Terms & Conditions

Promote Master Terms & Conditions

By signing the applicable Order Form, you are acknowledging and agreeing to abide by these Terms and Conditions.

2You have requested and We have agreed to provide You with the Services listed in each Order Form. Each Order Form shall be effective as of the Effective Date listed in the Order Form.

3If you have selected Influencer Marketing Services in an Order Form, We will refer to You Promote Influencers whose services We believe would correspond to Your requirements as described by You. You acknowledge that Our sole obligation is to introduce the Promote Influencers to You. It is up to You whether or not to engage the services of any of the Promote Influencers. You shall have sole responsibility for entering into any arrangement or agreement with the Promote Influencers and making payment arrangements with the Promote Influencers. We shall have no responsibility and shall not be held liable for the services or actions of the Promote Influencers.

4You agree to pay the fees set forth in the Order Form (the "Fees"). You agree and acknowledge that the Fees in connection with the Influencer Marketing Services are based on a per Project basis. After the Initial Project, each time that You engage the services of a Promote Influencer in connection with a Project, You will advise Us of the Project and the name(s) of the Promote Influencer(s) engaged. We will issue You an invoice which will be paid in accordance with Section 5.

5All Fees shall be due and payable within thirty (30) days of the date of the invoices or date specified in the Order Form. Late payments shall be subject to interest at the rate of 1% per month or the maximum allowable interest rate permitted by law, whichever is greater. In the event that You fail to advise Us of a Project or the name of the Promote Influencer(s) engaged for the Project and You fail to remit the associated Fees as set forth in Section 4 above, You shall pay as liquidated damages three (3) times the Fees payable to Us in connection with the Promote Influencers engaged for the Project. For the avoidance of doubt, liquidated damages are payable in addition to the Fees payable under Section 5 and late payment interest payable under this Section 5.

6You agree to treat the Promote Influencers fairly and professionally and honour Your payment and other contractual obligations to them. You agree to indemnify and hold Us, Our agents, employees, representatives and assigns harmless against all losses, damages and liabilities (including reasonable legal fees and expenses) incurred by Us in connection with (a) Your failure to pay one or more Promote Influencers; (b) Your breach of this Agreement; (c) Your violation of any third party's intellectual property rights.

7This Agreement shall commence as of the Effective Date of the first Order Form and shall continue in effect until terminated in accordance with Section 8 herein. The Services in each Order Form shall commence as of the Effective Date set forth in the Order Form.

9Termination of an Order Form shall only terminate the Order Form and shall not affect the validity of this Agreement or other Order Forms.

10After termination of this Agreement or an Order Form You shall continue to remit Fees to Us on account of (i) the Promote Influencers introduced to You during the Term of this Agreement or Order Form as the case may be and (ii) sale of merchandise on a Tik-Tok shop set up by Us. Fees shall be remitted in accordance with Sections 4 and 5 of this Agreement.

11As between You and Us and subject to any third-party rights, all right, title and interest in the materials created in connection with the Services or the Project, including without limitation, videos, social media posts and photographs (the "Materials") shall belong to Us. You grant Us and any third parties We retain on your behalf a license to use Your trademarks and other intellectual property in order to create the Materials. You grant Us a license to use and display your trademarks and any data and statistics relating to the Project as part of case studies or in other promotional manners on Our Website and in Our marketing materials.

13For the avoidance of doubt, the relationship of the parties under this Agreement is that of independent contractors. Neither Party shall have authority to create any obligation, express or implied, on behalf of the other party.

14This Agreement shall be governed by, construed and enforced in accordance with English law, excluding its conflicts of laws rules. All disputes arising out of or in connection with this Agreement shall be finally settled by the English Courts.

15All notices and other communications under this Agreement shall be in writing and delivered by (i) electronic mail transmission to the email address set forth in the Order Form shall be deemed given upon the earlier of (i) the receipt by the sender of a non-automatic reply electronic mail from the recipient or (ii) three (3) business days after the initial transmission or (ii) five (5) days after mailing, postage prepaid, by registered or certified mail, return receipt requested, to the address on any Order Form or such other address as either party shall specify in a written notice to the other.

16The parties may sign this Agreement in several counterparts, and deliver such counterparts by facsimile or as a scanned image (e.g., as a "portable document format" or ".pdf" file) as an attachment to electronic mail (email), each of which will be deemed an original but all of which together will constitute one instrument.

17Sections 4, 5, 6, 10, 11, 12 and 14 of this Agreement shall survive termination of the Agreement.