Standard Grace Inc. Influencer Contract
Month, Date, Year
INFLUENCER AGREEMENT for the Billy T Brand
This Influencer Agreement ("Agreement") is entered into this _____ day of Month, Year, by and between Standard Grace Inc. and the Influencer ___________.
Standard Grace Inc. and the Influencer agree:
1. Appointment. Standard Grace Inc. would like the Influencer’s assistance in promoting / offering / selling its products via their social media accounts. Standard Grace Inc. hereby appoints the Influencer as its representative on a non-exclusive, non-employee basis to endorse and promote its services to the target audience.
2. Term. This Agreement shall have an initial term of ________ and shall automatically renew for additional _______ terms thereafter unless either party provides ten days prior written notice of its intention of nonrenewal.
3. Deliverables: Influencer will deliver the agreed number of posts ________ on the agreed platforms of ________________________ on behalf of Standard Grace Inc. according to the delivery schedule specified by Standard Grace Inc. The Services shall conform to the specifications and instructions of Standard Grace Inc. as outlined in detail in the attached Schedule of Services, abide by the rules of the relevant social media platforms, and are subject to Standard Grace Inc. acceptance and approval. Standard Grace Inc. has a maximum of 5 days to reject any deliverable in accordance with this Section and must notify the Influencer within 5 days of receipt of work that additional revisions and/or amendments will be requested.
4. Cancellation. Either party may terminate this agreement upon ten days prior written notice if the other party breaches this agreement and does not cure such breach within such time period. In addition to any right or remedy that may be available to Standard Grace Inc. under this agreement or applicable law, In addition, in the event that the Influencer has breached this agreement, Standard Grace Inc. may (i) immediately suspend, limit or terminate the Influencer’s access to any Standard Grace Inc. account and/or (ii) instruct the Influencer to cease all promotional activities or make clarifying statements, and the Influencer shall immediately comply. Either party may terminate this agreement at any time without cause upon ten days prior written notice to the other party.
5a. Collateral Details.
Standard Grace Inc. shall provide the necessary content and briefing materials to enable the Influencer to perform the influencer marketing services. If the Influencer has obtained employees or agents (the "Influencer Personnel"), the Influencer shall be solely responsible for all costs associated with the Influencer Personnel.
5b. Content.
All influencer content (images and words) must be approved by the Creative Director of Standard Grace Inc., Lina Tsai (lina@billytshop.com) before posting, for the initial 6 posts after signing the Influencer Agreement, to ensure that the brand is being represented according to the creative guidelines of _Billy T__.
5c. Standard Grace, Inc. Design Standards
To maintain a consistent brand voice and visual identity, Standard Grace Inc. requires all vendors and associates to comply with the following Design Standards and Communication Guidelines for all Standard Grace brands – Billy T, Wash Lab, and Third Layer.
5c1. All visual and verbal communication associated with all labels associated with Standard Grace, Inc. (Billy T, Wash Lab, and Third Layer) must be approved by the acting Standard Grace Design Director before release for distribution through any and all external channels, including but not limited to: social media, advertising, communication with buyers/retailers/sales, promotions, and publicity of any kind.
5c2. No form of brand representation shall be undertaken without the express consent of the Standard Grace Design Director, including but not limited to: Photography representing product, writing or content mentioning any and all brands, any depiction of any and all brands for promotional or personal reasons.
6. Items to Avoid in Influencer Posts: The Influencer agrees to abide by all guidelines set in the Brand Rule Guidelines. (For example, all blog posts, social media statuses, tweets, and/or comments should be in good taste and free of inappropriate language and/or any content promoting bigotry, racism or discrimination based on race, gender, religion, nationality, disability, sexual orientation, or age).
7a Approval and Content Origination: The Influencer understands that all promotions and products they promote as part of this agreement are controlled by Standard Grace Inc. The Influencer assumes all responsibility for verifying that the campaign materials used meet Standard Grace Inc. approval.
7b. Brand Voice: The BillyT brand statement is to be used as a Brand Voice guideline by the Influencer to set the tone of their posts. Once read and absorbed, Influencer should have a firm grasp of the image BillyT wishes to convey to the public.
“Fun. Strong. Sexy. Sure. Optimistic. Driven, but knows when to coast. Takes no prisoners but doesn't hold a grudge. Can't stop. Won't stop. Looks good in any light. Might shout, but never screams. Dishes it out. Takes it. Dishes it out again. Has an opinion and isn't afraid to share it. Stands for something, always. Brilliant, without being pretentious about it. That's who you are. And that's who Billy T is. And that's why you're here, now - we feel like you, and you feel like us. We design and produce clothing that lets you be you. Because if you feel as beautiful as you are, everything is possible, every day is better, every experience is richer. That's just a fact. So let's walk the walk, together. Billy T. It's what you wear.”
8. Confidentiality and Exclusivity. During the course of the Influencer's performance of services for Standard Grace Inc., the Influencer will receive, have access to and create documents, records and information of a confidential and proprietary nature to Standard Grace Inc. and customers of the Standard Grace Inc. The Influencer acknowledges and agrees that such information is an asset of the Standard Grace Inc. or its clients, is not generally known to the trade, is of a confidential nature and, to preserve the goodwill of Standard Grace Inc. and its clients must be kept strictly confidential and used only in the performance of the Influencer's duties under this Agreement. The Influencer 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 Standard Grace Inc. or as otherwise directed by Standard Grace Inc. in the course of the Influencer's performance of services under this Agreement, and thereafter only with the written permission of the Standard Grace Inc. Upon termination of this Agreement or upon the request of Standard Grace Inc., the Influencer will return to Standard Grace Inc. all of the confidential information, and all copies or reproductions thereof, which are in Influencer's possession or control.
9. Compensation. In full consideration of the Influencer’s performance, his / her obligations and the rights granted herein, the Influencer shall be paid the amount agreed upon between the Influencer and Standard Grace Inc. This includes any agreed bonus incentives should the Influencer meet the agreed targets. The Influencer will otherwise perform the services at his/her own expense and use his/her own resources and equipment. The Influencer acknowledges that the agreed upon compensation of ____________ represents the Influencer’s entire compensation with respect to this agreement and Standard Grace Inc. shall have no other obligation for any other compensation to or expenses or costs incurred by the Influencer in connection with the performance of its obligations under this agreement.
10. Material disclosures and compliance with FTC Guidelines. When publishing posts/statuses about Standard Grace Inc. products or services, the Influencer must clearly disclose his/her “material connection” with Standard Grace Inc., including the fact that the Influencer was given any consideration, was provided with certain experiences or is being paid for a particular service. The above disclosure should be clear and prominent and made in close proximity to any statements that the Influencer makes about Standard Grace Inc. or Standard Grace Inc. products or services. Please note that this disclosure is required regardless of any space limitations of the medium (e.g. Twitter), where the disclosure can be made via Hashtags, e.g. #sponsored. The Influencer’s statements should always reflect the Influencer’s honest and truthful opinions and actual experiences. The Influencer should only make factual statements about Standard Grace Inc. or Standard Grace Inc. products which the Influencer knows for certain are true and can be verified.
11. Payment Terms. Payment can be made to the address given by the Influencer. Payments will be due _____ days after the agreed invoice date.
12. 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.
13. Independent Contractor. The Influencer is retained as an independent contractor of Standard Grace Inc. The Influencer acknowledges and agrees that (i) The Influencer is solely responsible for the manner and form by which the Influencer performs under this Agreement, and (ii) The Influencer is a self-employed individual, who performs services similar to the services outlined in the attached Schedule of Services for various entities and individuals other than Standard Grace Inc. The Influencer is responsible for the withholding and payment of all taxes and other assessments arising out of the Influencer's performance of services, and neither the Influencer nor any of the Influencer's employees or independent clients shall be entitled to participate in any employee benefit plans of the Advertiser.
14. Choice of Law. This Agreement shall be construed and enforced pursuant to the laws and decisions of State / Country.
