Last Updated: 1/25/2025
By submitting photos, videos, testimonials, or any other content ("User-Generated Content" or "UGC") to By Valenti, a division of Manuela Valenti LLC ("Company," "we," "us," or "our"), you ("Participant" or "you") agree to the following legally binding Terms and Conditions.
1. AGREEMENT TO TERMS
By submitting your UGC to By Valenti, whether through email, social media, website forms, or other methods, you confirm that you have read, understood, and agreed to these Terms and Conditions.
2. EXPLICIT RIGHTS GRANT
By submitting UGC, you grant By Valenti a perpetual, irrevocable, worldwide, royalty-free, non-exclusive license to use, reproduce, distribute, modify, adapt, create derivative works from, publicly display, and otherwise utilize your content in any format, medium, or platform, including but not limited to:
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Digital platforms: Websites, e-commerce listings, social media channels (e.g., Instagram, Facebook, TikTok, Pinterest, YouTube).
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Marketing & advertising: Email campaigns, paid advertisements, promotional materials.
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Print materials: Packaging, brochures, catalogs, in-store displays.
You waive any right to compensation beyond the disclosed reward and agree that By Valenti may use your UGC for commercial, promotional, or editorial purposes without time limit.
3. WAIVER OF APPROVALS & MODIFICATIONS
By submitting UGC, you waive any rights to review, approve, or demand modifications to the way By Valenti uses your content. We reserve the right to edit, crop, retouch, or otherwise modify your submission while maintaining its integrity.
You acknowledge that By Valenti may, at its sole discretion, remove or discontinue the use of any UGC at any time without notice.
4. COMPENSATION DISCLOSURE
Participants who submit qualifying UGC will receive a $25 By Valenti e-gift card as a token of appreciation. The e-gift card:
- Will be issued only if the submission meets our quality and content guidelines.
- Is non-transferable, non-refundable, and has no cash value.
- Will be sent within 14 business days of approval.
By Valenti reserves the right to determine which UGC qualifies for compensation and may reject submissions that do not meet the required standards.
5. OWNERSHIP & CONSENT REPRESENTATIONS
By submitting UGC, you represent and warrant that:
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You own all rights to the submitted content.
- Your UGC does not infringe on any copyrights, trademarks, or intellectual property rights.
- Your UGC does not violate any laws, privacy rights, or third-party rights.
You agree to indemnify and hold By Valenti harmless from any claims arising from false ownership claims, unauthorized use, or disputes related to your UGC.
6. OWNERSHIP OF RIGHTS & ROYALTIES
By submitting UGC, you acknowledge and agree that:
- You retain ownership of the original content; however, by granting By Valenti a perpetual, irrevocable, worldwide, royalty-free license, you allow us to use the content without further compensation or approval.
- By Valenti will not owe any royalties, fees, or other compensation beyond the disclosed $25 e-gift card.
- By Valenti may transfer or sublicense the rights to the UGC to its affiliates, marketing partners, and third-party service providers as necessary for promotional and business purposes.
- You waive any claims against By Valenti regarding how the content is used, modified, or displayed in accordance with these Terms.
7. CONTENT STANDARDS & RESTRICTIONS
We will not accept UGC that:
- Contains offensive, defamatory, discriminatory, or obscene material.
- Depicts nudity, illegal activity, or misleading claims.
- Includes third-party logos, branding, or copyrighted material.
Submissions that violate these guidelines will be disqualified.
8. RELEASE OF LIABILITY & INDEMNIFICATION
By submitting UGC, you release By Valenti from all liability, claims, and damages related to:
- The use, modification, or distribution of your content.
- Any loss, alteration, or unauthorized use of the content by third parties.
- Any third-party claims arising from your submission (e.g., copyright disputes, privacy claims).
You further agree to indemnify, defend, and hold harmless By Valenti from any legal claims resulting from your submission.
9. RIGHT TO REVOKE CONSENT
Although this license is perpetual, if you wish to revoke By Valenti’s right to use your UGC, you may submit a written request to via email at contact@byvalenti.com. Revocation:
- Will not apply to materials already published, distributed, or used in marketing campaigns.
- Will be processed within 30 days from receipt of the request.
By Valenti reserves the right to deny revocation requests if they impose an undue burden or contradict prior agreements.
10. PRIVACY & DATA HANDLING
Your personal information will be handled in accordance with By Valenti’s Privacy Policy, ensuring that any identifiable information will be stored securely and only used for UGC-related activities.
11. GOVERNING LAW & DISPUTE RESOLUTION
These Terms and Conditions are governed by the laws of the State of Michigan, USA. Any disputes shall be resolved in Michigan courts.
12. ACCEPTANCE OF TERMS
By submitting your UGC, you explicitly acknowledge and agree to these Terms and Conditions. If you do not agree, do not submit your content.
For questions or requests, contact: contact@byvalenti.com
