SOCIAL INFLUENCER AGREEMENT
This Social Influencer Agreement (the “Agreement”) is made and entered by and between Plant Swag Shop (“Company”) and (“Talent”) for his or her services to promote the Company’s Plant Swag Shops (“Product”). Talent agrees: (i) to perform the services and provide the deliverables set forth in this Agreement and (ii) that she is subject to the terms and conditions set forth herein including any exhibits attached hereto. Company and Talent may hereinafter be referred to individually as a “Party” or collectively as the “Parties”:
1) Contract Start Date - 3/30/2022 2) Services:
- a) Talent will develop and post an Instagram and accompanying story. The Company and Product will be the exclusive brand featured, shown and mentioned in the Instagram and accompanying story. The Talent will be responsible for sending the finished product in full resolution to the Company for the Company’s usage (outlined in section 4 below).
- b) Talent to mention Company and Product with necessary website links, social media handles, and #ad in caption to comply with FTC guidelines.
c)Company will provide Talent with content guidelines for creative direction/inspiration and caption guidelines. The corresponding content will be mutually agreed upon and must include the social media handles, hashtags and FTC endorsement disclaimers provided by Company.
- d) Company will provide products needed for the Instagram and accompanying story to Talent and delivered in a timely manner.
- e) Talent shall not post about a competitor’s product on the same social media channels stated by this contract within a 7-day window before or after the post date.
- a) Company shall provide comments/approval within (2) two business days upon receipt of the Instagram and accompanying story. If approval is not received within the allotted time, the Instagram and accompanying story will be held from being posted until email approval is provided by the Company.
- b) Talent will have the ability to provide creative feedback for review and consideration by Company. Talent will also provide Company with corresponding caption copy to review and approve prior to post being issued.
4) Usage Rights:
- a) Talent grants the Company the right to re-post or share and reference Talent’s Instagram and accompanying story with credit back to Talent on the social media channels operated by Company. Talent will be credited/tagged in any use of the Instagram and accompanying story.
- b) Company will also have the right to support any social media posts via whitelisting, boosting or promoting any social media posts issued by Talent or any social posts issued by Company featuring Talent.
- c) For the avoidance of doubt, Company, does not have the right to use or reference Talent’s content in any form of traditional advertising including but not limited to POS, OOH, radio, or print (other than the rights granted herein relating to social media channels operated by Company,) unless such usage rights are agreed to by Talent in writing with appropriate compensation for Usage Rights.
- d) Talent-provided content can be used for digital marketing purposes by the Company, given that the Company appropriately links to the Talent’s social media channels.
5) Compensation: Company shall compensate the talent with free product of choice, shipped to location.
a.The relationship between the Parties hereto is that of independent contractors. Accordingly, nothing contained herein shall be deemed to constitute the Parties hereto as a partnership, joint venture, employer/employee, principal/agent or any other type of relationship, nor to make one Party hereto liable in whole or in part for any obligations assumed by the other herein or for any liability incurred by the other Party hereto in carrying out any of the provisions hereof, or otherwise, except as specified in (iii) below.
- Each Party hereto represents and warrants that it: (a) is authorized and has the power to enter into this Agreement and to perform all of its obligations hereunder; (b) shall not disclose the terms of this Agreement to any third party, except to its business and legal representatives, or to the extent disclosure is required by law; and (c) shall not do, nor authorize any party to do, anything which might diminish or impair the other Party’s rights hereunder.
- Company shall indemnify, defend, and hold harmless Talent and Talent’s respective affiliates, agents and representatives (collectively the “Talent Indemnified Parties”) from and against any and all third party claims, demands, losses, costs, expenses, obligations, liabilities, damages, recoveries, and deficiencies, including interest, penalties, and reasonable outside attorneys’ fees and actual, documented legal costs that the Talent Indemnified Parties may incur or suffer: (a) that arise from, or are related to, a breach of any representation or warranty made or assumed by Company hereunder; and/or (b) in connection with the Instagram and accompanying story, except to the extent caused solely by Talent’s own malfeasance and/or willful misconduct and/or other tortious acts or intentional omissions.
- Talent shall indemnify, and hold harmless Company and Company’s respective affiliates, agents and representatives (collectively the “Company Indemnified Parties”) from and against any and all third party claims, demands, losses, costs, expenses, obligations, liabilities, damages, recoveries, and deficiencies, including interest, penalties, and reasonable outside attorneys’ fees and actual, documented legal costs that the Company Indemnified Parties may incur or suffer: (a) that arise from, or are related to, a breach of any representation or warranty made or assumed by Talent hereunder; (b) that arise from, or are related to, the malfeasance and/or gross misconduct and/or other tortious acts or intentional omissions committed by Talent; and/or (c) that are caused by Talent’s own willful acts.
- This Agreement shall be governed by, and its provisions construed in accordance with, the laws of the State of California, USA, without regard to principles of conflict of laws.
- This is the only agreement between the Parties hereto concerning the subject matter hereof and cannot be modified or waived except by a writing signed by the Parties hereto
- This Agreement shall become effective upon delivery to each Party hereto of original, photocopied, or electronically transmitted (whether by facsimile, or by email in .TIFF, .PDF or .JPG formats) signature pages that together (but need not individually) bear the signatures of all Parties hereto.
- Company and Talent agree that any notices relating to this Agreement shall be sent to the primary contacts at the addresses listed in the following table.
By executing below, the parties agree to the terms and conditions set forth in this Agreement.