Resolution Hierarchy Where a dispute arises between a Brand and a Creator, the parties shall resolve it through the following hierarchy: (a) Direct Negotiation. The parties shall first attempt to resolve the matter directly between themselves through good-faith negotiation within 14 days. (b) Mediation or arbitration (optional, by agreement). If direct negotiation fails, the parties may, if they both agree in writing, refer the matter to mediation through a mutually agreed mediator, or to arbitration (for example under the Arbitration Act 2010 (Ireland)), before or instead of court proceedings. Neither party can be required to mediate or arbitrate without its agreement, and nothing in these Terms imposes arbitration on a consumer. Spongle does not provide, arrange, fund, or take part in any such mediation or arbitration and is not a party to it or bound by its outcome; held funds continue to be released or refunded only in accordance with Section 15.3 or a court order. (c) Stripe Dispute Resolution. Payment-related disputes (chargebacks, fraud claims) are handled by Stripe through their established dispute resolution process. Users must submit payment disputes directly to Stripe and abide by Stripe's decisions. (d) Legal Remedies. For disputes not resolved through negotiation, mediation, or Stripe, Users may pursue legal remedies against each other in the courts of Ireland using documentation provided by Spongle upon request. 15.3 Automated Payment Processing Rules Spongle operates an automated payment processing system that applies pre-agreed rules accepted by all Users upon Account registration. These rules determine how held funds are released or refunded: (a) Brand approves deliverables during the Chargeback Protection Window: Approval marks the Brand's satisfaction and is final and irrevocable (see Section 15.4). Release of funds to the Creator still occurs at the Release Time at the end of the Chargeback Protection Window so that any late-arriving fraud signals (including Stripe Early Fraud Warnings) can be caught, unless the Brand chooses to release the payment early under Section 8.6A. (b) Brand takes no action during the Chargeback Protection Window: At the Release Time at the end of the window, funds are automatically released to the Creator's connected Stripe account, subject to all release eligibility gates (no active dispute, no active breach, no admin hold, no active post monitoring, platform balance above its reserve floor), and to Section 8.6B. (c) Brand refers a dispute to Spongle during the Chargeback Protection Window: At any time while the window is open, the Brand may refer a dispute to Spongle, giving a reason and a description of what it expected to be delivered. On referral: (i) the release schedule is immediately suspended and the number of days then remaining on the window is recorded; and (ii) the referral, the agreed Campaign record, and the published post are sent to Spongle. Spongle confirms the outcome by comparing the approved content against the published post and the monitoring record, by reference to the objective specifications in the Campaign Agreement; it does not judge creative quality, style, or taste. The two possible outcomes are release of the held Creator fee to the Creator, or refund of the Creator fee to the Brand. Where the position is otherwise balanced, the default outcome is release to the Creator. The Brand may withdraw the referral at any time before the outcome is confirmed. On withdrawal, or on confirmation in the Creator's favour, the release schedule resumes for the recorded number of remaining days and never releases earlier than the date on which it would originally have released, subject always to Section 8.6B. Spongle confirms the outcome of every referral no later than the Maximum Holding Date. On confirmation in the Brand's favour, the Campaign ends and the Creator fee is refunded to the Brand; the Platform Fee, VAT, and Spongle handling fees are non-refundable. A Brand may refer no more than two disputes in respect of the same Contract (that is, the same Creator on the same Campaign), whatever their outcome. This is a mechanical application of pre-agreed rules and is not adjudication by Spongle (see the final paragraph of Section 15.3 and Section 15.6). The parties remain free to reach their own agreement, or to pursue legal remedies against each other, at any time. (d) Automated breach detected (post deletion/modification): If a Creator deletes or materially modifies content during the Minimum Display Period, Spongle applies a 30-minute grace period to absorb accidental deletes before raising a breach. Once a breach is raised, the Creator has a 48-hour cure period to restore the content. The Creator may appeal a detected breach, which pauses the cure timer for administrative review; any appeal is decided no later than the Maximum Holding Date (Section 8.6B). If the content is not restored and the appeal (if any) is not upheld, an automated refund of the Creator fee is processed to the Brand. Platform Fees, VAT, and Spongle handling fees are not refunded. (e) Stripe chargeback or Early Fraud Warning: Transfers to a Creator's connected account may be reversed, and the Spongle Platform may debit the Creator's Connect balance to recover the funds. (f) Brand cancels before approval: the Creator fee is divided in accordance with Section 8.15, the Creator's share is released at the first weekly Release Time falling at least 24 hours after the cancellation (Section 8.15), for payment in the following Monday payout, and the Campaign ends. The Platform Fee, VAT and Spongle Handling Fee are not refunded. (g) Brand or Creator closes its Account during a Contract: the Creator fee (together with any Product Cost Reimbursement) is withdrawn, divided, released, or refunded in accordance with Section 8.16, including, where Spongle can no longer check a closed Creator's post, on the basis of the Brand's confirmation under Section 8.16(f). The Platform Fee, VAT and Spongle Handling Fee are not refunded. These rules are objective and pre-agreed. Most are applied automatically. Where a dispute is referred to us, a member of the Spongle team confirms the outcome by checking the verified facts against these same rules. In either case this is the application of pre-agreed contractual rules to verified facts, and does NOT constitute adjudication, mediation, dispute resolution, or any judgment by Spongle about the quality of the work. 15.4 Finality of Deliverable Acceptance Once a Brand approves or accepts any deliverable (whether by express approval during the Chargeback Protection Window, by releasing the payment early under Section 8.6A, or by failing to raise a dispute before the end of that window), that acceptance is FINAL AND IRREVOCABLE: (a) The Brand may NOT subsequently dispute, withdraw approval of, or seek a refund for any deliverable that has been accepted. (b) The Brand is unconditionally obligated to fulfil all payment obligations under the Campaign Agreement upon acceptance. (c) The Brand waives any right to raise a claim against the Creator or Spongle in respect of accepted deliverables. (d) Vague or subjective objections (such as dissatisfaction with creative style or tone) do not constitute valid grounds for rejection where the deliverable meets the objective specifications in the Campaign Agreement. 15.5 Financial Terms in Disputes (a) Platform Fees are non-refundable. Platform Fees and Spongle handling fees are non-refundable in all scenarios, regardless of outcome, except where required by applicable law. This reflects the cost of Platform services already provided (Campaign listing, Pitch facilitation, Contract generation, and payment processing). (b) Creator fee and reimbursement only. Only the Creator fee component of the payment, and any Product Cost Reimbursement, are subject to dispute outcomes. They move together: both are released to the Creator, or both are refunded to the Brand, as determined by the automated rules in Section 15.3 or by agreement between the parties. The cost or value of a product a Brand has sent to a Creator is never a subject of a dispute outcome and is not recoverable through the Platform (Section 5.2A(d)). (c) Execution. Fund disbursement is processed through Stripe. Spongle uses deterministic idempotency keys to prevent duplicate transactions. 15.6 Spongle's Limited Administrative Role Spongle's only role in connection with disputes is: (a) Providing Users with timestamped records of the Campaign Agreement upon request; (b) Providing payment transaction records and post monitoring data upon request; (c) Suspending and resuming the payment-release schedule, and recording the remaining release days, in accordance with Sections 8.6B and 15.3; (d) Confirming the outcome of a referred dispute by the objective, evidence-based comparison described in Section 15.3, and processing the resulting automated fund release or refund; (e) Complying with court orders regarding payment processing. Spongle does NOT: represent either party in disputes; provide legal advice to Users; participate in negotiations between Users; make subjective judgments about creative quality, style, or taste; or participate in legal proceedings between Users except as compelled by court order. 15.7 External Legal Proceedings If a User Dispute results in legal proceedings between a Brand and Creator, and those proceedings require Spongle's participation (including through subpoena, deposition, discovery, court order, or other legal process): (a) You agree that the unsuccessful party in those proceedings shall reimburse Spongle for all reasonable costs, expenses, and legal fees incurred in connection with Spongle's participation; (b) You acknowledge that Spongle has no obligation to participate in proceedings between Users beyond what is legally required; (c) You agree not to name Spongle as a party to proceedings arising from a User Dispute unless your claim arises directly from Spongle's own negligence, fraud, or wilful misconduct; and (d) Spongle reserves the right to recover its costs from either or both parties where Spongle is unnecessarily drawn into proceedings between Users. 15.8 Release and Discharge of Spongle To the maximum extent permitted by applicable law, you FULLY AND IRREVOCABLY RELEASE AND DISCHARGE Spongle Limited, its directors, officers, employees, and agents from any and all claims, demands, damages, losses, costs, and expenses (including legal fees) arising from or relating to: (a) User Disputes, Campaign Agreements, or your interactions with other Users; (b) The outcome of automated payment processing under Section 15.3, including outcomes you consider unfavourable; (c) Any dispute between a Brand and a Creator, regardless of the nature or amount of the claim; (d) Any delay in fund release caused by the other party's failure to act within the review period; (e) Any loss arising from currency conversion applied to funds; (f) Any loss arising from the other party's breach of a Campaign Agreement; and (g) Any claim that Spongle should have intervened in, prevented, or resolved a dispute between Users. This release does not apply to claims arising from Spongle's own fraud or wilful misconduct. Consumer statutory rights are preserved to the extent required by applicable law. 15.9 Documentation for Legal Proceedings Users may request and receive: PDF copy of the signed Campaign Agreement; Payment transaction records; Post monitoring logs (the time of each check, the post's status, and whether its content matched the approved record); Breach notifications and cure period communications; Timestamped records of all Campaign-related actions. This documentation may be used by Users in legal proceedings against each other WITHOUT joining Spongle as a party. 15.10 Dispute Policy Acceptance By creating an Account and using the Platform, you expressly agree to this Section 15 in its entirety, including the automated payment processing rules, the finality of deliverable acceptance, and the full release and discharge of Spongle from disputes between Users. If you do not agree, you must not use the Platform.

16.1 Prohibited Activities The following are strictly prohibited: Account and Profile Fraudulent, misleading, or impersonation Account creation; Multiple Accounts without Spongle's approval; False or misleading information; Unauthorised Account use or sharing of credentials. Engagement and Metrics Purchasing fake followers, likes, views, or engagement; Using bots or automated tools to inflate metrics; Manipulating analytics or report data. Content Uploading content that infringes Intellectual Property Rights; Publishing defamatory, false, or deceptive content; Distributing malware, viruses, or harmful code; Uploading illegal, obscene, threatening, or discriminatory content; Failing to disclose sponsored content relationships. Platform Misuse Bypassing the payment system to avoid fees; Data scraping, automated extraction, or screen scraping; Interfering with Platform infrastructure, security, or User experience; Reverse-engineering, decompiling, or creating derivative works from the Platform; Harassment, bullying, or discriminatory conduct toward other Users; and Circumventing, manipulating, or interfering with Spongle's content-verification, anti-fraud, audience-threshold, or automated detection systems. Financial and Legal Submitting fraudulent payment information; Initiating bad-faith chargebacks or payment reversals; Money laundering, terrorist financing, or any financial crime; Violating applicable sanctions, export controls, or trade restrictions; and Using the Platform for any purpose that is illegal under Irish, UK, EU, or your local law. 16.1A Zero Tolerance Certain conduct carries zero tolerance and will result in immediate suspension or termination and, where appropriate, referral to the relevant authorities. This includes child sexual abuse material, content that sexually exploits or endangers a minor, terrorist content, and the promotion or facilitation of serious illegal activity. 16.1B Reporting a Concern If you see content or behaviour that breaches these Terms, or that you believe is illegal, report it to report@spongle.co, or use the "Report a problem" option where it is available on the Platform. So that we can act on a report, please include: (a) an explanation of why you consider the content or behaviour to breach these Terms or to be illegal; (b) enough information for us to locate it -- for example the Account, Campaign, Pitch, message, or content concerned; (c) your name and email address, unless the report concerns content you believe involves the sexual abuse or exploitation of a child, in which case you may report anonymously; and (d) a statement that you believe in good faith that the information in your report is accurate and complete. Reports made through the in-app option are sent to our team with the relevant record attached, so you need only choose a reason and add any details. We confirm that we have received your report (where you have given us contact details or reported from your Account), review it against these Terms and applicable law, treat safety reports as a priority, and act without undue delay, though we do not promise a fixed turnaround. Reports are handled diligently, objectively and in a non-arbitrary manner by a person; automated tools may help us to sort and prioritise reports but do not decide their outcome. Once a report has been dealt with, we tell you our decision and the reasons for it, and how you can challenge it. If you repeatedly submit reports that are manifestly unfounded, we may, after warning you, suspend the handling of your reports for a reasonable period (Section 20.5). 16.2 Enforcement Spongle has the right, but not the obligation, to monitor content and activity on the Platform, using a combination of automated systems and human review. The automated systems are: automated monitoring of published Campaign content against the approved record; automated detection of automated (bot) sign-ups; automated checks that a Creator's connected account meets the follower and engagement thresholds in Section 13.1, using figures read directly from the platform; and automated screening of in-app messages for email addresses, telephone numbers, postal addresses, external links, social-media handles, and requests to move the conversation off the Platform, which would breach Section 11 or Section 13.2. Message screening operates at the moment a message is sent and may prevent the message from being delivered and record it as blocked; you are told why, may rephrase and resend, and may ask a person to review any blocked message by contacting support@spongle.co. Decisions that materially affect a User's Account are always taken by a person, and other automated outputs are advisory. For less severe violations, enforcement follows a graduated approach: Warning and notice of violation; Temporary Account suspension; and Permanent Account termination. Serious violations (including fraud, illegality, and sanctions breaches) may result in immediate suspension or termination without prior warning. Spongle reserves the right to report suspected illegal activity to relevant law enforcement authorities. 16.3 Appeals You can challenge an enforcement decision -- including the removal or restriction of your User Content, the suspension or termination of your Account, a restriction on your use of the Platform, or the decision we took on a report or notice you made -- by contacting support@spongle.co. An appeal about a decision concerning User Content or an Account may be lodged within six (6) months of the decision; other enforcement decisions must be appealed within 14 days. Appeals are free of charge and are decided by a person, not solely by automated means. Spongle will review each appeal and provide a reasoned response; where an appeal shows that a decision was wrong, we reverse it without undue delay. Appeals apply to Platform enforcement decisions only. Disputes between Users are handled under Section 15.

17.1 Voluntary Termination You can close your Account at any time via Account settings, including while you have a Contract in progress (subject to Sections 8.16(j) and 8.16(l)). There is a 30-day grace period during which you can restore your Account by signing in. After the 30-day grace period your Account data is permanently deleted, except data we are legally required to retain (see Section 17.4). Where an Active Contract, an outstanding payment, an open dispute, or a legal hold still affects your Account, your closure request is accepted but permanent deletion is deferred until that matter is resolved. Your Account remains closed and deactivated in the meantime, and we will tell you why deletion has not yet completed and that you may complain to the Data Protection Commission. Contracts in Progress: Closing your Account while a Contract is in progress ends your part in that Contract, with the consequences set out in Section 8.16. This applies to Contracts signed on or after the date on which Spongle announces through the Platform that Section 8.16 has taken effect; while you are a party to a live Contract signed before that date, your Account cannot be closed through Account settings (Section 8.16(l)). Before you confirm, the Platform shows you what will happen to each Contract. In summary: If you are a Brand, closing before you have approved the Content is treated as cancellation under Section 8.15, and the Creator fee is divided in accordance with the table in that Section. Once you have approved the Content, the Contract continues and the Creator is paid in full on the normal release date. If you are a Creator, closing before your Deliverable has been published and verified means you receive no part of the Creator fee, and the Creator fee is refunded to the Brand. Once your post has been published and verified, the Contract continues and you are paid in full on the normal release date, provided the post stays up for the Minimum Display Period. A post awaiting correction or the Brand's decision under Section 6.4A follows the rule in that Section. If Spongle can no longer check your post, we may ask the Brand to confirm that it is still up; if the Brand reports that it has been removed, we will tell you and you have 48 hours to restore it (Section 8.16(f)). A Contract that has not yet been paid for is withdrawn, and no money changes hands. An open dispute, breach, chargeback, or payment hold continues, and the money follows the outcome. The Platform Fee, the Spongle Handling Fee, and any VAT charged on them are not refunded in any of these outcomes. Spongle reserves the right to retain relevant data, and to hold any payment that remains subject to Section 8.13, Section 8.16 or Section 15, until each affected Contract has been completed, cancelled, or refunded. Closed Accounts: While your Account is closed you cannot submit Content or Deliverables, submit a post for verification, or connect or reconnect a social media account. Signing in during the 30-day grace period reopens your Account. Reopening your Account does not reverse any withdrawal, cancellation, refund, or payment already made under Section 8.16. Third-Party Payment Accounts: Where Spongle created a Stripe connected account for you so that you could receive payments through the Platform (your "Payout Account"), Spongle will close that Payout Account when your Account is permanently deleted, whether at the end of the 30-day grace period described above or where Spongle otherwise deletes your Account. Spongle will do so only once none of the following remains: a legal hold, an open dispute, Campaign funds held for a Contract to which you are a party that have not yet been released or refunded, a balance (positive or negative) on the Payout Account, or a payout on its way to your bank account. Until then, the Payout Account remains open and permanent deletion of your Account is deferred as described above. Where Stripe does not permit the Payout Account to be closed, Spongle will instead disable it through Stripe so that it can no longer be used. Spongle will also ask Stripe to delete the customer record that Spongle created for you at Stripe, which holds any payment method you saved on the Platform. Closing or deleting your Spongle Account does not close or affect any Stripe account that you hold independently of Spongle, or any other third-party payment account; if you no longer need such an account, you must close it yourself with its provider (for a Stripe account, through the Stripe Dashboard at https://dashboard.stripe.com). You remain solely responsible for any such account and for any obligations, fees, or liabilities associated with it. Stripe may retain information relating to a closed Payout Account as its own legal and regulatory obligations require. Closure of a Payout Account does not release you from any obligation, fee, or liability that arose in connection with your use of the Platform, including under Sections 8.13 and 8.16. 17.2 Spongle-Initiated Termination Spongle reserves the right to suspend or terminate Accounts for: Breach of these Terms; Fraudulent or suspicious activity; Failure to complete identity verification; Failure to provide information that Spongle is required by law to collect and report (Section 8.12A); Repeated or serious User Disputes; Non-payment of amounts owed to Spongle; Extended Account inactivity (12 months or more); or Conduct that Spongle determines to be harmful to the Platform or other Users. 17.3 Effect of Termination Upon termination: Your right to access and use the Platform ceases immediately (where you close your own Account, subject to your right to reopen it during the 30-day grace period under Section 17.1); All pre-termination obligations continue, including payment obligations and anti-circumvention, save that where you close your own Account, the outcome of each Contract then in progress is determined by Section 8.16; Active subscriptions cancel without partial-period refund (subject to consumer rights in Section 21); Spongle may retain data as required by law or as specified in the data retention schedule below; and Provisions that by their nature should survive termination will survive (see Section 27.8). 17.4 Data Retention Data Category Retention Period Legal Basis Account data Account duration, then deleted after the 30-day grace period (except records we must keep by law) Contract Campaigns and pitches Kept while your account is active; on account deletion, unlinked from you, except records that form part of a contract, payment, or dispute (retained as below) Legitimate interest Messages Life of the conversation; messages forming part of a campaign, contract, or dispute record are kept where required by law Legitimate interest Delivery details (name and postal address for a shipped-product campaign) Removed 14 days after the Brand marks the product as posted, or when the related Contract ends if no product is posted; erased with your account Contract Analytics data Collected only with consent and processed by our EU-hosted analytics provider (see the Privacy Policy); recording stops when you withdraw consent Consent Spongle AI chat history Conversations deleted automatically after 30 days of inactivity Legitimate interest (service operation) Preview / draft content media 120 days from submission, then purged Legitimate interest (chargeback window) Unsuccessful pitch videos Deleted around 30 days after a pitch is rejected, withdrawn, or expires (with a 7-day warning); the pitch record itself is kept Legitimate interest Pitch videos (all other pitches) Removed 120 days after the Campaign finishes (the later of the Campaign end date and the last verified delivery), with a 7-day warning; the pitch record itself is kept Legitimate interest (chargeback window) Post monitoring records Up to 7 years where they form part of a chargeback, breach, or dispute record Dispute-resolution evidence and legal limitation periods Payment, payout, invoice, and platform-fee records 6 years Companies Act 2014 and tax law (Revenue Commissioners) Signed contracts, signature evidence, and document hashes 6 years Establishing and defending legal claims about the Contract (Statute of Limitations 1957) Tax compliance information 6 years Companies Act 2014 / HMRC (UK users) Security and audit logs (security events, data-processing records, sign-in records) Security events and data-processing records: 2 years; sign-in records: 90 days; then deleted automatically. Records of your consents and of GDPR actions taken on your Account are kept as set out in the "Consent records" row Legitimate interest (security); GDPR Article 5(2) accountability Chargeback, breach, and dispute records 7 years Dispute-resolution evidence, legal limitation periods, and anti-money-laundering rules where applicable Consent records Retained for as long as needed to demonstrate consent under our accountability obligations GDPR Article 7(1) accountability Reports, notices, blocked-message records, statements of reasons, and appeal decisions Kept while the matter is open and afterwards as an enforcement record needed to apply the repeat-infringer and misuse rules in Section 20.5 and to demonstrate compliance; personal data in them is removed or anonymised when no longer needed for those purposes, and longer only where they form part of a dispute, legal-hold, or law-enforcement matter Legal obligation (Digital Services Act); legitimate interest Scheduled removal of a deal's media is paused while a referred dispute, chargeback, open content report, or fraud investigation relating to that specific deal remains unresolved; the pause applies only to the affected deal's records. Data that would otherwise be removed may be retained where necessary for the establishment, exercise or defence of legal claims (GDPR Article 17(3)(e)).

18.1 Data Controller Spongle Limited is the data controller for personal data processed through the Platform. Our full Privacy Policy is available at https://spongle.co/privacy and within the Platform. Our lead supervisory authority is the Data Protection Commission (Ireland). Users in the United Kingdom: Spongle Limited is established in Ireland and has no establishment in the United Kingdom. Users in the United Kingdom may contact us directly at privacy@spongle.co, and may lodge a complaint with the Information Commissioner's Office (https://ico.org.uk). Where we appoint a representative in the United Kingdom, their details will be published in this section. 18.2 Legal Framework Spongle Limited is established in Ireland and processes personal data in accordance with the EU General Data Protection Regulation (GDPR) (EU) 2016/679 and the Irish Data Protection Act 2018. Where the data protection law of another jurisdiction applies to our processing of a User's personal data, we apply the same data protection standards and handling practices as those set out in this Agreement and in our Privacy Policy. 18.3 Legal Bases for Processing Purpose Legal Basis Platform provision and payment processing Contract performance Account administration and service notifications Contract performance Marketing communications Consent Product analytics Consent Service improvement and development Legitimate interest Fraud prevention and security Legitimate interest Defending payment disputes and chargebacks Legitimate interest Legal and regulatory compliance Legal obligation 18.4 Your Data Rights (GDPR) Right of Access (Article 15): Request copies of your personal data. Spongle responds within one calendar month, extendable by up to two further months for complex or numerous requests (we will tell you within the first month if an extension applies). Right to Rectification (Article 16): Correct inaccurate data via Account settings or by contacting us. Right to Erasure (Article 17): Request data deletion, subject to legal retention requirements. Right to Restrict Processing (Article 18): Request limitation of how your data is used. Right to Data Portability (Article 20): Export your data in structured, machine-readable formats (JSON or CSV). Right to Object (Article 21): Object to legitimate interest-based processing. Right to Withdraw Consent: Withdraw marketing or analytics consent at any time via settings. To exercise these rights, contact privacy@spongle.co with the subject line "Privacy Request". 18.5 Consent Management Spongle collects three optional consent types: marketing consent, analytics consent, and personalisation consent. All consent is freely given, specific, informed, and unambiguous. You can withdraw consent at any time via Account settings without affecting the lawfulness of processing based on consent before withdrawal. Analytics consent lapses six months after it was given, and you are then asked again; until you answer, analytics remains off. 18.6 Data Security Spongle implements and maintains the following technical and organisational security measures to protect User data and Platform integrity: Transit Security: All data transmitted between your device and the Platform is encrypted using Transport Layer Security (TLS). The specific TLS version is determined by the hosting infrastructure provider (Supabase) and is regularly updated to meet current industry standards. All Platform endpoints, APIs, and edge functions are served exclusively over HTTPS. Unencrypted HTTP connections are not accepted. Cross-Origin Resource Sharing (CORS) policies restrict API access to authorised Platform domains only. Wildcard origins are not permitted. Encryption at Rest: On Android devices, session tokens and sensitive credentials are encrypted using AES-256-GCM via Android Keystore-backed EncryptedSharedPreferences. On iOS devices, session tokens and sensitive credentials are stored in the iOS Keychain, which provides hardware-backed encryption via the Secure Enclave on supported devices. On Web, sensitive session data is encrypted using AES-256-GCM with non-extractable cryptographic keys stored in IndexedDB. OAuth tokens for connected social media accounts are encrypted using AES-256-GCM before storage in the database. Plaintext tokens are never stored. Database-level encryption at rest is managed by the hosting infrastructure provider (Supabase). Access Control: Database row-level security (RLS) is enforced on every table that is accessible through the Platform's APIs. Users can only access data they are authorised to view based on their authenticated identity and role. Administrative endpoints require separate authentication and are restricted to authorised personnel. Financial and payment records are restricted to service-level operations only. Users cannot directly modify payment records. Authentication Security: OAuth integrations use server-side Proof Key for Code Exchange (PKCE) with SHA-256 challenges. The PKCE code verifier is generated on the server, encrypted with AES-256-GCM, stored with a 10-minute time-to-live, and never transmitted to or stored on the client device. OAuth state tokens expire after 10 minutes to prevent replay attacks. All authentication flows use PKCE where supported by the identity provider. API Protection: All public-facing API endpoints and edge functions are protected by distributed rate limiting with tiered thresholds based on operation sensitivity (authentication and payment operations have stricter limits than general queries, for example). Client applications enforce additional rate limits on sensitive operations including messaging, payment actions, and feedback submissions. Webhook endpoints verify cryptographic signatures before processing: Stripe (HMAC), Apple In-App Purchase (JWS), and email provider webhooks (Svix HMAC-SHA256). Unsigned or incorrectly signed payloads are rejected. Data Handling: PII, passwords, authentication tokens, and sensitive data are excluded from application logs. PCI-DSS compliance for card payment processing is delegated entirely to Stripe. Spongle does not store, process, or transmit raw card numbers. Payment idempotency keys are used for all Stripe operations to prevent duplicate charges. Security Monitoring: Spongle conducts periodic security audits covering database policies, API endpoints, access controls, and client-side code. Identified vulnerabilities are triaged by severity and addressed according to the Platform's incident response priorities. Server-Side Audit Trail: Security events relating to your account (sign-ins, sign-in attempts, password resets, new-device detections) are recorded to a server-side audit log that you cannot modify or delete. You may request a copy of your own security event history under GDPR Article 15 (Right of Access). Records of data-processing actions on your account (such as data-export requests, and account deletion, restoration, or legal-hold events) are recorded server-side with the action taken and a timestamp. For users who hold a Spongle account, your cookie consent record is held against your account on the Spongle server as the canonical record, in addition to being held on your device for in-session use. For visitors without an account, cookie preferences are held on your device only until you create an account, at which point preferences are synchronised to your account record. These categories satisfy our obligations under GDPR Article 5(2) (accountability), Article 7(1) (demonstrable consent) and Article 32 (security of processing). Further detail is set out in Section 12 of the Privacy Policy. 18.7 International Data Transfers Personal data is primarily stored within the European Union. Transfers outside the EU/EEA use Standard Contractual Clauses (SCCs) or other approved transfer mechanisms. Personal data is never sold to third parties. Personal data is not used for AI model training. 18.8 Supervisory Authority You have the right to lodge a complaint with the Data Protection Commission, 21 Fitzwilliam Square South, Dublin 2, D02 RD28, Ireland (www.dataprotection.ie), or your local supervisory authority if you are in another EU member state or the UK (Information Commissioner's Office).

19.1 AI Features Where Spongle makes them available to your Account, Spongle's AI features may include: Creator Matching: Suggesting suitable Creators based on category, audience, engagement, and budget; Content Suggestions: Ideas and optimisation recommendations; Analytics and Insights: Performance summaries and trend analysis; and AI Co-pilot (Spongle AI): An in-product AI assistant, available only on paid plans where Spongle has made it available, that helps Brands draft and refine campaign briefs and content, generate campaign reports and insights, and answer questions about using the Platform. At the date of these Terms, none of these AI features is enabled for Users. Spongle will tell you through the Platform before any of them is enabled for your Account. 19.2 Limitations and Disclaimers AI-generated suggestions are guidance only and are not legally binding; AI analysis is not 100% accurate and should be treated as guidance; Certain outcomes are applied automatically under the pre-agreed rules in Section 15.3, in particular the automatic release of held funds at the end of the Chargeback Protection Window and the automatic refund of the Creator fee where a breach is not cured within the cure period. Messages may also be blocked automatically on sending (Section 16.2). These are necessary for the performance of the contract between you and Spongle (GDPR Article 22(2)(a)). Before funds are released, the Brand may contest the outcome by referring a dispute during the Chargeback Protection Window (Section 15.3(c)); a Creator may appeal a detected breach before any refund is processed (Section 15.3(d)); and a blocked message may be appealed under Section 16.3. Disputes and appeals are decided by a person. No other decision that produces legal or similarly significant effects concerning you is taken solely by automated means; and You can request human review of any AI-generated recommendation by contacting privacy@spongle.co. 19.3 GDPR Article 22 You have the right not to be subject to a decision based solely on automated processing, including profiling, which produces legal effects concerning you or similarly significantly affects you. Where an outcome is applied automatically under Section 19.2, you may express your point of view and contest it in the ways set out in Section 19.2, and that challenge is decided by a person. 19.4 Fair Use of AI Features Spongle's AI features, including the AI Co-pilot where Spongle makes it available, are provided subject to fair use. Spongle may set reasonable limits on the volume of AI requests or processing over a given period in order to prevent misuse, ensure fair access for all Users, and manage operational costs. These limits may be expressed as a number of requests, as a volume of text processed (measured in units commonly referred to as “tokens”), or both, and may apply per day, per month, or over another stated period. Where a limit is measured by volume of text processed, both the material you submit to an AI feature and the response generated for you count towards it, as does any material from your account that the feature retrieves in order to answer you; the amount consumed by a given request therefore varies with its complexity, and a request that requires the feature to consult more of your account data will consume more of your allowance than a simple one. These limits are set at a level intended to accommodate normal, good-faith use by a typical subscriber, and the limits applicable to your Account may be obtained on request by contacting support@spongle.co. Spongle may set, vary, or remove these limits from time to time; where a change materially and adversely affects your use of a feature you have paid for, Spongle will give reasonable advance notice and you may cancel in accordance with Section 9 and your statutory rights under Section 21. Where you reach an applicable fair use limit, the relevant AI feature may be temporarily unavailable until the limit resets; this does not affect your access to the other features of the Platform. 19.5 Identifying AI Interactions Where you interact directly with an AI feature of the Platform — in particular the AI Co-pilot (Spongle AI) — we make clear, at the latest at the point of that interaction, that you are dealing with an automated system rather than a person. AI-assisted features are identified as such within the Platform. This Section reflects our transparency obligations under Regulation (EU) 2024/1689 (the EU AI Act) and is in addition to the limitations in Section 19.2 and your rights in Section 19.3.

20.1 Notice and Action Spongle respects the rights of others and expects its Users to do the same. In accordance with Article 16 of the EU Digital Services Act (Regulation (EU) 2022/2065), any person or entity may notify us of specific User Content that they consider to be illegal -- including content that infringes Intellectual Property Rights, is defamatory, or otherwise breaches applicable law. A notice that is sufficiently precise and adequately substantiated gives Spongle actual knowledge of the content concerned for the purposes of Section 10.11, and we act on it expeditiously. 20.2 Filing a Notice Please send notices in writing to legal@spongle.co (or, for safety and conduct matters, report@spongle.co) and include: a sufficiently substantiated explanation of why you consider the content to be illegal -- for intellectual property, identify the work or right you say is infringed and confirm that you are the rights owner or are authorised to act for them; the exact location of the content -- for example the Account, Campaign, Pitch, message, or post URL -- with enough information for us to identify it; your name and email address (not required where the notice concerns content you believe involves the sexual abuse or exploitation of a child); and a statement confirming your good-faith belief that the information and allegations in the notice are accurate and complete. Where you have given us contact details, we confirm receipt of your notice without undue delay. We process notices in a timely, diligent, non-arbitrary and objective manner, with human review, and we notify you of our decision and of how you can challenge it. Notices submitted by trusted flaggers designated under the Digital Services Act are given priority. 20.3 Statement of Reasons Where we remove or restrict access to your User Content, suspend or terminate your Account, or restrict your use of the Platform because of your content or conduct, we give you a clear and specific statement of reasons, unless the law prevents us from doing so or the content is deceptive high-volume commercial content. The statement identifies the action taken and, where relevant, its duration; the facts and circumstances relied on; whether a notice or our own checks prompted the action; whether automated means were used in taking the decision; the legal ground or the provision of these Terms relied on; and how you can challenge the decision, including through the appeal process in Section 16.3. 20.4 Counter-Notice If you believe content you uploaded was wrongly removed or restricted, you may submit a counter-notice to legal@spongle.co, or appeal under Section 16.3, setting out: the content concerned and its location before removal; why you believe the removal was a mistake or a misidentification, including any licence, consent, or permission you hold; your name and email address; and a statement that the information in your counter-notice is accurate and given in good faith. Counter-notices are reviewed by a person. Where the removal is not supported, we restore the content without undue delay. 20.5 Repeat Infringers and Misuse Spongle maintains a policy of suspending or terminating, after a warning, the Accounts of Users who frequently provide manifestly illegal content or repeatedly infringe intellectual property rights. Where a person frequently submits notices or complaints that are manifestly unfounded, Spongle may, after a warning, suspend the processing of their notices and complaints for a reasonable period. In each case we assess the matter on its facts, including the number and proportion of items concerned, their gravity, and the intention of the person involved. 20.6 Out-of-Court Dispute Settlement Spongle Limited is a small enterprise and is not currently required to participate in the certified out-of-court dispute settlement procedures established under Article 21 of the Digital Services Act. If that changes, we will update this Section and tell you how to use those procedures. This does not affect your right to bring proceedings in court or to complain to the Digital Services Coordinator for Ireland, Coimisiún na Meán (https://www.cnam.ie).

21.1 Consumer Cooling-Off Period If you are contracting as a consumer (not for business or professional purposes), you may have the right to cancel distance contracts within 14 days without giving any reason, under: EU Consumer Rights Directive (2011/83/EU); and UK Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013. The 14-day cancellation period begins on the day the contract is concluded (for a Campaign Boost, the day you buy it; otherwise the day of your subscription purchase or Account creation). This statutory right applies to consumers only. It does not apply to Brands or Creators contracting for business or professional purposes. Brand Accounts are for business use only (Section 2.2), so this Section applies to a Brand only where the law treats it as a consumer despite that. 21.2 How to Exercise Cancellation To cancel, you need to inform Spongle by a clear statement (e.g., email to support@spongle.co) of your decision. You may use the following form: Model Cancellation Form To: Spongle Limited, support@spongle.co I hereby give notice that I cancel my contract for the provision of the following service: [description of service] Ordered on: [date] / Received on: [date] Name of consumer: [your name] Address of consumer: [your address] Date: [date] 21.3 Exceptions to Cancellation The right to cancel does not apply to: Contracts for digital content not supplied on a tangible medium where performance has begun with your express prior consent and acknowledgement that you lose the right of withdrawal; Contracts for services that have been fully performed, where performance began at your express request and you acknowledged that you would lose the right to cancel once the service had been fully performed; and Campaign Agreements between Brands and Creators (these are governed by Section 7). When you purchase a subscription and begin using the Platform's premium features, you expressly consent to the immediate performance of the service and acknowledge that this affects your right to cancel as set out in Section 21.4. A Campaign Boost is a service, not digital content. If you ask for a Boost to start straight away, you keep any right to cancel until the Boost has run in full; if you cancel before then, you pay for the part already provided (Section 21.4); once the Boost has run in full, the right to cancel ends. 21.4 Refund on Cancellation If you validly exercise your right to cancel, Spongle will refund what you paid for the service (including a subscription or a Campaign Boost bought on the Spongle website) without undue delay, and no later than 14 days from the day we receive your cancellation notice. We will refund using the same payment method you used for the initial transaction. If you requested the service to begin during the cancellation period, you shall pay an amount proportional to the services provided up to the point you told us you were cancelling; for a Boost, that is the Boost price divided by the number of days the Boost was due to run, multiplied by the number of days, or part days, it ran. For a Boost bought in the Spongle app, cancellation and refunds are handled by Apple or Google (Section 9.6.1). 21.5 Statutory Consumer Rights Nothing in these Terms affects your statutory consumer rights under Irish, UK, or EU law. To the extent any provision of these Terms conflicts with mandatory consumer protection law in your jurisdiction, the mandatory law prevails.

THE PLATFORM AND ALL SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SPONGLE DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO: IMPLIED WARRANTIES OF MERCHANTABILITY; IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE; IMPLIED WARRANTIES OF NON-INFRINGEMENT; IMPLIED WARRANTIES OF QUALITY OR ACCURACY; AND IMPLIED WARRANTIES OF UNINTERRUPTED OR ERROR-FREE SERVICE. YOUR USE OF THE PLATFORM IS ENTIRELY AT YOUR OWN RISK. SPONGLE MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE CONDUCT, RELIABILITY, OR PERFORMANCE OF ANY USER. Consumer Notice: If you are contracting as a consumer, the above disclaimers apply only to the extent permitted by applicable consumer protection law. Your statutory rights under the Irish Consumer Protection Act 2007, the UK Consumer Rights Act 2015, and EU consumer protection legislation remain unaffected. Where the Platform provides a service to a consumer, the service will be performed with reasonable care and skill.

23.1 Exclusion of Liability To the maximum extent permitted by applicable law, Spongle is not liable for: User content quality, accuracy, or legality; User performance, conduct, or contractual compliance; Campaign results, engagement metrics, or business outcomes; User Disputes or losses arising from Brand-Creator relationships; Third-party service failures (including Stripe, social media platforms); AI recommendation accuracy; or The identity of any User, or any misrepresentation by a User of their identity, business, credentials, or intentions; Any act or omission of a User in person, including at a Brand's premises or any other location, whether or not arranged through the Platform; Any failure by a User to hold insurance, licences, permissions, or clearances required for their business or for a Campaign; or Any indirect, incidental, special, consequential, or punitive damages, including lost profit, lost revenue, loss of data, loss of business, loss of goodwill, or loss of anticipated savings, whether arising in contract, tort (including negligence), strict liability, or any other legal theory. 23.2 Liability Cap Spongle's total aggregate liability for all claims arising from or relating to these Terms or the Platform shall not exceed the greater of: (a) the total amount of fees you paid to Spongle during the 12-month period immediately before the event giving rise to the claim; or (b) EUR 100 (one hundred euros). 23.3 Non-Excludable Liability Nothing in these Terms excludes or limits Spongle's liability for: Death or personal injury caused by negligence; Fraud or fraudulent misrepresentation; Any liability that cannot be excluded or limited by Irish law, UK law, or applicable EU law; or Any other liability that cannot be lawfully excluded or limited. 23.4 Consumer Protections EU and UK consumers keep all mandatory consumer protections. Where any limitation in this Section conflicts with mandatory consumer protection law in your jurisdiction, the mandatory law prevails. 23.5 Stripe Connect Platform Liability Spongle operates the Platform as a Stripe Connect platform. Under Stripe's Connect Platform Agreement and Services Agreement, Spongle bears primary liability to Stripe for chargebacks, cardholder disputes raised through issuing banks, connected-account negative balances, and certain fraud losses, regardless of which User's conduct caused the loss. This liability is imposed on Spongle by Stripe as the payment processor and cannot be contractually discharged to Users through these Terms. The allocation of risk between Brand and Creator set out in these Terms and in each Campaign Agreement is a separate matter. Where a chargeback, cardholder dispute, negative balance, or fraud loss arises from or is caused by a User's conduct, Spongle retains the right to recover the full amount of the loss (including Stripe's associated fees, recovery costs, and reasonable legal fees) from that User under the indemnification obligations in Section 24. Users acknowledge that Spongle does not hold customer funds. All payment authorisations, captures, transfers, and payouts are processed by Stripe. References in these Terms to "payment protection", "funds held with Stripe", or similar phrasing describe Stripe's authorisation and capture mechanics — they do not mean that Spongle takes custody of User money.

24.1 Your Indemnification Obligations You agree to defend, indemnify, and hold harmless Spongle Limited, its directors, officers, employees, agents, and affiliates (the "Indemnified Parties") from and against any and all claims, demands, actions, losses, damages, liabilities, costs, and expenses (including reasonable legal fees) arising from or relating to: (a) your use of or access to the Platform and Services; (b) any content you upload, post, or create on the Platform; (c) your breach of these Terms or any representation or warranty made in them; (d) your violation of any applicable law, regulation, or court order; (e) your infringement, misappropriation, or violation of any third-party Intellectual Property Rights or other rights; (f) User Disputes or claims arising from your interactions with other Users; (g) any tax liability, penalty, or interest arising from your failure to comply with your tax obligations, including any such amount that a tax or social insurance authority claims from Spongle because of your failure to comply with your own tax or social insurance obligations or because information you provided was inaccurate, but excluding any amount that the law requires Spongle itself to bear; (h) any misrepresentation in your Account, profile, or Campaign materials; (i) products you provide to Creators (for Brands), including product liability claims; (j) your negligence or wilful misconduct; and (k) any claim by a person you engage to help you deliver a Campaign that they are an employee or worker of Spongle, or that Spongle owes them any payment, except to the extent the claim results from Spongle's own acts or omissions. 24.2 Defence and Control Spongle reserves the right, at your expense, to assume exclusive defence and control of any matter for which you must indemnify us. You agree to cooperate, at your expense, with our defence of such claims. You will not settle any claim without Spongle's prior written approval (which will not be unreasonably withheld). Spongle will use reasonable efforts to notify you of any claim subject to this indemnification upon becoming aware of it. 24.3 Consumer Limitation If you are contracting as a consumer, this indemnification obligation applies only to the extent permitted by the mandatory consumer protection laws of your jurisdiction. 24.4 Chargeback and Stripe-Imposed Loss Indemnity In addition to the general indemnity in Section 24.1, where a chargeback, cardholder dispute, connected-account negative balance, fraud loss, refund reversal, or any similar Stripe-imposed cost arises from or is caused by your conduct, you agree to indemnify Spongle for the full amount of the loss. "Your conduct" in this Section includes, but is not limited to: (a) failing to deliver Content Deliverables in accordance with a Campaign Agreement (Creator); (b) disputing a charge through your issuing bank rather than using the Platform's dispute process (Brand); (c) providing misleading, fraudulent, or materially inaccurate Campaign, Pitch, profile, or account information; (d) providing a payment method that is later found to be unauthorised, fraudulent, or subject to reversal; (e) misrepresenting products, services, or results; (f) breaching the advertising disclosure obligations in Section 14; (g) breaching any other material provision of these Terms or a Campaign Agreement. Recoverable amounts include: the disputed or lost amount itself, Stripe's chargeback or dispute fees, any currency conversion or FX-related loss, reasonable legal fees, and other reasonable recovery costs. Spongle may recover these amounts by (i) debiting your Stripe Connect connected account where applicable, (ii) withholding amounts from other payments owed to you, (iii) invoicing you directly with payment due within 14 days of invoice, or (iv) pursuing legal recovery. Where you are a consumer, recovery is limited to amounts permitted under the mandatory consumer protection laws of your jurisdiction.

Spongle shall not be liable for any failure or delay in performing its obligations under these Terms where that failure or delay results from circumstances beyond Spongle's reasonable control, including but not limited to: Natural disasters, epidemics, or pandemics; Acts of war, terrorism, civil unrest, or government action; Power or internet failures; Third-party service outages (including Stripe, cloud hosting providers, and social media platforms); Cyberattacks, including denial-of-service attacks; Labour disputes or strikes; and Changes in applicable law or regulation. If a force majeure event occurs, Spongle will use reasonable efforts to reduce the impact and resume performance as soon as practicable. If a force majeure event continues for more than 30 consecutive days, either party may terminate the affected Services by written notice.

26.1 Governing Law These Terms are governed by and construed in accordance with the laws of the Republic of Ireland, without regard to conflict of law provisions. 26.2 Jurisdiction The courts of the Republic of Ireland shall have exclusive jurisdiction over any dispute arising from or relating to these Terms, subject to the consumer protections below. 26.3 Consumer Jurisdiction Rights EU consumers retain the right to bring proceedings in the courts of their member state of residence under EU Regulation 1215/2012 (Brussels I Recast); UK consumers retain the right to bring proceedings in the courts of England and Wales, Scotland, or Northern Ireland; and Statutory consumer protection rights under your country of residence are not affected by these Terms. 26.3A Alternative Dispute Resolution and Arbitration Nothing in these Terms requires you to use arbitration, and Spongle does not impose mandatory arbitration on any User. Spongle Limited does not currently participate in, and is not obliged to participate in, an alternative dispute resolution (ADR) scheme for consumer disputes. If a complaint you make to us under Section 28 cannot be resolved between us, we will tell you in writing whether we are willing to refer that dispute to an ADR entity. Consumers in Ireland can find information about ADR from the Competition and Consumer Protection Commission (https://www.ccpc.ie); consumers elsewhere in the EU may contact their European Consumer Centre. Spongle and a User may agree in writing, in a specific case, to refer a dispute to mediation or arbitration under Irish law, but neither is obliged to do so. 26.4 Legal Framework The Platform is operated from Ireland. Spongle seeks to operate the Platform in accordance with the following, to the extent each applies: Irish Law Electronic Commerce Act 2000; Data Protection Act 2018; Consumer Protection Act 2007; and European Communities (Late Payment in Commercial Transactions) Regulations 2012. UK Law Consumer Rights Act 2015; Electronic Communications Act 2000; Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013; and Late Payment of Commercial Debts (Interest) Act 1998. EU Law General Data Protection Regulation (EU) 2016/679; eIDAS Regulation (EU) No 910/2014; Digital Services Act (EU) 2022/2065; Platform-to-Business Regulation (EU) 2019/1150; Unfair Commercial Practices Directive 2005/29/EC; and Consumer Rights Directive 2011/83/EU.

27.1 Amendments Spongle reserves the right to update these Terms at any time. For material changes, we will give at least 30 days' notice by email to your registered address and/or by posting a notice on the Platform. Continuing to use the Platform after the effective date of changes constitutes acceptance. If you disagree, you may close your Account before the changes take effect. 27.2 Entire Agreement These Terms, together with the Privacy Policy and Cookie Policy, constitute the complete agreement between Spongle and you regarding Platform usage. They supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral. You acknowledge that you have not relied on any statement, promise, or representation made by or on behalf of Spongle that is not set out in these Terms. Nothing in this clause limits liability for fraud or fraudulent misrepresentation. 27.2A Order of Precedence Your relationship with Spongle is governed by these Terms, the Privacy Policy, and the Cookie Policy. Each Campaign Agreement is a separate contract between a Brand and a Creator (Section 27.7). If there is a conflict: (a) these Terms govern the operation of the Platform, payment collection and release, fees, and the dispute-processing rules, and prevail on those matters over any Campaign Agreement; and (b) a Campaign Agreement governs the specific commercial terms of that Campaign (such as the Deliverables, the agreed fee, content usage, and any exclusivity), and prevails on those matters, except where it would conflict with the mandatory platform, payment, or dispute rules in these Terms. To the extent of any conflict between these Terms and the Privacy Policy on the processing of personal data, the Privacy Policy prevails. 27.3 Severability If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be enforced to the maximum extent permissible, or if not enforceable, shall be severed from these Terms. The remaining provisions continue in full force and effect. 27.4 Waiver No failure or delay by Spongle in exercising any right, power, or remedy under these Terms shall operate as a waiver of that right. A waiver of any provision or right is only effective if given in writing and signed by an authorised representative of Spongle, and applies only to the specific instance. 27.5 Assignment You may not assign, transfer, or sublicense your rights or obligations under these Terms without Spongle's prior written consent. Any attempt to assign without consent is null and void. Spongle may assign or transfer these Terms, in whole or in part, without restriction, including to a successor entity upon merger, acquisition, reorganisation, or sale of substantially all assets. 27.6 Notices Spongle sends notices to the email address registered with your Account. Notices are deemed received 24 hours after sending by email, or immediately upon posting on the Platform. You must send notices to Spongle at legal@spongle.co. All agreements, notices, disclosures, and other communications provided electronically satisfy any legal requirement that such communications be in writing. 27.7 No Third-Party Rights These Terms do not confer any rights on any person or party other than the parties to these Terms and, where applicable, their successors and permitted assigns, save for the limited exceptions in this Section. No term of these Terms is enforceable under the Contracts (Rights of Third Parties) Act 1999 (UK) or any equivalent legislation by a person who is not a party to these Terms, except that: (a) where a Creator gives warranties or indemnities expressed to be for the benefit of a Brand under Sections 5.1A and 5.2A, the relevant Brand may enforce those warranties and indemnities against the Creator; and (b) where you obtain the Spongle mobile application from the Apple App Store or Google Play, Apple Inc. and Google LLC respectively may enforce the application-store terms in Section 27.19 against you as a third-party beneficiary. Save for those limited exceptions, no person who is not a party to these Terms may enforce any of their provisions. Campaign Agreements between Brands and Creators are separate contracts governed by their own terms. 27.8 Survival The following provisions survive termination or expiry of these Terms and your Account: Sections 1 (Definitions), 5.1A (Creator Content Warranties), 8.10 (Right of Set-Off), 8.12 (Tax Responsibilities), 8.12A (Platform Tax Reporting), 8.13 (Chargebacks), 8.15 (Cancellation by the Brand), 8.16 (Closing an Account During a Live Contract), 10 (Content and Intellectual Property, including all licences granted), 11 (Anti-Circumvention and Non-Solicitation), 12 (Confidentiality and Non-Disparagement), 13.1A (Campaign Post Metrics), 15.7 (External Legal Proceedings), 15.8 (Release and Discharge of Spongle), 15.10 (Dispute Policy Acceptance), 17.3 (Effect of Termination), 17.4 (Data Retention), 22 (Disclaimer of Warranties), 23 (Limitation of Liability), 24 (Indemnification), 26 (Governing Law and Jurisdiction), and 27 (General Provisions). 27.9 No Partnership, Agency, or Employment Nothing in these Terms creates any partnership, joint venture, agency, franchise, or employment relationship between Spongle and any User, or between any Users. No User has authority to bind Spongle in any way. Spongle acts as a limited payment collection agent solely for the purpose of collecting and distributing Campaign payments via Stripe. Section 5.4 sets out each User's independent status and responsibility for their own tax. 27.10 Electronic Communications Consent By using the Platform, you consent to receiving electronic communications from Spongle (including email, push notifications, and in-app messages). You agree that all agreements, notices, disclosures, and other communications provided to you electronically satisfy any legal requirement that such communications be in writing under the Irish Electronic Commerce Act 2000 and UK Electronic Communications Act 2000. 27.11 Background Intellectual Property Each party retains all rights in its pre-existing intellectual property. Nothing in these Terms transfers ownership of any pre-existing intellectual property from one party to another. Spongle's background intellectual property (including Platform technology, algorithms, trade marks, and know-how) remains the exclusive property of Spongle Limited. 27.12 Insurance Disclaimer Spongle does not provide insurance coverage for Users, Campaigns, Deliverables, products, or any transactions conducted through the Platform. You are solely responsible for getting appropriate insurance coverage for your business activities. 27.13 Sanctions and Anti-Money Laundering You represent and warrant that you are not: (a) listed on any sanctions list maintained by the European Union, the United Kingdom, the United States (including OFAC), the United Nations, or Ireland; (b) owned or controlled by any person or entity on such lists; or (c) located, organised, or resident in a country or territory subject to broad sanctions. You agree not to use the Platform in connection with any transaction involving a sanctioned person, entity, or jurisdiction, or for the purpose of money laundering, terrorist financing, or any other financial crime. 27.14 Limitation Period To the extent permitted by applicable law, any claim arising from or relating to these Terms or the Platform must be brought within one (1) year after the cause of action accrues, after which the claim is permanently barred. This limitation period does not apply to claims by consumers in jurisdictions where the applicable limitation period cannot be contractually shortened, or to claims for which no limitation period applies under Irish or UK law. 27.15 Right to Audit Spongle reserves the right to audit User Account activity, content, and transactions to verify compliance with these Terms. Audits may be conducted at any time and without prior notice. Users agree to cooperate with reasonable audit requests. 27.16 Rate Limiting and Fair Use Spongle may impose rate limits, usage caps, or fair use restrictions on Platform features to maintain service quality for all Users. Excessive or abusive usage patterns may result in temporary throttling, feature restrictions, or Account suspension. 27.17 Platform-to-Business Transparency (EU Regulation 2019/1150) In line with the EU Platform-to-Business Regulation: Ranking of Campaigns: In the Creator discovery feed, Campaigns from the Creator's own country are shown first, unless the Creator has chosen a country filter. Within that, the default view shows Campaigns newest first, using the time the Campaign was posted or, while a Campaign Boost is active, the time the Boost started (Section 9.6). The Trending view ranks Campaigns by the number of Pitches they have received, and the Latest view shows Campaigns posted in the last seven days, newest first; in those two views a Boost only decides the order between Campaigns that are otherwise level. Other views and filters a Creator chooses apply their own ordering. Recency is the main parameter because Creators most want the newest opportunities. Paid influence on ranking: a Brand can pay for a Campaign Boost (Section 9.6), which changes ranking as described above and may place the Campaign in the single "Featured" cover at the top of the default feed. No other payment affects ranking, and Spongle does not currently sell any subscription that affects ranking. Complaints: Business Users may submit complaints about Platform services, ranking, or terms by emailing support@spongle.co. Spongle will consider each complaint and reply. Mediation: If a complaint cannot be resolved through the internal complaint system, business Users may seek mediation. Spongle will engage in good faith with any mediator agreed upon by the parties or appointed by a court. 27.18 Content Moderation In accordance with Articles 14, 16 and 17 of the EU Digital Services Act (Regulation (EU) 2022/2065), Spongle: may remove, restrict, or disable access to User Content, and suspend or restrict Accounts, that breach these Terms or applicable law, acting diligently, objectively and proportionately, with due regard to the rights and legitimate interests of everyone involved, including freedom of expression; does not pre-screen User Content before it is published (Section 4.8) and carries out only the checks described in Section 16.2: automated monitoring of published Campaign content against the approved record, automated screening of in-app messages for contact details and off-platform links, automated detection of automated (bot) sign-ups, automated checks of a Creator's audience against the thresholds in Section 13.1, and human review of reports and notices. Automated tools never take a decision to suspend or terminate an Account on their own; operates the reporting route in Section 16.1B and the notice-and-action procedure in Section 20; gives a statement of reasons for content and account restrictions (Section 20.3) and provides the free appeal process in Section 16.3; keeps records of reports, notices, moderation decisions and appeals for the periods in Section 17.4 and the Privacy Policy; publishes transparency reports where the Digital Services Act requires this of a provider of Spongle's size; and tells Users about significant changes to these rules in accordance with Section 27.1. Spongle's single point of contact for Users, and for the authorities of EU Member States, the European Commission and the European Board for Digital Services, for matters under the Digital Services Act is legal@spongle.co. Communications may be in English. 27.19 Mobile Application Store Terms If you obtain, download, install, or use the Spongle mobile application from the Apple App Store or Google Play, the following additional terms apply, and you acknowledge that: (a) these Terms are between you and Spongle only, and not with Apple Inc. or Google LLC (each an "App Provider"); Spongle alone is responsible for the application and its content; (b) an App Provider has no obligation to provide any maintenance or support for the application; (c) an App Provider is not responsible for any warranties, whether express or implied, or for any claim relating to the application, including product-liability, legal or regulatory compliance, or consumer-protection claims; any such claim is between you and Spongle; (d) an App Provider is not responsible for addressing any third-party claim that the application, or your use of it, infringes that third party's intellectual property rights; (e) you represent that you are not located in a country subject to a relevant embargo, and are not listed on any restricted or prohibited party list; and (f) you must comply with the applicable App Provider's terms of service when using the application. The App Providers, and their subsidiaries, are third-party beneficiaries of these Terms as they relate to your use of the application, and each App Provider has the right to enforce these Terms against you as such (see Section 27.7). 27.20 Appendices and Incorporation These Terms include their Appendices. The Code of Conduct at Appendix A is incorporated into, and forms part of, these Terms. If there is any conflict between an Appendix and the main body of these Terms, the main body of these Terms prevails.

28.1 Contact Details Website: https://spongle.co General Enquiries: info@spongle.co General Support: support@spongle.co Privacy & Data Protection: privacy@spongle.co Legal, Notices & Copyright: legal@spongle.co Digital Services Act point of contact (Users and authorities): legal@spongle.co Security (vulnerability disclosure): security@spongle.co Report Abuse, Safety or Conduct: report@spongle.co P2B Complaints: support@spongle.co Automated Notifications: notifications@spongle.co (outbound only, not monitored) 28.2 Response Times We respond to statutory data-protection requests within one calendar month (extendable by up to two further months for complex or numerous requests, with notice). Notices of illegal content and intellectual property infringement are handled under Section 20, appeals under Section 16.3, and business-user complaints under Section 27.17. For all other enquiries we respond as soon as we reasonably can. Note: These contact details cover Platform-related matters only. Brand-Creator disputes are resolved between the parties under Section 15; Spongle applies the pre-agreed automated payment rules and does not adjudicate. For contractual disagreements, the parties must resolve the matter between themselves.

Status. This Code of Conduct is incorporated into, and forms part of, these Terms (Section 27.20). It restates and supplements the conduct standards in these Terms -- in particular Section 5 (User Obligations and Conduct Standards), Section 14 (Advertising Disclosure and Regulatory Compliance), and Section 16 (Prohibited Activities and Enforcement) -- in plain language, so that everyone using Spongle can find and understand them in one place. If there is any conflict between this Appendix and the main body of these Terms, the main body prevails. Defined terms have the meanings given in Section 1. A.1 Who this applies to This Code applies to all Users -- Creators and Brands -- and to all activity carried out on or through the Platform. You must be at least 18 years of age to use the Platform (Section 3). A.2 Put audiences first Spongle works because audiences trust the Creators they follow, and everyone who uses the Platform shares responsibility for protecting that trust. No Campaign, Pitch, or piece of content should be false, misleading, or designed to deceive an audience, and any commercial relationship between a Brand and a Creator must always be disclosed clearly and honestly, in line with the advertising rules in Section 14. A.3 What we expect from Creators The binding detail is set out in Sections 5.1, 5.1A, and 14. In summary, as a Creator you are expected to: Be genuine. Keep your profile authentic and current, use legitimate social media accounts, and represent the size, source, and engagement of your audience honestly. We work with Creators who have built their audiences organically; misrepresenting your audience -- including through purchased or automated followers, likes, views, or engagement -- is a serious breach and may lead to termination. Pitch in good faith. Submit Pitches that genuinely reflect your capability and willingness to deliver. Deliver what you promised. Produce content that matches the Campaign specifications within the agreed timeframes. Be transparent. Disclose paid partnerships clearly, with the "#ad" label required by Section 14.1, in line with the ASAI Code (Ireland), the ASA / CAP Code (UK), and comparable bodies, and keep up to date with current disclosure best practice. Keep content live and unchanged. Keep published Campaign content live, visible, and unmodified for the agreed Minimum Display Period, and do not delete, take down, or materially alter an approved Deliverable during that period except as permitted by these Terms. Do not obstruct verification. Do not obstruct, interfere with, or attempt to defeat Spongle's verification or monitoring of published Campaign content. Only promote what you believe in. Pitch for and promote Brands and products you would genuinely be willing to recommend; honest recommendations protect both your audience and your own credibility. Be considerate of your audience. Avoid overwhelming your feed with sponsored content, or promoting directly competing Brands in quick succession, in ways that could mislead your followers or erode their trust. A.4 What we expect from Brands The binding detail is set out in Section 5.2. In summary, as a Brand you are expected to: Brief clearly. Provide clear, detailed Campaign briefs so Creators understand what you are looking for. Honour your commitments. Honour accepted Pitches and the Contracts that result from them. Be responsive. Review and respond to Pitches and submissions within reasonable timeframes, and keep communication open throughout the Campaign. Respect the Creator's voice. Give clear direction through your brief, then allow Creators the creative latitude to deliver in their own authentic style; use the Platform's revision process for changes rather than over-directing the work. Value Creators of every size. Spongle is built around everyday Creators rather than celebrities; a Creator's genuine influence with their own audience matters more than headline follower numbers. Protect transparency. Do not instruct Creators to hide commercial relationships or to suppress required advertising disclosures. Do not trade payment for reviews. Do not make payment or compensation conditional on a Creator providing a positive or negative review. Use content only as agreed. Use a Creator's content only in the ways permitted by the resulting Contract and these Terms; do not repurpose, redistribute, or use Deliverables beyond the agreed scope. A.5 What is not allowed The full list of prohibited activities is set out in Section 16.1. In summary, you must not: create fraudulent, misleading, or impersonation accounts, or share credentials; buy or fake followers, likes, views, or engagement, or manipulate metrics; upload content that is unlawful, infringing, defamatory, deceptive, harmful, or harassing; bypass the payment system, scrape or disrupt the Platform, or circumvent Spongle's content-verification, anti-fraud, audience-threshold, or automated detection systems; or use the Platform for fraud, money laundering, sanctions breaches, or any other illegal purpose. A.6 Zero tolerance Certain conduct carries zero tolerance and will result in immediate suspension or termination and, where appropriate, referral to the relevant authorities. This includes child sexual abuse material, content that sexually exploits or endangers a minor, terrorist content, and the promotion or facilitation of serious illegal activity (Section 16.1A). A.7 Reporting a concern If you see content or behaviour that breaches this Code, or that you believe is illegal, report it to report@spongle.co, or use the "Report a problem" option where it is available on the Platform. Please tell us why you are reporting it, where it is, and your name and email so that we can confirm receipt and tell you the outcome; you may report anonymously where the content involves the sexual abuse or exploitation of a child. We treat safety reports as a priority and act on them without undue delay (Sections 16.1B and 20). A.8 How we handle reports and enforcement Spongle may monitor content and activity on the Platform, using a combination of automated systems and human review; decisions that materially affect your Account are subject to human review. Less serious breaches are handled through a graduated approach (a warning, then temporary suspension, then permanent termination), while serious breaches may result in immediate action without prior warning (Section 16.2). Where we remove content or restrict an Account, we will give you a statement of reasons for the action, unless the law prevents us from doing so or the content is deceptive high-volume commercial content (Section 20.3). A.9 Appeals If you believe an enforcement decision was wrong, you may challenge it by contacting support@spongle.co -- within six months for a decision about your content or your Account, and within 14 days for any other enforcement decision. Appeals apply to Platform enforcement decisions only, are free of charge, and are decided by a person. We will provide a reasoned response (Section 16.3). A.10 Our commitments We will apply this Code proportionately and consistently, and will not take arbitrary enforcement action. This Code works alongside, and does not replace, your rights and our obligations under these Terms, the Privacy Policy, and applicable law. Important Notice: These Terms and Conditions are intended to govern the relationship between Spongle Limited (Company Registration Number 815169) and Users of the Platform. While they have been drafted to comply with applicable Irish, UK, and EU law, Spongle recommends that Users seek independent legal advice if they have questions about their rights and obligations. Nothing in these Terms constitutes legal advice. Cannot find what you are looking for? Contact us at support@spongle.co (c) 2026 Spongle Limited. All rights reserved.