[INSERT NAME OF YOUR COMPANY] BRAND AMBASSADOR ENGAGEMENT
AGREEMENT
This BRAND AMBASSADOR ENGAGEMENT AGREEMENT (“Agreement”) is made and
entered into as of [insert date], by and between [insert name of company]. (the “Company”),
with its principal place of business located at [insert address], and [insert name of the Brand
Ambassador] (“Brand Ambassador”), an individual whose address is at [insert address].
RECITALS
WHEREAS the Company is [insert a description of the company]; and
WHEREAS the Brand Ambassador is involved in representing and advertising of companies,
supports Company offers and acts as the embodiment of companies corporate identity
through words and actions; and
WHEREAS the Company desires to engage the services of Brand Ambassador on a non-
exclusive, short-term basis to represent and advertise the company, supports its offers and
act as the embodiment of the company’s corporate identity through words and actions, the
Parties have agreed that the provision of content shall be made on the terms and conditions
of this Agreement.
AGREEMENT
NOW, THEREFORE, for and in consideration of the premises and the mutual promises,
covenants and agreements hereinafter set forth, Company and Brand Ambassador agree as
follows:
1. Engagement. The Company hereby engages the services of Brand Ambassador, and
Brand Ambassador agrees to provide, the services described hereinbelow;
i. [expound on the services to be offered by Brand Ambassador]
2. Term and Termination.
2.1 Term. The term of this Agreement shall be from [insert date] through [insert date] (the
“Term”), unless earlier terminated as provided herein, or unless extended by mutual
agreement expressed in writing signed by both parties prior to the expiration of the
Term.
2.2 Termination. Notwithstanding anything in this Agreement to the contrary:
2.2.1 The agreement may be terminated by either party at any time without advance
notice, upon a material breach by the other party of any of its or his obligations
hereunder; and
2.2.2 The Term may be terminated without cause by either party upon Fifteen
(15) days written notice to the other.
3. Fees and Expenses; Services.
3.1 Fees. During the Term, the Company shall pay Brand Ambassador as follows:
3.1.1 For services performed during the Term, the Company will pay Brand
Ambassador 10% of sales using their unique promo code after the first 3 months
probationary period.
3.1.2 The parties agree that the Brand Ambassador shall be paid monthly, on the 1st.
6. all of their content that has my products or business named mentioned.
3.2 Supplies and Equipment. Except to the extent that the Company may determine it to be
more convenient for Brand Ambassador to use equipment and supplies already owned by
the Company at site(s) where Brand Ambassador is performing services, Brand Ambassador
shall be responsible for furnishing, at his expense, all equipment and supplies necessary for
the provision of his or her services hereunder.
4. Additional Requirements for Services to Be Performed.
4.1 Reporting. Brand Ambassador shall regularly report, but no less than daily during the
Term, on the progress of completion of tasks, and the hours incurred in performing such
tasks. The company shall communicate due dates for the deliverables to the contractor
when the task is assigned.
4.2 Best Efforts. Brand Ambassador agrees to use his best efforts in providing services
under the terms of this Agreement. The content so delivered by the contractor shall be
passed through revision as deemed fit by the company
4.3 No Subcontracting. Brand Ambassador is being engaged to perform personal services
within his asserted areas of professional expertise, and shall not delegate or subcontract any
portion of the services to be performed hereunder.
5. Independent Contractor Relationship.
5.1 No Employment Relationship. The Company and Brand Ambassador each expressly
agree and understand that they are creating an Independent Contractor relationship, and
that Brand Ambassador shall not be considered an employee of the Company for any
purpose. Brand Ambassador is not entitled to receive or participate in any medical,
retirement, vacation, paid or unpaid leave, or other benefits provided by the Company to its
employees. Brand Ambassador is exclusively responsible for all Social Security, self-
employment, and income taxes, disability insurance, workers’ compensation insurance, any
other statutory benefits otherwise required to be provided to employees, and all fees and
licenses, if any, required for the performance of the services hereunder.
5.2 Non-exclusivity of Services Other Than to Competitors. This Agreement shall not restrict
Brand Ambassador from performing services for other clients or businesses; provided,
however, that during the Term of this Agreement, Brand Ambassador shall not apply, bid, or
contract for; or undertake any employment, Brand Ambassador work, or consulting work
with, any competitor of Company. The determination of which businesses constitute
“competitors” of Company shall be solely within the exclusive discretion of the Company.
6. Use of the content.
The rights granted in this Agreement shall not be subject to limitations except as provided in
the agreement. The content so provided shall be used by the company as provided for in this
agreement to market and advertise their products through different applicable avenues. The
contractor reserves rights over the content created and may utilize the content unreservedly.
7. Conflicts of Interest and Ethical Conduct.
7.1 Performance of Services for Competitors. Brand Ambassador will notify the Company
immediately if, during the Term, he engages, or proposes to engage, in the performance of
services for any competitor of Company, or any vendor to or customer of the Company. If
Brand Ambassador performs services, whether as an employee or an Brand Ambassador,
for a competitor of Company during the Term of this Agreement, Company may terminate
this Agreement immediately and without further obligation. Additionally, to avoid the
appearance or existence of a conflict of interest, during the Term, Brand Ambassador must
fully disclose in advance to Company the terms of any proposed or actual services for a
vendor or customer of Company, and Company shall have the right in its sole discretion to
disapprove the transaction on conflict of interest grounds, or alternatively to terminate this
Agreement immediately and without further obligation to Brand Ambassador.
7.2 Compliance with Applicable Laws. Brand Ambassador, in his performance under this
Agreement, shall comply with all applicable federal, state, and local laws and regulations.
7.3 Solicitation of Company Personnel. Brand Ambassador agrees to refrain from any
solicitation or recruitment (directly or indirectly) of any of Company’s employees during the
term of this Agreement and for a period after the expiration or termination of this Agreement
equal in duration to the duration of this Agreement. General solicitation, not directed at
Company’s employees, will not constitute a violation of this Section.
7.4 Conditions Imposed by Company’s Customers or Vendors. Company’s customers or
vendors may from time to time impose restrictions or conditions, including conditions of
confidentiality, on Company and personnel working with the Company. Brand Ambassador
agrees that such terms and conditions, of which he has been notified in writing, form an
integral part of this Agreement, and Brand Ambassador covenants and agrees to accept and
comply with such additional terms and conditions.
8. Confidentiality and Non-Disclosure.
8.1 Confidential Information Defined. As used herein, the term “Confidential Information”
shall mean and include, without limitation, any and all trade secrets, secret processes,
marketing data, marketing plans, marketing strategies, customer names and addresses,
prospective customer lists, data concerning Company’s products and methods, computer
software, files and documents, and any other information of a similar nature disclosed to
Brand Ambassador or otherwise made known to him as a consequence of or through his
relationship with the Company.
8.2 Confidential Information Belongs to Company. All notes, data reference materials,
memoranda, documentation and records in any way incorporating or reflecting any of the
Confidential Information shall belong exclusively to Company, and Brand Ambassador
agrees to return the originals and all copies of such materials in his possession, custody or
control to the Company upon request or upon termination or expiration of the Term of this
Agreement.
8.3 Confidentiality Obligation. Brand Ambassador agrees during the Term of this Agreement
and thereafter to hold in confidence and not to directly or indirectly reveal, report, publish,
disclose or transfer any of the Confidential Information to any other person or entity, or utilize
any of the Confidential Information for any purpose, except in the course of services
performed under this Agreement.
8.4 Injunctive Relief in Event of Breach. Because of the unique nature of the Confidential
Information, the undersigned understands and agrees that Company will suffer irreparable
harm in the event that Brand Ambassador fails to comply with any of his obligations under
this Section 7, and that monetary damages will be inadequate to compensate Company for
such breach. Accordingly, Brand Ambassador agrees that Company will, in addition to any
other remedies available to it at law or in equity, be entitled to injunctive relief to enforce the
terms of this Section 7.
9. Representations and Warranties.
Brand Ambassador hereby represents and warrants that, as of the date hereof and
continuing throughout the term of this Agreement, he is not and will not be in any way
restricted or prohibited, contractually or otherwise, from entering into this Agreement or
performing the services contemplated hereunder.
10. Dispute Resolution
All or any disputes arising out or touching upon or in relation to the terms and conditions of
this Agreement, including the interpretation and validity of the terms thereof and the
respective rights and obligations of the Parties, shall be settled amicably by mutual
discussion, failing which the same shall be settled through Arbitration.
11. Miscellaneous.
11.1 Entire Agreement. This Agreement contains the entire agreement of the parties with
respect to the subject matter hereof and supersedes and replaces any oral or written
agreements heretofore entered into between the parties. This Agreement cannot be
modified, or any performance or condition waived, in whole or in part, except by a writing
signed by the party against whom enforcement of the modification or waiver is sought. The
waiver of any breach of any term or condition of this Agreement shall not be deemed to
constitute the waiver of any other breach of the same or any other term or condition.
11.2 Interpretation, Severability and Reformation. Whenever possible, each provision of this
Agreement shall be interpreted in such a manner as to be valid and effective under
applicable law. If any provision of this Agreement shall be unlawful, void or for any reason
unenforceable, it shall be deemed separable from, and shall in no way affect the validity or
enforceability of, the remaining provisions of this Agreement, and the rights and obligations
of the parties shall be enforced to the fullest extent possible.
11.3 Survival. To the extent consistent with this Agreement, all representations, warranties
and post-termination obligations contained in this Agreement shall survive the expiration of
the Term, or the termination, of this Agreement.
11.4 Binding Effect. This Agreement shall be binding upon and inure to the benefit of
Company and to any of its successors. This Agreement is not assignable by Brand
Ambassador, but shall be binding upon and, to the extent provided for in this Agreement,
inure to the benefit of Brand Ambassador’s heirs, executors, administrators and legal
representatives.
11.5 Execution in Counterparts. This Agreement may be executed in any number of
counterparts, each of which shall be deemed an original, but all of which shall constitute one
and the same instrument.
11.6 Governing Law. The validity and effect of this Agreement shall be governed by and
construed and enforced in accordance with the laws of the State of Louisiana without
reference to conflicts of laws principles.
IN WITNESS WHEREOF, the parties hereto have executed this Brand Ambassador
Agreement as of the date first above written.
/s/_________________________
[insert name of company]
[insert representative’s name]
[date]
/s/_________________________
[insert name of Brand Ambassador]
[date]
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