We want to make sure both parties are protected during collaboration! By entering into a content creation collaboration with BeautyGARDE, you are agreeing to the terms below.
The Creator (you) and the Company (BeautyGARDE) (individually the “Party” and collectively the “Parties” to this Agreement) agree as follows:
ENGAGEMENT. Company hereby engages Creator from the date of execution of this Agreement through and including the date(s) of performance (“the Term”) for the limited purpose of creating and promoting certain brands content. The nature of the brand content to be promoted and the specific details and requirements is outlined in the creative brief. During the Term, Creator agrees to be engaged for the purpose of promoting the brand content and to be bound by the guidelines as listed in the creative brief. Company hereby appoints Creator as its representative on a non-exclusive, non-employee basis to endorse and promote its services to the target audience.
DELIVERABLES. Creator will deliver the agreed upon deliverables according to set timelines as outlined in Creative Brief. The Services shall conform to the specifications and instructions of Company as outlined in the Creative Brief and are subject to Company’s acceptance and approval. Company has a maximum of 10 business days to reject any deliverable in accordance with this Section and must notify Creator within 10 business days of receipt of work that additional revisions and/or amendments will be requested.
OWNERSHIP. Creator acknowledges and agrees that Company for the purpose of performing the Services under this Agreement shall own, exclusively and in perpetuity, all rights of whatever kind and character, throughout the universe and in any and all languages, in and to the videos, photographs, text and/or all works of similar nature produced, developed, or created by Creator for this Agreement, and any and all intellectual property rights thereto, including trademarks, trade secrets, trade dress, design, mask work, copyrights, and patent rights (collectively, the “Content”), including the right to sublicense the Content to Company’s brand partners (the “Brand Affiliates”) . Notwithstanding the foregoing, Creator may delete any agreed upon posts from his/her owned and/or controlled social media channels containing any Content after a period of thirty (120) days from post date.
DELIVERABLES. Creator acknowledges and agrees that Company for the purpose of performing the Services under this Agreement shall own, exclusively and in perpetuity, all rights of whatever kind and character, throughout the universe and in any and all languages, in and to the videos, photographs, text and/or all works of similar nature produced, developed, or created by Creator for this Agreement, and any and all intellectual property rights thereto, including trademarks, trade secrets, trade dress, design, mask work, copyrights, and patent rights (collectively, the “Content”), including the right to sublicense the Content to Company’s brand partners (the “Brand Affiliates”) .
USAGE. Company shall cause Creator to grant to Company non-exclusive, royalty free, right and license to feature Content generated by Creator as part of the Campaign on Company’s and Brand Affiliates owned and controlled social media platforms and within third party digital and broadcast platforms and print platforms including but are not limited to: ad networks, email marketing, paid search listings, television, radio, newspapers, magazines and brochures, Facebook, Instagram, Twitter, Tumblr, YouTube, Pinterest, Vine, Google+ and website blogs during the term of this Agreement and for an indefinite period thereafter. Creator does not grant right to use face, name, image or likeness.
LICENSE. Company grants to Creator a temporary license to use promotional materials as may be necessary to achieve the promotional purpose but only in compliance with the Guidelines and only to achieve the promotional purpose of the agreement.
CANCELLATION. Either party may terminate this agreement at any time with written notice. In the event that Creator has breached this agreement, Creator shall immediately comply (ii) instruct Creator to return any product sent.
CONFIDENTIALITY AND EXCLUSIVITY. During the course of Creator’s performance of services for Company, Creator will receive, have access to and create documents, records and information of a confidential and proprietary nature to Company and customers of Company. Creator acknowledges and agrees that such information is an asset of Company or its clients, is not generally known to the trade, is of a confidential nature and, to preserve the goodwill of Company and its clients must be kept strictly confidential and used only in the performance of Creator’s duties under this Agreement. Creator agrees that he/she will not use, disclose, communicate, copy or permit the use or disclosure of any such information to any third party in any manner whatsoever except to the existing employees of Company or as otherwise directed by Company in the course of Creator’s performance of services under this Agreement, and thereafter only with the written permission of Company. Upon termination of this Agreement or upon the request of Company, Creator will return to Company all of the confidential information, and all copies or reproductions thereof, which are in Creator’s possession or control. Creator agrees that during the tenure of this contract, and for a three-month term afterward, Creator will not undertake Creator marketing for a competitor in the same vertical as Company.
COMPENSATION. As compensation for Creator’s satisfactory performance, Company agrees to pay Creator an agreed upon fee (as listed in the creative brief). Creator agrees that this payment shall be the sole and entire compensation received and no other compensation of any kind shall be due upon termination of the Agreement or thereafter.
PAYMENT TERMS. Payment will be made by PayPal or Direct Deposit. Payments will be due at manxiumum twenty days after the agreed invoice date.
FORCE MAJEURE. If either party is unable to perform any of its obligations by reason of fire or other casualty, strike, act or order of public authority, act of God, or other cause beyond the control of such party, then such party shall be excused from such performance during the pendency of such cause.
INDEPENDENT CONTRACTOR. Creator is retained as an independent contractor of the Company. Creator acknowledges and agrees that (i) Creator is solely responsible for the manner and form by which Creator performs under this Agreement, and (ii) Creator is a self-employed individual, who performs services similar to the services outlined in Schedule A for various entities and individuals other than Company. Creator is responsible for the withholding and payment of all taxes and other assessments arising out of Creator’s performance of services, and neither Creator nor any of Creator’s employees or independent clients shall be entitled to participate in any employee benefit plans of the Company.
REPRESENTATIONS AND WARRANTIES. Parties represent and warrant to each other that each is free to enter into this Agreement and that this engagement does not violate the terms of any agreement between any third party.
GENERAL TERMS. If the scope of any of the provisions of the Agreement is too broad in any respect whatsoever to permit enforcement to its full extent, then such provisions shall be enforced to the maximum extent permitted by law, and the parties hereto consent and agree that such scope may be judicially modified accordingly and that the whole of such provisions of this Agreement shall not thereby fail, but that the scope of such provisions shall be curtailed only to the extent necessary to conform to law.
GOVERNING LAW. It is the intention of the Parties to this Agreement that this Agreement and the performance under this Agreement, and all suits and special proceedings under this Agreement, be construed in accordance with and governed, to the exclusion of the law of any other forum, by the laws of the State of Washington, without regard to the jurisdiction in which any action or special proceeding may be instituted.
Amendment; Entire Agreement. This Agreement shall constitute the entire and whole agreement between the parties and supersedes all other agreements, oral or written, previously entered into with respect to the subject matter of this Agreement. This Agreement may not be modified or amended except by a written instrument, signed by each of the parties executing such amendment or modification.
Notices; Delivery. All notices, requests, demands and other communications hereunder shall be in writing and shall be deemed to have been duly given if, in the case of notices given to the Company, any such communication is addressed/delivered to:
Kimberly Crider
community@beautygarde.com
In the case of notices given by the Company, any such communication shall be addressed and/or delivered to Creator at the address provided by Creator.
THIS AGREEMENT SHALL BE EFFECTIVE AS OF THE EFFECTIVE DATE ON THE SUBMITTED FORM.
