Terms and Conditions:
Introduction:
Social Grid Network Limited, also referred to as "Social Grid," is a marketing agency specializing in influencer marketing. Social Grid carries out promotional campaigns for clients on various social media platforms like Instagram, TikTok, YouTube, Facebook, etc. These general terms and conditions (referred to as the "General Terms") govern the relationship between Social Grid and the Talent (an individual influencer) and/or the Talent's Management, regarding their acceptance and commitment to these terms upon accepting "Campaigns" from Social Grid.
Deliverables:
The Talent is responsible for creating content based on briefs provided by Social Grid for each campaign they participate in. The content should be edited to reflect the campaign brief and meet quality expectations. The content should be curated in a timely manner in line with the campaign's deadline.
Posting of Content:
The Talent is required to post the created content on their designated social media accounts and platforms specified in each campaign brief. Approval from Social Grid is necessary before publishing the content, and any unauthorized posts may result in non-payment of fees. A three-hour interval will be required between the publication of paid content and the subsequent video release. Content must be original and should not be reposted from other sources or contain watermarks. All content and comments should be in good taste, free of inappropriate language, and refrain from promoting discrimination or offensive content.
Approval:
Social Grid will approve content at its own discretion in line with the brief and upon feedback from our clients. Talent may be required to redraft their content based on the campaign needs. Talent also understands that Brief’s may change after acceptance of their initial briefing and therefore result in redrafting based on new feedback. Lastly if content is not approved, Social Grid will not be responsible for any Fees or compensation for termination.
Ownership and Use of the Content:
The Talent retains ownership of the content created, including intellectual property rights. However, the Talent hereby grants Social Grid an exclusive, irrevocable, worldwide, royalty-free license to utilise and distribute the content, starting from the date of approval. This license is valid for a duration of 6 months and may be transferred to Social Grid's Clientele solely for the purpose of incorporating it into relevant marketing campaigns related to the original "Brief." In line with the license, Talent will provide any authorisation codes ( E.g Ad Codes ) required in order for Social Grid and or its Client’s to be able to distribute and utilise.
Remuneration:
Social Grid will pay the Talent a fee stated in the campaign brief for each campaign. Talent’s will be paid in line with our payment policies. Talent acknowledges that they may be subject to fees imposed by third-party payment providers, such as PayPal, and agrees to be solely responsible for any such fees. All fees incurred in relation to the payment process shall be the responsibility of the Talent. Payment details should be provided through a valid invoice, and the Talent is responsible for any applicable taxes. A valid invoice for payment will include the following information: The PO Number, The Influencer Handle, The "Fee," The "Campaign name," and Payment Method.
Data Protection:
By accepting the General Terms, the Talent consents to the processing of their personal data. Processing may include storing the following pieces of information internally for Social Grid's use solely: Name, Email, Contact Information, and Fees. Social Grid's clients may also have access to external data, such as Name and Profile Analytics (if connected to our database) in relation to the Talent.
Honesty:
The Talent should not misrepresent their audience size, number of followers, or engagement. Unethical practices such as purchasing followers or engagement are strictly prohibited and may lead to termination of the agreement.
Specific Obligations of the Talent:
The Talent must comply with all legal requirements related to their obligations under the General Terms. They should not use the content in violation of the terms and conditions outlined.
Representation and Warranties:
The Talent represents and warrants that they are at least 18 years old, have the legal right and power to enter into the General Terms, and their content does not infringe any third-party rights or contain offensive material.
Confidentiality:
The Talent agrees not to disclose any confidential information obtained from Social Grid or during the performance of the services. For clarity, confidential information includes, but is not limited to, fees paid to Talent for the services provided, campaign briefs, and any non-public information not available through a public source.
Indemnities and Limitation of Liability:
The Talent shall indemnify and hold Social Grid harmless from any claims, damages, or expenses arising from their breach of the General Terms or infringement of third-party intellectual property rights.
Force Majeure:
Neither party shall be liable for any loss or delay in performance caused by events beyond their reasonable control.
Term and Termination:
The General Terms are effective upon the Talent's acceptance and remain in force until further notice. Acceptance of these terms and conditions is automatic once Talent has accepted a Campaign from Social Grid. Social Grid may terminate the agreement if there is a material breach or insolvency. Certain provisions, including ownership of content, data protection, confidentiality, indemnities, and governing law, shall survive termination.
Governing Law:
These General Terms shall be governed by and interpreted in accordance with the laws of the United Kingdom.
By accepting these General Terms, the Talent acknowledges their understanding and agreement to abide by them.
Definitions
Influencer Marketing: A form of marketing where individuals with a strong online presence, known as influencers, promote products or services to their followers on various social media platforms. Influencer marketing involves leveraging the influencers' credibility and reach to increase brand awareness and drive consumer engagement.
Campaign: A specific marketing initiative or project designed to achieve certain goals, such as promoting a product, increasing brand visibility, or generating user engagement. A campaign typically involves a series of coordinated activities and content creation.
Content: The creative material, including but not limited to posts, images, videos, and captions, created by the Talent for promotional purposes within the context of a campaign.
Brief: A document or set of instructions provided by Social Grid to the Talent, outlining the specific requirements, guidelines, and objectives for creating content within a campaign. The brief serves as a guideline for the Talent to align their content with the desired campaign goals.
Royalty-Free License: A type of license that grants the licensee (in this case, Social Grid) the right to use the content created by the Talent without the need for additional royalty or usage fees. The license allows Social Grid to utilize and distribute the content in various marketing campaigns without additional compensation to the Talent.
Invoice: A document issued by the Talent to Social Grid, specifying the details of the services rendered, including the agreed-upon fee, campaign name, payment method, and any other relevant information. An invoice serves as a formal request for payment.
Third-Party Payment Providers: External companies or platforms, such as PayPal, that facilitate secure online transactions and payment processing between parties involved in a business transaction. Third-party payment providers often charge fees for their services, which may be incurred by the Talent.
Data Protection: The safeguarding of personal data and ensuring its proper collection, storage, and use in compliance with relevant privacy laws and regulations. It includes measures to protect personal information from unauthorized access, loss, or misuse.
Audience Size: The total number of individuals who follow or engage with the Talent's social media accounts or platforms. It is an indicator of the reach and potential audience that can be exposed to the content created by the Talent.
Engagement: The level of interaction, such as likes, comments, shares, and clicks, that the Talent's audience has with their content. Engagement is often measured to assess the effectiveness and impact of influencer marketing campaigns.
Breach: A violation or failure to comply with the terms and conditions outlined in the General Terms. A breach can refer to actions or omissions that go against the agreed-upon obligations and responsibilities of the Talent.
Indemnify: To compensate or protect a party from legal liability, loss, or damages arising from a particular event or action. In the context of the General Terms, the Talent agrees to indemnify Social Grid against any claims, damages, or expenses resulting from their breach of the agreement.
Force Majeure: Extraordinary events or circumstances that are beyond the control of the parties involved and could not have been reasonably anticipated or prevented. Force majeure events may include natural disasters, acts of terrorism, war, strikes, or government regulations, and can excuse a party from fulfilling their contractual obligations during the occurrence of such events.
Termination: The act of ending or canceling an agreement or contract. Termination can occur due to a material breach of the General Terms or insolvency of either party. Upon termination, certain provisions, as specified in the General Terms, may continue to apply.