CONTENT CREATOR AGREEMENT

August 24, 2023

CONTENT CREATOR AGREEMENT

This Content Creator Agreement, hereinafter referred to as “Agreement,” is entered into
and made effective as of ________________ (the “Effective Date”) by
and between the following parties: ____________ (“Advertiser”), having
a primary address at the following:
Email:
and (“Content Creator”), having a primary address at the following:
“Content Creator” Name: ____
Email: ____
The parties may be referred to individually as “Party” and collectively as the “Parties.”

RECITALS:

WHEREAS, Advertiser wishes to advertise certain products;

WHEREAS, Content Creator’s social media reach is valuable for the advertising and

sale of such products;

WHEREAS, the Parties desire to enter into an agreement whereby the Content Creator
will promote and refer Advertiser’s products as described below; and
WHEREAS, the Parties wish to establish a written document between them covering

the terms and conditions of their agreement.

NOW, therefore, in consideration of the promises and covenants contained herein, as
well as other good and valuable consideration (the receipt and sufficiency of which is

hereby acknowledged), the Parties hereby agree as follows:

  1. AGREEMENT:
    Within this Agreement, the Content Creator agrees to promote and refer the following of
    Advertiser’s products (the “Products”) on Content Creator’s social media, described
    further below:
  2. PROMOTION AND SALE:
    Content Creator will post at least 1 video or photograph post review of the product with
    an honest opinion about the products within 5-6 days after receiving the product. In
    addition to posting the content, they must display links and any discount codes advised
    to use.
    The Advertiser can use the Content Creator’s content across all social media platforms,
    Ads and the brand website.

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The cost of shipping and return will be paid by the Advertiser.

  1. TERM & TERMINATION:
    This Agreement shall terminate on ___________________
    This Agreement may also be terminated by either Party, upon notice in writing:
    a) If the Content Creator commits material breach such as failing to turn in the video as
    required by the terms of this Agreement.
    b) If the other Party becomes unable to perform its duties hereunder, including a duty to
    pay or a duty to perform.
    Advertiser specifically reserves the right to terminate this Agreement if Content Creator
    violates any of the terms outlined herein, including, but not limited to, violating the
    intellectual property rights of the Advertiser or a third party, failing to comply with
    applicable laws or other legal obligations, and/or publishing or distributing illegal
    material.
  2. NON-EXCLUSIVITY:
    Nothing in this Agreement shall be deemed to create a non-exclusive relationship
    between Advertiser and Content Creator. The Content Creator is free to work with other
    advertisers and Advertiser may hire additional Content Creators.
  3. INTELLECTUAL PROPERTY:
    Content Creator and Advertiser each agree that any intellectual property, including
    copyrights, trademarks, trade secrets, patents, and other intellectual property belonging
    to the respective Parties shall remain owned by the respective Parties. No transfer of
    ownership of intellectual property may take place under this Agreement.
    Subject to the limitations listed below, each Party hereby grants the other a non-
    exclusive, non-transferable, revocable license to use their intellectual property solely
    and exclusively in conjunction with this Agreement. No Party may modify the other
    Party’s intellectual property in any way. Either Party may revoke this license at any time,
    including if any misuse of intellectual property is found. This license will terminate at the
    expiration of this Agreement. Unauthorized use of any Party’s intellectual property shall
    be considered unlawful infringement and each Party reserves all rights, including the
    right to pursue an infringement suit in federal court.
  4. COMMUNICATION:

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Content Creator agrees to maintain open communication with Advertiser, including
promptly responding to calls, messages, and emails. Advertiser agrees to maintain
open communication with Advertiser, including promptly responding to calls, messages
and emails. In the event either party fails to respond within 5 business days, such action
shall be treated as a Material Breach, upon which the non-breaching party shall send a
final correspondence. Failure to respond within 48 hours shall immediately terminate
this agreement.

  1. COMPLIANCE:
    Content Creator warrants and agrees to maintain full compliance with all) rules and
    regulations, as well as any other applicable laws.
  2. CONFIDENTIALITY:
    The Parties acknowledge and agree that Confidential Information, as defined below,
    may be exchanged in the course of the Parties’ relationship. Each Party shall maintain
    the secrecy of the other Party’s Confidential Information throughout the duration of this
    Agreement.
  3. MODIFICATION & VARIATION:
    The Parties may modify the terms of this Agreement upon written notice. However, such
    modification is subject to acceptance by the non-modifying Party. If the non-modifying
    Party does not agree to the updated terms, that Party may terminate this Agreement.
    Upon termination, all Fees earned but not paid to Content Creator will be due.
    To the extent any part or sub-part of the modified Agreement is held ineffective or
    invalid by any court of law, the Parties’ agree that the prior, effective version of this
    Agreement shall be considered enforceable and valid to the fullest extent.
  4. INDEMNIFICATION:
    Content Creator agrees to defend and indemnify Advertiser and any of its agents (if
    applicable) and hold Advertiser harmless against any and all legal claims and demands,
    including reasonable attorney’s fees, which may arise from or relate to Content
    Creator’s conduct or actions. Advertiser shall be able to select its own legal counsel and
    may participate in its own defense, if Advertiser wishes. Advertiser agrees to defend
    and indemnify Content Creator and hold Content Creator harmless against any and all
    legal claims, demands, including reasonable attorney’s fees which may arise out of
    third-party claims or incidentals arising out of the Advertiser’s business.
  5. GENERAL PROVISIONS:
    a. LANGUAGE: All communications made or notices given pursuant to this
    Agreement shall be in the English language.

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b. ARBITRATION: In case of a dispute between the Parties relating to or arising out
of this Agreement, the Parties shall first attempt to resolve the dispute personally
and in good faith. If these personal resolution attempts fail after a period of 5
business days, the Parties shall then submit the dispute to binding arbitration
administered by an arbitrator chosen by both parties. Parties submit to the
arbitration virtually. The arbitration shall be conducted by a single arbitrator, and
such arbitrator shall have no authority to add Parties, vary the provisions of this
Agreement, award punitive damages, or certify a class. The arbitrator shall be
bound by applicable and governing law in _____
c. ASSIGNMENT: This Agreement, or the rights granted hereunder, may not be
assigned, sold, leased or otherwise transferred in whole or part by either Party.
d. SEVERABILITY: If any part or sub-part of this Agreement is held invalid or
unenforceable by a court of law or competent arbitrator, the remaining parts and
sub-parts will be enforced to the maximum extent possible. In such condition, the
remainder of this Agreement shall continue in full force.
e. NO WAIVER: In the event that any Party fails to enforce any provision of this
Agreement, this shall not constitute a waiver of any future enforcement of that
provision or of any other provision. Waiver of any part or sub-part of this
Agreement will not constitute a waiver of any other part or sub-part.
f. HEADINGS FOR CONVENIENCE ONLY: Headings of parts and sub-parts
under this Agreement are for convenience and organization, only. Headings shall
not affect the meaning of any provisions of this Agreement.
g. FORCE MAJEURE: The Parties are not liable for any failure to perform due to
causes beyond their reasonable control including, but not limited to, acts of God,
acts of civil authorities, acts of military authorities, riots, embargoes, pandemics,
acts by Cuomo, epidemics, acts of Government, acts of nature and natural
disasters, and other acts which may be due to unforeseen circumstances.
h. ELECTRONIC COMMUNICATIONS PERMITTED: Electronic communications
are permitted to both Parties under this Agreement, including email or fax.

IN WITNESS WHEREOF, the Parties execute this Agreement as follows:
Name: __________________
Signature: __________________

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Date: __________

Name: _______________
Signature: _____________
Date: _________________

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