ARBITRATION NOTICE: YOU ARE BOUND BY THE ARBITRATION PROVISION SET FORTH LATER IN THESE BUSINESS SERVICES TERMS. IF YOU ARE CONTRACTING WITH SNAP INC., THEN YOU AND SNAP INC. WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

These Business Services Terms form a legally binding contract between you and Snap and govern the use of Snap’s business products and services (“Business Services”). These Business Services Terms incorporate by reference the Snap Terms of Service and Supplemental Terms and Policies. The Business Services are “Services” as defined in the Snap Terms of Service.

“Account” means each account created in connection with your use of the Business Services.

“Applicable Law” means applicable laws, statutes, ordinances, rules, public order rules, industry codes, and regulations.

“Materials” means all content provided or approved by you or on your behalf in connection with the Business Services, including any artwork, copy, photos, images, visual assets, trademarks, logos, service marks, audio content, music, audiovisual materials, email addresses, video, URLs, musical compositions, master recordings, sound effects, or any other intellectual property or content.

“Personal Data” means any information relating to an identified or identifiable natural person (“Data Subject”); an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier, or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person.

“Process(ing)” means any operation or set of operations which is performed on Personal Data or on sets of Personal Data, whether or not by automated means, such as collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction.

“Promotion” means a sweepstakes, contest, offer, or other promotion.

“Snap” means Snap Inc. for an individual living in the United States and using the Business Services for herself or himself, or Snap Group Limited for an individual living outside the United States and using the Business Services for herself or himself. If the individual is using the Business Services on behalf of another entity, then “Snap” means Snap Inc. if that entity’s principal place of business is in the United States (even if that entity is acting as agent for another entity somewhere else), or Snap Group Limited if that entity’s principal place of business is outside the United States (even if that entity is acting as agent for another entity somewhere else). If a different Snap entity is specified in any Supplemental Terms and Policies, references to “Snap” mean the entity specified in those Supplemental Terms and Policies solely with respect to the specific Business Services they govern.

“Supplemental Terms and Policies” means the Community Guidelines, Advertising Policies, Brand Guidelines, any creative and technical specifications set forth by Snap, and all other Snap terms, guidelines, and policies governing your use of the Business Services.

“you” means the individual agreeing to these Business Services Terms and any entity on whose behalf that individual is acting.

You may be required to create and maintain an Account to use the Business Services. Certain Business Services allow you to create and manage sub-accounts under a single Account. You will be able to authorize individuals to access and use your Accounts. You are responsible for setting and revoking the access levels for your Accounts, and for providing and updating any information that Snap reasonably requests. You are responsible for all activity that occurs in your Accounts, including the actions of each individual with access to your Accounts. If you are authorized to access a third-party Account, you must comply with these Business Services Terms when you access that party’s Account.

The Self-Serve Advertising Terms, Data Processing Agreement, and Service Provider Terms are Supplemental Terms and Policies. The Self-Serve Advertising Terms are incorporated by reference into these Business Services Terms if you use the Business Services to create or manage Ads and other Materials. The Data Processing Agreement is incorporated by reference into these Business Services Terms if Snap Processes Personal Data of EEA and UK Data Subjects on your behalf. The Service Provider Terms are incorporated by reference into these Business Services Terms where Snap is acting as your service provider.

Other Business Services may also be governed by Supplemental Terms and Policies, which will be made available to you when you elect to use those specific Business Services. Those Supplemental Terms and Policies are incorporated by reference into these Business Services Terms when you accept them. Those Supplemental Terms and Policies may specify that you contract with a different Snap entity based on where you live or where your principal place of business is located, so please refer to those Supplemental Terms and Policies to determine which Snap entity you are contracting with when using those Business Services.

In addition to the restrictions under the Snap Terms of Service, you must not, and must not authorize or encourage any third party to: (a) use or combine the Services with software offered under an open source license that creates obligations with respect to the Services contrary to these Business Services Terms, or purports to grant to any third party any rights to, or immunities under, Snap’s intellectual property or proprietary rights in the Services; (b) gather, access, or otherwise Process any Personal Data via the Services for any purpose without Snap’s prior written consent; (c) transmit any "back door,” “time bomb,” “Trojan Horse,” “worm,” “drop dead device,” “virus,” “spyware,” or “malware,” or any computer code or software routine, which permits unauthorized access to, disables, damages, erases, disrupts, or impairs the normal operation of, or use of the Services, or any products or services provided by a third party in connection with the Services; or (d) sell, resell, rent, lease, transfer, license, sublicense, syndicate, lend, or provide access to (except to individuals you authorize to access and use your Accounts) the Services, without Snap’s express prior written approval.

If you use Materials, a Snapcode, ads, or any other content, data, or information relating to your use of the Business Services as part of a Promotion, you are solely responsible for complying with Applicable Law wherever your Promotion is offered, as well as with Snap’s Promotions Rules. Unless Snap expressly agrees otherwise in writing, Snap will not be a sponsor or an administrator of your Promotion.

You represent and warrant that: (a) you, any individual with access to your Accounts, and any entity that owns, controls, or is otherwise affiliated with you: (i) are not included on any of the restricted party lists maintained by any relevant government authority, including the United States Specially Designated Nationals List and Foreign Sanctions Evaders List; (ii) are not a resident of, located in, or organized under the laws of, any country with which trade is prohibited by any relevant government authorities or sanctions; and (iii) will not do business with or provide goods or services, directly or indirectly, to anyone on the restricted party lists or to any country with which trade is prohibited by any applicable sanctions; (b) you have the full power and rights to perform your obligations under these Business Services Terms; (c) you will comply with Applicable Law and these Business Services Terms when using the Business Services; (d) you are an entity validly existing and in good standing under the laws of your jurisdiction of incorporation or organization; (e) all information provided by you via the Business Services is complete and accurate in all material respects; and (f) all Materials comply with these Business Services Terms and Applicable Law, and you have all necessary licenses, rights, permissions, and clearances (including from any third parties) to use, and for Snap and its affiliates to use, the Materials, and to grant Snap and its affiliates all licenses described in these Business Services Terms.

If you provide Snap or its affiliates with any Personal Data, you: (y) represent and warrant that you: (i) have all necessary rights and consents to: (1) disclose the Personal Data of each Data Subject; (2) include the Personal Data in Materials, if applicable; and (3) enable Snap to transfer the Personal Data outside the European Economic Area, if applicable; and (ii) have properly informed each Data Subject of the disclosure of their Personal Data; and (z) agree to Snap’s and its affiliates’ use of such Personal Data to fulfill Snap’s and its affiliates’ obligations under these Business Services Terms.

If you are using the Business Services as agent for another individual or entity, then you represent and warrant that: (aa) you are authorized to, and do, bind that individual or entity to these Business Services Terms; and (bb) all of your actions in connection with these Business Services Terms are and will be within the scope of the agency relationship between you and that individual or entity, and in accordance with any applicable legal and fiduciary duties. If you are using the Business Services as principal in connection with services you provide to another individual or entity, then you represent and warrant that you will procure that such individual or entity will comply with, and you will remain primarily liable for, any obligations ascribed to that individual or entity under these Business Services Terms.

You agree, to the extent permitted by Applicable Law, to indemnify, defend, and hold harmless Snap, its affiliates, directors, officers, stockholders, employees, licensors, and agents from and against any and all complaints, charges, claims, damages, losses, costs, liabilities, and expenses (including reasonable attorneys’ fees) due to, arising out of, or relating in any way to: (a) your actual or alleged breach of these Business Services Terms; (b) your use of the Business Services, or any products or services provided by a third party in connection with the Business Services, even if recommended, made available, or approved by Snap; and (c) the actions related to the Business Services of each individual with access to your Accounts.

Snap will promptly notify you in writing of any indemnification claim, but any failure to notify you will not relieve you from any indemnity liability or obligation you may have, except to the extent you are materially prejudiced by that failure. Snap will reasonably cooperate with you, at your expense, in connection with the defense, compromise, or settlement of any indemnification claim. You will not compromise or settle any claim in any manner, nor make any admission of liability, without Snap’s prior written consent, which Snap may provide in its sole discretion. Snap may participate (at its cost) in the defense, compromise, and settlement of the claim with counsel of its own choosing.

You may terminate these Business Services Terms by deleting your Account, but these Business Services Terms will remain effective until your use of the Business Services ends. Snap may terminate these Business Services Terms, and modify, suspend, terminate access to, or discontinue the availability of any Business Services, at any time in its sole discretion without notice to you. All continuing rights and obligations under these Business Services Terms will survive termination of these Business Services Terms.

If you are contracting with Snap Inc., then the following applies:

The Choice of Law, Exclusive Venue, and Arbitration provisions of the Snap Inc. Terms of Service apply to these Business Services Terms.

The Arbitration provision of the Snap Inc. Terms of Service REQUIRES YOU AND SNAP TO AGREE TO RESOLVE ALL DISPUTES BETWEEN YOU AND SNAP THROUGH BINDING INDIVIDUAL ARBITRATION. YOU AND SNAP AGREE TO WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. Please see the Arbitration provision of the Snap Inc. Terms of Service for additional details, and note that if you are an entity, the AAA Commercial Arbitration Rules will govern the arbitration of any claims and disputes, including statutory claims and disputes, arising between you and Snap out of these Business Services Terms, not the AAA Consumer Arbitration Rules.

If you are contracting with any Snap entity other than Snap Inc., then the following applies:

These Business Services Terms are governed by the Choice of Law provision and the Exclusive Venue provision of the Snap Group Limited Terms of Service.

If you are an entity, the Arbitration provision of the Snap Group Limited Terms of Service applies to your use of the Business Services.

YOU AGREE THAT THE DISCLAIMERS AND LIMITATION OF LIABILITY IN THE SNAP TERMS OF SERVICE APPLY TO YOUR USE OF THE BUSINESS SERVICES, EXCEPT THAT IN NO EVENT WILL SNAP AND ITS AFFILIATES’ AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE BUSINESS SERVICES EXCEED THE GREATER OF $500 USD OR THE AMOUNT YOU PAID SNAP FOR ANY PAID BUSINESS SERVICES UNDER THESE BUSINESS SERVICES TERMS IN THE 3 MONTHS PRECEDING THE DATE OF THE ACTIVITY GIVING RISE TO THE CLAIM.

Your use of products or services provided by a third party in connection with the Business Services is at your own risk and is subject to the third-party’s terms. Snap is not liable for any damages or losses incurred by you as a result of your use of those products or services.

Notices under these Business Services Terms must be in writing and sent: (a) if to Snap, to Snap Inc., 2772 Donald Douglas Loop North, Santa Monica, California 90405; with a copy to legalnotices@snap.com or Snap Inc., 3000 31st Street, Santa Monica, California 90405, Attn: General Counsel; and (b) if to you, to the email address or street address you have provided via the Business Services, or by posting on the Business Services. Notices will be deemed given upon personal delivery, upon delivery if by mail, upon valid transmission through email, or 24 hours after the time the notice is posted to the Business Services.

a. These Business Services Terms do not establish any agency, partnership, or joint venture between you and Snap.

b. In any action arising out of or relating to these Business Services Terms or the Business Services, the prevailing party will be entitled to recover its reasonable legal fees and costs.

c. Snap will not be required to act, or abstain from action, if such action or abstention would violate Applicable Law, including the anti-boycott laws administered by the United States Department of Commerce and Treasury.

d. References to a Section include all its subsections. The Section headings are for convenience only and will not affect how these Business Services Terms are construed. Unless these Business Services Terms refer specifically to “business days,” all references to “days” mean calendar days. The words “include,” “includes,” and “including” mean “including without limitation.”

e. Snap may update these Business Services Terms at any time. You agree that Snap may notify you of any such updates via email, via posting the updates on the Services, or via another method Snap reasonably selects. You agree to be bound by those updates if you access or use the Business Services after those updates become effective. Except as otherwise set forth in these Business Services Terms or unless expressly agreed in writing signed by Snap, nothing contained in any purchase order, insertion order, or other agreement will in any way modify, supersede, or add any additional terms or conditions to these Business Services Terms.

f. If these Business Services Terms conflict with the Snap Terms of Service or Supplemental Terms and Policies, then to the extent of the conflict the governing documents will be, in descending order: the Supplemental Terms and Policies, these Business Services Terms, and the Snap Terms of Service.

g. Snap may assign these Business Services Terms, including all rights and obligations under these Business Services Terms, to any of its affiliates.

h. You and Snap confirm that it is each party’s wish that these Business Services Terms, as well as related documents, including all notices, be drawn up in the English language only. Les parties aux présentes confirment leur volonté que cette convention, de même que tous les documents, y compris tout avis, qui s’y rattachent, soient rédigés en langue anglaise.