Influencer/Creator Contract

This Influencer/Creator Contract ("Agreement") governs partnerships with content creators, influencers, and collaborators working with NOTOXIC® Studio and NOTOXIC® Circle. By applying to become a creator, entering into a creator partnership, or accepting a creator agreement, you (the "Creator" or "Influencer") agree to be bound by these terms.

This Agreement supplements but does not replace our general Terms & Conditions. Individual creator agreements may contain additional terms specific to your partnership.

1. Content Rights

1.1 Creator Ownership

Creators retain ownership of original content created, subject to usage rights granted to NOTOXIC® Universe as specified in this agreement.

1.2 Usage Rights Granted

By creating content for NOTOXIC® Universe, creators grant:

Non-exclusive license to use, display, and distribute content
Right to use content for marketing, advertising, and promotional purposes
Right to modify content for platform requirements (with creator approval)
Perpetual license (unless otherwise specified in individual agreements)

1.3 Co-Created Content

Content co-created with NOTOXIC® Universe is jointly owned, with usage rights specified in individual collaboration agreements.

2. Usage Terms

Content usage is subject to:

Attribution to creator (where applicable)
Brand guidelines and style requirements
Platform-specific usage restrictions
Prohibition of use in contexts that conflict with NOTOXIC® values

3. Brand Guidelines

All content must comply with NOTOXIC® brand guidelines:

Accurate representation of products and services
Alignment with NOTOXIC® values (sustainability, ethics, transparency)
Professional and premium aesthetic
Compliance with visual identity guidelines
No false or misleading claims

Brand guidelines are provided to creators upon partnership initiation.

4. Exclusivity

Exclusivity terms vary by partnership:

Non-Exclusive: Creators may work with other brands (standard for most partnerships)
Category Exclusivity: Exclusivity within specific product categories (e.g., sustainable fashion)
Full Exclusivity: Exclusive partnership (specified in individual agreements with premium compensation)

5. Disclosures (ASCI Compliant)

All promotional content must comply with ASCI (Advertising Standards Council of India) guidelines:

Clear Disclosure:Sponsored content must be clearly labeled (e.g., "#Ad", "#Sponsored", "#Partnership")
Prominent Placement: Disclosures must be visible and not hidden in hashtags or fine print
Honest Representation: Content must accurately represent products and experiences
No False Claims: Prohibition of misleading or unsubstantiated claims

Failure to comply with disclosure requirements may result in partnership termination and legal action.

6. Compensation and Payment

6.1 Compensation Structure

Compensation terms are specified in individual creator agreements and may include:

Fixed Fees: Fixed payment per content piece, post, or campaign
Performance-Based: Compensation based on engagement, reach, conversions, or other metrics (where applicable)
Product Gifting: Free products, samples, or merchandise (may be in addition to or instead of monetary compensation)
Revenue Sharing: Percentage of revenue from sales attributed to creator content (for specific affiliate or referral programs)
Hybrid Models: Combination of fixed fees and performance bonuses

6.2 Payment Terms

Payment processing:

Payment Timeline: Payment within 30 days of content approval and publication (or as specified in agreement)
Payment Method: Bank transfer, UPI, or other agreed method
Invoicing: Creators must provide invoices for payment processing
Tax Compliance: Creators are responsible for tax compliance; TDS may be deducted as per applicable laws

6.3 Performance Metrics

For performance-based compensation, metrics may include:

Reach and impressions
Engagement rate (likes, comments, shares)
Click-through rates
Conversions and sales attributed to content
Video views and watch time (for video content)

7. Content Creation and Approval Process

7.1 Content Creation Requirements

Creators must create content that:

Meets agreed deliverables and specifications
Complies with brand guidelines and style requirements
Includes required disclosures (ASCI compliant)
Is original or properly licensed (no copyright infringement)
Is high quality and professional

7.2 Content Approval Process

Content approval workflow:

Content Submission: Creator submits content for review (draft or final, as per agreement)
Review Period: NOTOXIC® Universe reviews content (typically 3-5 business days)
Approval or Revisions: Content is approved or revision requests are provided
Final Approval: Content is approved for publication
Publication: Creator publishes approved content

7.3 Revision Requests

NOTOXIC® Universe may request revisions for:

Brand guideline compliance
Disclosure requirements
Accuracy of product information
Quality or aesthetic improvements
Legal or regulatory compliance

7.4 Approval Rights

NOTOXIC® Universe reserves the right to:

Approve or reject content at our discretion
Request unlimited revisions until content meets requirements
Withhold payment until content is approved and published
Terminate agreement if content consistently fails to meet standards

8. Creator Onboarding and Eligibility

8.1 Application Process

To become a creator or influencer:

Submit creator application through NOTOXIC® Studio or Circle platform
Provide portfolio, social media profiles, and audience demographics
Undergo evaluation and approval process
Sign creator agreement and complete onboarding

8.2 Eligibility Requirements

Creators must meet:

Minimum follower/subscriber thresholds (varies by platform and program)
Engagement rate requirements
Content quality and aesthetic alignment with NOTOXIC® brand
Alignment with NOTOXIC® values (sustainability, ethics, transparency)
No history of brand safety issues or violations
Compliance with platform terms and community guidelines

8.3 Onboarding Requirements

Upon approval, creators must:

Complete creator profile and verification
Review and acknowledge brand guidelines
Complete ASCI compliance training
Set up payment and tax information
Sign confidentiality and IP agreements

9. Performance Metrics and Deliverables

9.1 Deliverables

Deliverables are specified in individual creator agreements and may include:

Content Pieces: Number and type of content (posts, stories, videos, etc.)
Platforms: Platforms where content will be published
Timeline: Content creation and publication schedule
Format: Content format requirements (images, videos, carousels, etc.)
Usage Rights: Duration and scope of content usage rights

9.2 Performance Expectations

Creators are expected to:

Meet agreed deliverables and timelines
Maintain authentic engagement and audience trust
Comply with all brand guidelines and disclosure requirements
Respond to feedback and revision requests promptly
Maintain professional conduct and brand alignment

9.3 Reporting

Creators may be required to provide:

Content performance metrics (reach, engagement, etc.)
Analytics reports (as per agreement)
Publication confirmations and links

10. Conflict of Interest and Competitive Brands

10.1 Competitive Brands

Creators must disclose:

Existing partnerships with competitive brands
Planned partnerships that may conflict
Any potential conflicts of interest

10.2 Exclusivity Periods

During active campaigns or exclusivity periods:

Creators may not promote competitive brands (as per agreement)
Exclusivity periods are specified in individual agreements
Violation may result in termination and payment forfeiture

10.3 Non-Disparagement

Creators agree not to:

Disparage or criticize NOTOXIC® Universe, products, or brand
Make negative statements about the partnership
Engage in activities that harm brand reputation

11. Intellectual Property and Usage Rights

11.1 Creator Content Rights

Creators retain ownership of original content, subject to:

Usage rights granted to NOTOXIC® Universe (as specified)
Moral rights (attribution where applicable)
Right to use content in creator's own portfolio

11.2 NOTOXIC® Universe Usage Rights

NOTOXIC® Universe receives:

Non-Exclusive License: Right to use, display, and distribute content (unless exclusive rights are specified)
Marketing Rights: Use for marketing, advertising, and promotional purposes
Modification Rights: Right to modify content for platform requirements (with creator approval for substantial changes)
Duration: Perpetual license (unless otherwise specified)
Territory: Worldwide rights (unless otherwise specified)

11.3 Attribution

NOTOXIC® Universe will:

Attribute content to creator where feasible and appropriate
Include creator credit in marketing materials (where applicable)
Respect creator's moral rights

11.4 Third-Party Content

Creators must ensure:

All content is original or properly licensed
No copyright infringement or unauthorized use
Proper licensing for music, images, or other third-party content
Model releases for any individuals featured

12. Suspension and Termination

12.1 Suspension

NOTOXIC® Universe may suspend creator account for:

Investigation of potential violations
Performance issues or quality concerns
Compliance violations under review
Brand safety concerns

During suspension, creators cannot create new content or receive new assignments. Suspension may be lifted upon resolution of issues.

12.2 Termination

Either party may terminate the agreement:

With Notice: 30 days written notice (standard termination)
For Cause: Immediately for material breach including:
- Non-compliance with disclosure requirements
- False or misleading claims
- Violation of brand guidelines
- Copyright infringement
- Brand safety violations
- Competitive brand promotion during exclusivity

12.3 Effect of Termination

Upon termination:

Outstanding deliverables must be completed or canceled per terms
Outstanding payments must be settled (subject to completion of deliverables)
Content usage rights continue as per agreement (unless revoked)
Confidentiality obligations survive termination
Creator may be required to remove or modify content (as per agreement)

13. Dispute Resolution

13.1 Good Faith Resolution

Parties agree to resolve disputes in good faith:

Direct negotiation between parties
Escalation to management if needed
Mediation before legal action (if applicable)

13.2 Governing Law

This Agreement is governed by:

Laws of India
Jurisdiction of courts in Chennai

14. Contact Us

For creator partnership inquiries:

NOTOXIC® Studio & Circle
Email: [email protected]