mvp creator interest – terms & conditions

1. expression of interest only

your submission constitutes a non-binding expression of interest only. it does not constitute an application, offer, acceptance, contract, or agreement of any kind between you and trovi, inc. ("trovi," "we," "us," or "our"). no binding commitment or obligation arises from your submission or our receipt of it.

2. no obligation to select or respond

trovi is under no obligation to review, acknowledge, respond to, accept, or select any submission. we may, in our sole discretion:

• ✦decline to proceed with any or all submissions
• ✦discontinue, modify, or terminate the program at any time
• ✦change eligibility criteria, program structure, or scope without notice

you acknowledge that submission does not guarantee acceptance, consideration, or any form of response from trovi.

3. no compensation, revenue share, or equity

submission of interest does not entitle you to any compensation, revenue share, equity, payment, or other consideration of any kind.

any potential collaboration, compensation arrangement, revenue participation, or commercial relationship will be subject to a separate written agreement executed by both parties. no such agreement exists or is implied by virtue of your submission or any subsequent communications unless explicitly set forth in a signed written contract.

4. no relationship created

nothing in this submission or these terms creates or implies:

• ✦a partnership, joint venture, or co-ownership arrangement
• ✦an employment or independent contractor relationship
• ✦an agency, fiduciary, or representative relationship
• ✦any exclusivity or preferential treatment obligation

you and trovi remain independent parties. you have no authority to bind trovi or represent that any such relationship exists.

5. use of submitted information

by submitting the interest form, you grant trovi a non-exclusive, royalty-free, worldwide license to use, copy, and internally process the information you provide solely for the following purposes:

• ✦evaluating your potential fit for the program
• ✦contacting you regarding the program or related opportunities
• ✦internal research and analysis related to creator partnerships

we will not publicly share, sell, or distribute your submission to third parties without your consent, except as required by law or as necessary to operate our business (e.g., service providers bound by confidentiality obligations).

6. confidentiality disclaimer

please do not submit confidential, proprietary, or trade secret information.

trovi does not agree to treat any information you submit as confidential unless we enter into a separate, written confidentiality agreement. by submitting information, you acknowledge that:

• ✦we may be developing or considering similar ideas, concepts, or products independently
• ✦we have no obligation to protect submitted information from disclosure
• ✦you assume all risk associated with any voluntary disclosure

if you wish to share confidential information with trovi, please contact us separately to discuss a confidentiality arrangement before submission.

7. intellectual property

you retain full ownership of any intellectual property contained in your submission.

your submission does not transfer, assign, or license any ownership rights in your intellectual property to trovi, except for the limited internal-use license described in section 5 above.

trovi does not claim ownership of your ideas, content, brand, likeness, or creative work by virtue of this submission.

8. no implied promises or representations

trovi makes no representations, warranties, or promises regarding:

• ✦the likelihood of your selection for the program
• ✦the future existence, structure, or terms of the program
• ✦any potential commercial terms, revenue opportunities, or benefits
• ✦the timeline for any decisions or communications

any forward-looking statements, descriptions of the program, or discussions of potential opportunities are illustrative only and do not constitute commitments.

9. modification and termination

trovi reserves the right, in its sole discretion, to:

• ✦modify these terms at any time by posting updated terms on this page
• ✦suspend, discontinue, or terminate the program or any aspect thereof
• ✦change program criteria, structure, or availability without prior notice

your continued submission or engagement after any modification constitutes acceptance of the revised terms.

10. limitation of liability

to the fullest extent permitted by applicable law:

trovi, its affiliates, officers, directors, employees, and agents shall not be liable for any direct, indirect, incidental, special, consequential, or punitive damages arising out of or related to:

• ✦your submission or participation in the program
• ✦any decision to accept or reject your submission
• ✦any reliance on statements, communications, or descriptions of the program
• ✦any interruption, suspension, or termination of the program

this limitation applies regardless of the theory of liability (contract, tort, strict liability, or otherwise) and even if trovi has been advised of the possibility of such damages.

11. indemnification

you agree to indemnify, defend, and hold harmless trovi and its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys' fees) arising out of or related to:

• ✦your submission or any information you provide
• ✦your breach of these terms
• ✦your violation of any third-party rights, including intellectual property rights
• ✦any dispute between you and any third party related to your submission

12. governing law and jurisdiction

these terms shall be governed by and construed in accordance with the laws of the state of delaware, without regard to its conflict of law principles.

any dispute arising out of or relating to these terms or your submission shall be subject to the exclusive jurisdiction of the state and federal courts located in wilmington, delaware, and you consent to personal jurisdiction in such courts.

13. dispute resolution

before initiating any legal proceeding, you agree to first contact trovi at creators@trovi.io and attempt to resolve the dispute informally for a period of at least thirty (30) days. this informal dispute resolution requirement does not waive any statute of limitations applicable to any claim.

14. severability

if any provision of these terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. the invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving the parties' original intent.

15. entire agreement

these terms constitute the entire agreement between you and trovi regarding your submission of interest and supersede all prior or contemporaneous communications, representations, or agreements (oral or written) relating to this subject matter.

16. contact information

if you have questions about these terms or the mvp creator program, please contact us at creators@trovi.io.