Back to Home

Legal

Terms of Service

UGC Roster — ugcroster.com

Effective Date: March 25, 2026

Operated by Stacks Studio Holdings LLC | Newark, NJ

PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE USING THE UGC ROSTER PLATFORM. BY ACCESSING OR USING THIS PLATFORM, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE, DO NOT USE THE PLATFORM.

1. Introduction and Overview

UGC Roster ("Platform," "we," "us," or "our") is a software-as-a-service platform operated by Stacks Studio Holdings LLC, a limited liability company organized under the laws of the State of New Jersey. The Platform is accessible at ugcroster.com and any related subdomains, mobile applications, APIs, or associated services.

UGC Roster connects brands, agencies, and marketers ("Clients" or "Brand Users") with creators of user-generated content ("Creators") for the purposes of sourcing, licensing, and managing short-form video and other media content for advertising and marketing purposes.

These Terms of Service ("Terms") govern your access to and use of the Platform. By creating an account, clicking "I Agree," accessing any feature, or otherwise using the Platform in any way, you acknowledge that you have read, understood, and agree to be bound by these Terms, together with our Privacy Policy and any other policies incorporated by reference herein.

If you are entering into these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms. References to "you" and "your" refer to both the individual user and the entity on whose behalf you are acting, jointly and severally.

2. Definitions

As used in these Terms, the following capitalized terms have the meanings set forth below:

  • "Account" means the registered user account you create to access and use the Platform.
  • "Brand User" or "Client" means any individual or entity that uses the Platform primarily to source, brief, license, or manage UGC content from Creators.
  • "Creator" means any individual who registers on the Platform to offer content creation services, including short-form video, photography, written content, or other media, in exchange for compensation or other consideration.
  • "Content" means any video, photograph, audio, text, or other media submitted, uploaded, shared, or created through the Platform.
  • "UGC" or "User-Generated Content" means Content created by Creators for use by Brand Users in advertising, marketing, and promotional materials, whether paid or organic.
  • "Campaign" means a specific content creation project initiated by a Brand User that Creators may apply for or be matched to.
  • "Deliverable" means Content produced by a Creator in fulfillment of a Campaign, as specified in the Campaign brief.
  • "Fees" means any subscription fees, platform fees, transaction fees, or other charges payable by either party for use of the Platform.
  • "Intellectual Property Rights" means all patents, copyrights, trademarks, trade secrets, moral rights, and other proprietary rights recognized in any jurisdiction.
  • "License" means the rights granted by a Creator to a Brand User with respect to Content, as defined in these Terms or in a Campaign agreement.
  • "Prohibited Content" means Content that violates applicable law, these Terms, or our community standards.
  • "Services" means all features, tools, dashboards, APIs, and functionalities provided through the Platform.

3. Eligibility

3.1 Age Requirement

You must be at least 18 years of age to create an Account or use the Platform in any capacity. By creating an Account, you represent and warrant that you are 18 years of age or older. The Platform is not intended for use by minors, and we do not knowingly collect information from individuals under 18. If we become aware that a user is under 18, we reserve the right to immediately terminate that Account.

3.2 Legal Capacity

You represent and warrant that you have the full legal capacity to enter into a binding contract and are not barred from doing so under any applicable law. If you are using the Platform on behalf of a business entity, you represent that the entity is duly organized, validly existing, and in good standing in its jurisdiction of formation or incorporation.

3.3 Geographic Restrictions

The Platform is operated from the United States. We make no representation that the Platform is appropriate or available in all locations. You are responsible for compliance with local laws in your jurisdiction. Users in jurisdictions subject to U.S. embargoes or trade sanctions are prohibited from accessing or using the Platform.

3.4 Creator-Specific Eligibility

Creators must additionally:

  • Possess all rights necessary to create and license the Content they submit;
  • Disclose any conflicts of interest or material relationships with brand competitors;
  • Comply with all applicable Federal Trade Commission (FTC) guidelines regarding endorsements, testimonials, and advertising disclosures;
  • Maintain active and valid payment information for receiving compensation.

4. Account Registration and Security

4.1 Account Creation

To use the Platform, you must register for an Account. When creating an Account, you agree to:

  • Provide accurate, current, and complete information as prompted by the registration form;
  • Maintain and promptly update your Account information to keep it accurate, current, and complete;
  • Not impersonate any person or entity or misrepresent your affiliation with any person or entity;
  • Not use a username or email address that is offensive, vulgar, or that infringes on any trademark.

4.2 Account Types

The Platform offers two primary Account types:

  • Creator Accounts: For individuals who wish to offer content creation services;
  • Brand/Client Accounts: For brands, agencies, and marketers who wish to source and license UGC.

You may not maintain both a Creator Account and a Brand Account under the same identity without prior written permission from us.

4.3 Account Security

You are solely responsible for maintaining the confidentiality of your Account credentials, including your username and password. You agree to:

  • Not share your password with any third party;
  • Notify us immediately of any unauthorized access to or use of your Account;
  • Use a strong, unique password and enable two-factor authentication if available.

We will not be liable for any loss or damage arising from unauthorized access to your Account resulting from your failure to comply with these security obligations.

4.4 Account Suspension and Termination

We reserve the right to suspend or terminate any Account, at our sole discretion, for any violation of these Terms, fraudulent activity, abuse of the Platform, or any other reason we deem appropriate. Upon termination, your right to access the Platform ceases immediately.

5. Platform Services and Features

5.1 Services Provided

UGC Roster provides a software platform that enables:

  • Brand Users to post campaign briefs, define creative specifications, set budgets, and review Creator applications;
  • Creators to browse available campaigns, submit applications and portfolios, deliver completed content, and receive payment;
  • Both parties to communicate, review deliverables, request revisions, and manage licensing agreements;
  • Automated matching, analytics, and workflow tools to streamline the UGC production process.

5.2 Subscription Plans

Access to certain features of the Platform may require a paid subscription. Subscription plans, pricing, and included features are described on our Pricing page and are subject to change. Current subscription tiers may include features such as:

  • Number of active campaigns;
  • Creator roster size;
  • Advanced analytics and reporting;
  • API access;
  • Priority support.

Specific features included in any plan are subject to change. We will provide reasonable notice of material changes to subscription plan features.

5.3 Platform Modifications

We reserve the right to modify, suspend, or discontinue the Platform or any feature thereof at any time, with or without notice. We will not be liable to you or any third party for any modification, suspension, or discontinuation of the Services.

5.4 Beta Features

We may offer certain features on a beta or early-access basis. Beta features are provided "as-is" without any warranties and may be modified or discontinued at any time.

6. Fees, Payments, and Billing

6.1 Subscription Fees

Brand Users who subscribe to a paid plan agree to pay the applicable subscription fees in advance for the selected subscription period (monthly or annual). Fees are non-refundable except as expressly provided in these Terms or required by applicable law.

6.2 Transaction and Platform Fees

For each completed Campaign transaction, UGC Roster may charge a platform fee calculated as a percentage of the total transaction value or a flat fee, as specified on the Platform. Both Creators and Brand Users may be subject to applicable fees. Current fee structures are disclosed in the Platform and may be updated from time to time.

6.3 Creator Compensation

Compensation terms between Creators and Brand Users are established within each Campaign. UGC Roster processes Creator payments through integrated payment providers. Creators are responsible for ensuring their payment information is accurate and current. UGC Roster is not responsible for delays caused by incomplete or inaccurate payment details.

Creators acknowledge that they are independent contractors and are solely responsible for any taxes, withholdings, or other obligations associated with payments received through the Platform. We may be required to collect tax information and issue applicable tax forms (e.g., IRS Form 1099) in accordance with applicable law.

6.4 Payment Processing

All payments are processed through third-party payment processors. By providing payment information, you agree to the terms of the applicable payment processor. We do not store full payment card numbers and are not responsible for errors or failures by payment processors.

6.5 Late Payments and Disputes

If payment is not received when due, we may suspend access to your Account until payment is made. Any disputed charges must be raised in writing within 30 days of the charge date. Chargebacks initiated without prior notification to us may result in Account suspension and may constitute a breach of these Terms.

6.6 Refund Policy

Subscription fees are generally non-refundable. However, if you cancel within 48 hours of your initial subscription or renewal and have not used the Platform's paid features during that period, you may request a refund by contacting us at gabe@ugcroster.com. We will evaluate refund requests on a case-by-case basis for extenuating circumstances.

6.7 Free Trials

We may offer free trial periods at our discretion. At the end of a free trial, you will be automatically charged for the subscription plan you selected unless you cancel before the trial ends. We will provide notice before the trial ends.

7. Campaigns and Content Delivery

7.1 Campaign Briefs

Brand Users are responsible for providing clear, accurate, and complete campaign briefs. A campaign brief must include, at minimum:

  • A description of the content required;
  • Intended usage rights requested;
  • Timeline and deadlines;
  • Compensation offered;
  • Any brand guidelines, restrictions, or mandatory disclosures.

We are not responsible for Campaigns that result in unsatisfactory Content due to inadequate or ambiguous briefing.

7.2 Creator Obligations

Upon accepting a Campaign, Creators agree to:

  • Create Content in accordance with the campaign brief and all applicable brand guidelines;
  • Deliver Deliverables by the agreed-upon deadline;
  • Ensure Content complies with all applicable laws including FTC disclosure requirements;
  • Not use Content from the Campaign for any purpose other than as agreed;
  • Obtain all necessary releases, permissions, and clearances for any third-party material (music, locations, individuals) appearing in the Content;
  • Represent and warrant that all Content is original and does not infringe any third-party rights.

7.3 Content Review and Revisions

Brand Users may review submitted Deliverables and request revisions as specified in the Campaign. The number of permitted revision rounds will be set forth in the Campaign brief. We encourage Creators and Brand Users to communicate clearly and in good faith regarding revisions. Disputes regarding revisions that cannot be resolved between the parties may be escalated to us for mediation.

7.4 Content Approval and Rejection

Brand Users may reject Deliverables that materially fail to meet the specifications of the campaign brief. Rejection must be accompanied by specific, actionable feedback. Rejections made in bad faith or for reasons not related to the campaign brief may be reviewed by us, and we reserve the right to release withheld payment to Creators in cases of bad-faith rejection.

7.5 Content Ownership and Transfer

Creators retain ownership of all Content they create until such time as ownership or usage rights are formally transferred to a Brand User in accordance with a Campaign agreement or license. Platform usage does not itself transfer ownership.

8. Intellectual Property Rights

8.1 Creator Ownership

As between Creators and UGC Roster, Creators own all Intellectual Property Rights in the Content they create. By uploading Content to the Platform, Creators grant UGC Roster a limited, non-exclusive, royalty-free license to display, reproduce, and distribute the Content solely for the purpose of operating the Platform and fulfilling applicable Campaigns.

8.2 License to Brand Users

Upon successful completion of a Campaign and full payment to the Creator, the Creator grants the Brand User a license to use the Deliverables as specified in the Campaign brief. Unless explicitly stated otherwise in the Campaign agreement, this license is:

  • Non-exclusive;
  • Limited to the platforms, territories, and duration specified in the Campaign;
  • Non-transferable and non-sublicensable without the Creator's written consent.

Brand Users seeking perpetual, exclusive, or broad multi-platform licenses must negotiate such terms explicitly with Creators within the Campaign agreement.

8.3 Platform Content

All trademarks, logos, platform interfaces, software, and other materials provided by UGC Roster are the exclusive property of Stacks Studio Holdings LLC or its licensors and are protected by applicable Intellectual Property Rights. Nothing in these Terms grants you any rights in or to the Platform's proprietary materials except as expressly stated.

8.4 DMCA / Copyright Infringement

We respect intellectual property rights and expect our users to do the same. If you believe Content on the Platform infringes your copyright, you may submit a notice pursuant to the Digital Millennium Copyright Act (DMCA) to our designated agent at: legal@ugcroster.com

Your notice must include: (a) identification of the copyrighted work; (b) identification of the allegedly infringing material; (c) your contact information; (d) a statement of good faith belief; (e) a statement of accuracy under penalty of perjury; and (f) your physical or electronic signature. We will respond to valid DMCA notices promptly.

8.5 Feedback and Suggestions

If you provide us with any feedback, suggestions, or ideas regarding the Platform, you grant us a perpetual, irrevocable, royalty-free license to use, modify, and incorporate such feedback into the Platform without any obligation to compensate you.

9. Prohibited Uses and Conduct

9.1 General Prohibitions

You agree not to use the Platform to:

  • Violate any applicable local, state, national, or international law or regulation;
  • Infringe the Intellectual Property Rights of any third party;
  • Submit false, misleading, or fraudulent information;
  • Impersonate any person or entity or misrepresent your affiliation;
  • Engage in spam, phishing, or unsolicited commercial communications;
  • Upload or transmit viruses, malware, or any other malicious code;
  • Interfere with or disrupt the Platform or its servers or networks;
  • Attempt to gain unauthorized access to any portion of the Platform;
  • Scrape, crawl, or harvest data from the Platform without our written permission;
  • Reverse engineer, decompile, or disassemble any part of the Platform;
  • Use the Platform in any manner that could damage, disable, or impair the Platform;
  • Circumvent or attempt to circumvent any security or access controls.

9.2 Prohibited Content

You agree not to submit, upload, or otherwise transmit Content that:

  • Is obscene, pornographic, or sexually explicit;
  • Depicts or promotes violence, hate speech, or discrimination;
  • Harasses, bullies, or threatens any individual;
  • Violates the privacy or publicity rights of any third party;
  • Contains deceptive or misleading advertising claims;
  • Promotes illegal products, services, or activities;
  • Disparages any individual, brand, or company in a defamatory manner;
  • Infringes any copyright, trademark, or other Intellectual Property Right.

9.3 Off-Platform Solicitation

Brand Users and Creators agree not to solicit or enter into agreements with each other outside of the Platform for any campaign or transaction that originated on or through the Platform (an "Off-Platform Transaction") for a period of 12 months following the conclusion of their last Platform-facilitated Campaign. Off-Platform Transactions circumvent our fee structure and are a violation of these Terms.

9.4 Consequences of Violations

We reserve the right to remove any Content, suspend or terminate any Account, and pursue all available legal remedies against any user who violates these Terms. We may also report violations to applicable law enforcement authorities.

10. Creator Representations and Warranties

By submitting Content through the Platform, each Creator represents, warrants, and covenants that:

  • You are the original creator and sole author of the Content, or have obtained all necessary rights, licenses, and permissions to create and submit the Content;
  • The Content does not infringe, misappropriate, or violate any Intellectual Property Rights, privacy rights, publicity rights, or other rights of any third party;
  • You have obtained written consent from all identifiable individuals who appear in the Content;
  • All music, sounds, graphics, or other third-party materials included in the Content are cleared for commercial use;
  • The Content complies with all applicable laws and regulations, including FTC endorsement guidelines;
  • The Content does not contain false or misleading claims about any product or service;
  • You are not subject to any contractual restrictions, exclusivity agreements, or other obligations that would prevent you from creating or licensing the Content;
  • The Content has not been previously licensed in a manner that is inconsistent with the rights being granted.

11. Brand User Representations and Warranties

By creating a Campaign and using Creator Content through the Platform, each Brand User represents, warrants, and covenants that:

  • You have the authority to enter into Campaign agreements and these Terms;
  • You will use Content only for the purposes and within the scope specified in the applicable Campaign and license;
  • You will comply with all applicable advertising, marketing, and consumer protection laws in connection with your use of the Content;
  • You will not alter, modify, or edit Content in a manner that misrepresents the Creator's original work or places the Creator in a false light;
  • You will include all required disclosures and credits as required by law and as specified in the Campaign agreement;
  • You will not use Content to defame, harass, or disparage any individual or group.

12. Privacy and Data Protection

12.1 Privacy Policy

Your use of the Platform is also governed by our Privacy Policy, which is incorporated by reference into these Terms. By using the Platform, you consent to the collection, use, and sharing of your personal information as described in the Privacy Policy.

12.2 Data Collection

We collect personal information necessary to operate the Platform, process transactions, and comply with legal obligations. This includes information you provide directly (such as name, email, payment details, and portfolio content) and information collected automatically (such as usage data, device identifiers, and analytics).

12.3 Third-Party Integrations

The Platform may integrate with third-party services such as payment processors, analytics providers, and social media platforms. Your use of such integrations is subject to the privacy policies and terms of service of those third parties. We encourage you to review those policies.

12.4 Data Security

We implement commercially reasonable technical and organizational measures to protect your personal information from unauthorized access, disclosure, or destruction. However, no data transmission over the internet is completely secure, and we cannot guarantee absolute security.

12.5 California Privacy Rights

If you are a California resident, you may have additional rights under the California Consumer Privacy Act (CCPA) and California Privacy Rights Act (CPRA), including the right to know, delete, and opt out of the sale of personal information. Please refer to our Privacy Policy for details on how to exercise these rights.

12.6 GDPR

If you are a user located in the European Economic Area, you may have rights under the General Data Protection Regulation (GDPR), including rights of access, rectification, erasure, and data portability. Our Privacy Policy details our data processing activities and legal bases. Contact us at gabe@ugcroster.com to exercise your GDPR rights.

13. FTC Compliance and Advertising Disclosures

Both Creators and Brand Users are independently responsible for compliance with all applicable advertising and endorsement laws and regulations, including but not limited to the Federal Trade Commission's Guides Concerning Endorsements and Testimonials (16 C.F.R. Part 255).

Creators must clearly and conspicuously disclose any material connection with a Brand User when creating Content, including sponsored, gifted, or paid partnerships. Acceptable disclosures include use of platform-native disclosure tools (such as Instagram's Paid Partnership label or TikTok's sponsored content tag) or explicit verbal/textual disclosure within the Content.

Brand Users must not instruct Creators to conceal or omit required disclosures, or to make false or unsubstantiated claims about any product or service. Brand Users remain jointly responsible for ensuring that Content distributed on their behalf complies with applicable advertising laws.

UGC Roster provides educational resources regarding FTC compliance but does not provide legal advice. Both parties are responsible for obtaining independent legal counsel regarding their specific compliance obligations.

14. Dispute Resolution Between Users

14.1 Direct Resolution

We encourage Brand Users and Creators to resolve disputes directly and in good faith. The Platform provides messaging tools and a structured revision workflow to facilitate this.

14.2 Platform Mediation

If a dispute cannot be resolved directly, either party may escalate the matter to UGC Roster by submitting a written dispute request via our support system. We will review submitted evidence and may request additional information from both parties. We will provide a non-binding recommendation within 10 business days of receiving all relevant materials.

14.3 Payment Holds

During an active dispute, we may place a hold on any disputed payments. Funds will be released upon resolution of the dispute by mediation, mutual agreement, or other applicable means.

14.4 Limitations of Platform Mediation

Our mediation services are provided as a courtesy and are non-binding. We are not a court of law and cannot compel either party. Our mediation recommendations do not constitute legal advice. Parties retain the right to pursue legal remedies as permitted by these Terms.

15. Disclaimers of Warranties

THE PLATFORM AND ALL SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE EXPRESSLY DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

  • WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT;
  • WARRANTIES THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS;
  • WARRANTIES AS TO THE ACCURACY, COMPLETENESS, OR RELIABILITY OF ANY CONTENT OR INFORMATION ON THE PLATFORM;
  • WARRANTIES AS TO THE QUALITY, SUITABILITY, OR PERFORMANCE OF ANY CREATOR OR BRAND USER;
  • WARRANTIES AS TO OUTCOMES OR RESULTS ACHIEVED THROUGH USE OF THE PLATFORM.

WE DO NOT WARRANT THAT THE PLATFORM WILL MEET YOUR SPECIFIC REQUIREMENTS, OR THAT ANY ERRORS OR DEFECTS WILL BE CORRECTED. YOUR USE OF THE PLATFORM IS AT YOUR SOLE RISK.

16. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL UGC ROSTER, ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, AFFILIATES, OR LICENSORS BE LIABLE TO YOU OR ANY THIRD PARTY FOR:

  • ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES;
  • ANY LOSS OF REVENUE, PROFITS, BUSINESS, DATA, GOODWILL, OR ANTICIPATED SAVINGS;
  • ANY DAMAGES RESULTING FROM YOUR INABILITY TO ACCESS OR USE THE PLATFORM;
  • ANY DAMAGES RESULTING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR ACCOUNT OR CONTENT;
  • ANY DAMAGES RESULTING FROM THE CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE PLATFORM;
  • ANY DAMAGES ARISING FROM TRANSACTIONS BETWEEN USERS, INCLUDING CONTENT QUALITY OR PAYMENT DISPUTES.

IN ALL CASES, OUR AGGREGATE LIABILITY TO YOU FOR ANY CLAIMS ARISING UNDER OR RELATED TO THESE TERMS SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY YOU TO UGC ROSTER IN THE 12 MONTHS PRECEDING THE CLAIM; OR (B) ONE HUNDRED DOLLARS ($100.00).

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES OR LIABILITY, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU IN FULL. IN SUCH JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

17. Indemnification

You agree to defend, indemnify, and hold harmless UGC Roster, its parent, subsidiaries, officers, directors, employees, agents, licensors, and service providers from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, and attorneys' fees arising out of or relating to:

  • Your violation of these Terms;
  • Your use or misuse of the Platform;
  • Content you submit, upload, or otherwise transmit through the Platform;
  • Your violation of any applicable law or regulation;
  • Your violation of the rights of any third party, including Intellectual Property Rights, privacy rights, or publicity rights;
  • Any Campaign you initiate or participate in;
  • Your representations and warranties being false, inaccurate, or misleading.

We reserve the right, at our own expense, to assume control of the defense of any matter otherwise subject to indemnification by you, in which case you agree to cooperate with our defense.

18. Binding Arbitration and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS AND REQUIRES INDIVIDUAL ARBITRATION OF DISPUTES RATHER THAN JURY TRIALS OR CLASS ACTIONS.

18.1 Agreement to Arbitrate

Except as set forth below, you and UGC Roster agree that any dispute, controversy, or claim arising out of or relating to these Terms, the Platform, or any transaction facilitated through the Platform ("Dispute") shall be resolved exclusively by binding individual arbitration administered by JAMS under its Comprehensive Arbitration Rules and Procedures (available at www.jamsadr.com), as modified by these Terms.

18.2 Arbitration Procedures

The arbitration will be conducted in English. The seat and place of arbitration shall be Newark, New Jersey, unless the parties agree otherwise. The arbitrator shall have the power to award any remedy available at law or equity, including injunctive and declaratory relief, provided that any such relief is limited to the individual dispute.

18.3 Class Action Waiver

YOU AND UGC ROSTER AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one person's claims and may not preside over any form of class or representative proceeding.

18.4 Exceptions

Notwithstanding the foregoing, either party may seek emergency injunctive or other provisional relief from any court of competent jurisdiction to prevent actual or threatened infringement of Intellectual Property Rights. Either party may also bring an individual claim in small claims court if the claim qualifies.

18.5 Opt-Out

You may opt out of the arbitration agreement by sending written notice to gabe@ugcroster.com within 30 days of your initial Account registration. Your notice must include your name, email address, and a clear statement that you are opting out of arbitration. Opting out does not affect any other provision of these Terms.

18.6 Severability

If any portion of this arbitration agreement is found unenforceable, the unenforceable portion shall be severed, and the remaining arbitration terms shall be enforced to the fullest extent permitted by law.

19. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of New Jersey, without regard to its conflict of laws provisions. For any disputes not subject to arbitration under Section 18, you and UGC Roster consent to the exclusive personal jurisdiction of the state and federal courts located in Essex County, New Jersey.

20. Term and Termination

20.1 Term

These Terms commence on the date you first access the Platform and continue until terminated by either party.

20.2 Termination by You

You may terminate your Account at any time by contacting us at gabe@ugcroster.com. Termination does not entitle you to a refund of any prepaid fees except as expressly provided in Section 6.6.

20.3 Termination by Us

We may terminate or suspend your Account and access to the Platform at any time, with or without cause, and with or without notice. Grounds for termination may include, but are not limited to:

  • Violation of these Terms or any applicable law;
  • Fraudulent activity or misrepresentation;
  • Non-payment of fees;
  • Actions that harm the Platform, other users, or our reputation;
  • Requests by law enforcement or regulatory authorities.

20.4 Effect of Termination

Upon termination: (a) all rights granted to you under these Terms will immediately cease; (b) we may delete your Account and all associated data, subject to our data retention obligations; (c) provisions that by their nature should survive termination (including ownership, warranties, indemnification, limitation of liability, and dispute resolution) shall survive.

21. Modifications to Terms

We reserve the right to modify these Terms at any time. When we make changes, we will update the "Effective Date" at the top of this document and, for material changes, provide notice via email or a prominent notice on the Platform at least 14 days before the changes take effect.

Your continued use of the Platform after the effective date of any modified Terms constitutes your acceptance of those modifications. If you do not agree to the modified Terms, you must stop using the Platform and terminate your Account.

22. Third-Party Links and Services

The Platform may contain links to third-party websites, services, or resources. These links are provided for convenience only. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party services. Your access and use of third-party services is governed by their respective terms and policies.

The inclusion of any link does not imply endorsement by UGC Roster of the linked site or service. We encourage you to review the terms and privacy policies of any third-party services you access through the Platform.

23. Force Majeure

We will not be liable for any failure or delay in performance resulting from causes beyond our reasonable control, including but not limited to acts of God, natural disasters, pandemics, war, terrorism, governmental actions, internet service provider failures, denial-of-service attacks, or any other cause beyond our reasonable control (a "Force Majeure Event"). We will use commercially reasonable efforts to resume performance as soon as practicable following a Force Majeure Event.

24. Independent Contractor Relationship

Nothing in these Terms creates a partnership, joint venture, agency, franchise, employment, or similar relationship between UGC Roster and any user. Creators are independent contractors and are not employees, agents, or representatives of UGC Roster or any Brand User. Creators are solely responsible for their own taxes, insurance, equipment, and business operations.

25. Miscellaneous

25.1 Entire Agreement

These Terms, together with our Privacy Policy and any applicable Campaign agreements, constitute the entire agreement between you and UGC Roster with respect to your use of the Platform and supersede all prior agreements, representations, and understandings.

25.2 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, that provision shall be severed to the minimum extent necessary, and the remaining provisions shall continue in full force and effect.

25.3 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. A waiver must be in writing and signed by an authorized representative of UGC Roster to be effective.

25.4 Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may freely assign these Terms, including in connection with a merger, acquisition, or sale of all or substantially all of our assets, upon notice to you.

25.5 Notices

We may provide notices to you via email to the address associated with your Account, via in-platform notification, or by posting to the Platform. Notices are effective upon delivery. You may provide notices to us at: gabe@ugcroster.com.

25.6 Headings

Section headings in these Terms are for convenience only and have no legal or contractual effect.

25.7 Language

These Terms are written in English. If translated into any other language, the English version shall control in the event of any conflict.

25.8 Export Controls

You agree to comply with all applicable export and re-export control laws and regulations, including U.S. Export Administration Regulations. You represent that you are not located in, under the control of, or a national or resident of any country to which the export of services or data is restricted by law.

26. Contact Information

If you have any questions, concerns, or requests related to these Terms, please contact us:

UGC Roster

Operated by: Stacks Studio Holdings LLC

Address: Newark, NJ

Email: gabe@ugcroster.com

Website: https://ugcroster.com

© 2026 UGC Roster. All rights reserved.