CREATIVE PROGRAM TERMS OF SERVICE

This is the Influencer Program for www.mrjoel.co. Our Influencer Program is a service of MR JOEL LTD, a private limited company based and registered in the UK. MR JOEL LTD is a digital media company that engages Influencers to post contents related to their clients on the Influencers’ individual social media accounts. Each post

an Influencer makes for a client is termed a “Campaign.”
 

1.ACCEPTANCE OF AGREEMENT.

When you apply or register as an Influencer with MR JOEL LTD, you consent to abide by our terms and conditions as it is outlined in the MR JOEL LTD’s Terms of Use and Service conformity (Agreement). Not minding that you are entering into this Agreement electronically, it will have the same force and effect as a real live written agreement.

Please, do well to review the following conditions carefully. If there is any area you do not agree with, we will advise that you do not have to apply to become an Influencer with us or offer services to MR JOEL LTD. In addition, you agreed that we can provide you with requisite notices and terms about campaigns and any offered or accepted Jobs, electronically (as defined in Section 3), either by (a) contacting you through the telephone number that you provided to us or (b) by sending an e-mail to the e-mail address that you have made available to us. You accept that whenever we make changes to this Agreement, the changes will become binding to you a soon as we notify you about such amendment. Any time we notify you of any amendment or change to this Agreement and you do not agree to it, you can immediately terminate any accord with us, this includes any Job (as defined in Section 3) you are currently engaged in, and any other engagement you have with MR JOEL LTD. We only accept 18 years and above aged people to be an Influencer. You will be required to follow any policy made available to you within the Services of any brand.

2.TERM, PAYMENTS AND TERMINATION.

This Agreement shall begin when you either apply to be an Influencer, photographer, make up artist, models or you accept this Agreement otherwise, until terminated. This Agreement and any Job (as defined in Section 3) can be terminated at any time by us or you for any reason; When you receive an order, we will keep 20% of the total charge (including VAT), if you are unable to deliver the job or decide to cancel an order that is in progress, you should notify us within 24 hours/immediately and you might not be paid and required to return the initial deposit back to us within 24 hours. In terms of Payments we will make an initial payment of 20% of the total charge and the balance will come after a job is completed satisfactorily. If you want to terminate this agreement you should email us at joel@mrjoel.co or hello@mrjoel.co to let us know you no longer wish to receive job offers from us.

3.JOB ASSIGNMENTS AND COMPENSATION.

In MR JOEL LTD, we offer advertisement assignments related to Campaigns to its Influencers through direct telephone or direct email (an assignment is a “Job” and each offer for a Job is a “Job Offer”). You may be compensated in the form of cash, gift cards, or physical goods and such compensation may be based on performances. If MR JOEL LTD offers you a Job and you accept it, you are bound by the terms of the Job Offer and this Agreement. Job Offers will come with specific details as to the subject matter, types of posts, social media platforms to use, and the amounts and types of compensation that may be earned. MR JOEL LTD reserves the right, and you hereby acknowledge such right, to make reasonable amendments to the terms of a Job after acceptance by you. You agree that even though you may be approved as an Influencer you may never receive a Job Offer from MR JOEL LTD or receive a Job Offer that you may wish to accept.

4.INFLUENCER-CREATED INTELLECTUAL PROPERTY.

To perform a Job you will create and post content related to the Job on your personal social media accounts. This content will be known as “Influencer Content” and may include photographs, video, original artwork, text, intellectual property, and any other type of content or media that you may create or be posted on your social media accounts for such job. You hereby accept and acknowledge that MR JOEL LTD is and shall be the sole owner of all right to the Work Product, such as title and interest to any and all Influencer Content; the Work Product shall be treated as a work made for hire under the Copyright Act. To the extent that the Work Product is not deemed a work made for hire, you accept to and hereby do assign to MR JOEL LTD all of your present and future worldwide right, title and interest in and to all of the Work Product. You acknowledge and agree that you shall execute and deliver to MR JOEL LTD all instruments of transfer and take such other action that MR JOEL LTD may reasonably demand from you, including, without limitation, executing and filing, at MR JOEL LTD’s expense, copyright applications, assignments, and other documents required for the protection of the rights to such materials to MR JOEL LTD. As to any portion of the Work Product created after the execution of this Agreement, the assignment shall become effective immediately upon creation thereof, without need for further consideration or written agreement among the parties. You hereby represent and warrant that the Work Product will be your original work and that the Work Product will not infringe or misappropriate the intellectual property rights of any third party. For any Work Product you create, you retain a limited license solely to host such Work Product on your social media accounts.

5.LICENSE TO CLIENT CONTENT.

MR JOEL LTD obtains a license from each Campaign Client to use certain intellectual property related to the Campaign. For any Job you accept you are also granted by the Client a limited, non- exclusive, royalty-free, non-transferable and non sub-licensable, worldwide license during the term of the Job to use, solely in connection with the Campaign: (i) Client’s trademarks that are reasonably associated with the subject matter of the Campaign; (ii) Client’s domain names, website addresses, websites and URL’s; and (iii) any trademarks created by MR JOEL LTD or by you on Client’s behalf as part of the Campaign. In addition, Client grants to MR JOEL LTD and you a perpetual, non-exclusive, royalty-free, non-transferable and non sub-licensable worldwide license to use the Work Product (as defined in Section 3) solely for use on materials that promotes MR JOEL LTD services MR JOEL LTD’s social media or blog accounts or on yours who created such Work Product. Client grants no other right or license to any of its intellectual property to MR JOEL LTD or you by implication, estoppels or otherwise. You hereby acknowledge that Client owns all right, title and interest in, to and under the Client’s trademarks and that you shall not acquire any proprietary rights therein. Any use by MR JOEL LTD or you of any of Client’s trademarks and all goodwill associated therewith shall inure to the benefit of Client. The Job Offer may set out specific Client-owned intellectual property you may use in performing the Job and/or have further limitations on how such Client-owned intellectual property may be used in performing the Job. If there are any contradicting terms between this Agreement and the Job Offer, the terms of the Job Offer will govern.

6.REPRESENTATIONS.

By applying to be an Influencer and agreeing to the terms of this Agreement, you hereby represent, warrant and covenant to MR JOEL LTD that: (a) you are at least 18 years of age; (b) you have the full right, power and authority to enter into this Agreement, to grant the rights and licenses granted under this Agreement and to perform your obligations under this Agreement; (c) you have not, and during the term of the Agreement will not, enter into any oral or written contract or negotiations with any third party that would impair the rights granted to MR JOEL LTD or its clients under this Agreement, or limit the effectiveness of this Agreement, nor are you aware of any claims or actions that may limit or impair any of the rights granted to MR JOEL LTD or its clients hereunder; and (d) you are now and through the term of this Agreement shall remain in compliance with all laws applicable to the performance of your obligations under this Agreement

7.RULES OF CONDUCT.

As an Influencer and in the performance of any Job you represent, it warrants that, in addition to the Restrictions and Prohibitions on Use in MR JOEL LTD’s general Terms of Use, you will comply with all of the following rules of conduct:

8.POSTING CONDUCT

a) Your social media posts related to a Job will comply with the specifications set forth in the Job Offer and any subsequent directions from MR JOEL LTD regarding the Job.

b) You will not post anything on any social media account or on any other platform or media to disparage either MR JOEL LTD or any Client you are currently or have performed a Job for.

c) Any post you make on a social media account will not contain any content that contains any misstatement of law, falsehood, obscenity, severe profanity, or is unlawful, obscene, defamatory, libelous, threatening, pornographic, bullying, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate.

d) We require our Influencers to use the hashtags #sp, #spon or #ad to ensure of clarity to the consumers so that they are able to distinguish between genuine, unbiased opinion and paid-for advertising.

e) You must keep the sponsored content for a minimum of 15 days active on your page/s.

9.DISCLAIMER OF WARRANTY

MR JOEL LTD PROVIDES THE INFLUENCER PROGRAMS AND JOBS TO YOU “AS-IS” WITHOUT ANY WARRANTIES OR REPRESENTATIONS OF ANY KIND, WHETHER STATUTORY, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, WARRANTIES OF TITLE, NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS OR ANY RESULTS TO BE ACHIEVED HEREFROM. MR JOEL LTD PROVIDES NO WARRANTY THAT YOU WILL BE APPROVED AS AN INFLUENCER, THAT IF YOU ARE AN INFLUENCER THAT YOU

WILL BE OFFERED A JOB, OR THAT YOU WILL EVER BE OFFERED A JOB YOU WISH TO ACCEPT.

10.LIMITATION OF LIABILITY

MR JOEL LTD and any affiliated party shall not be liable for any loss, injury, claim, liability, or damage of any kind resulting in any way from (i) any errors in or omissions from the Site, or Job or the providing of any of the foregoing to you, (ii) the unavailability or interruption of the Job or any aspect of a Job, (iii) your use of the Site or participation in a Job, (iv) any violation by a Client of the agreement between MR JOEL LTD and Client related to a Job, or (v) the content related to a Job. THE AGGREGATE LIABILITY OF US AND THE AFFILIATED PARTIES IN CONNECTION WITH ANY CLAIM ARISING OUT OF OR RELATING TO THE SITE, A JOB, AND/OR THE PRODUCTS, INFORMATION, DOCUMENTS AND SERVICES PROVIDED HEREIN OR HEREBY SHALL NOT EXCEED THE GREATER OF £100, AND THAT AMOUNT SHALL BE IN LIEU OF ALL OTHER REMEDIES WHICH YOU MAY HAVE AGAINST US

AND ANY AFFILIATED PARTY OR OUR CLIENTS.

11.INDEPENDENT CONTRACTOR

In the mutual performance of the parties’ duties and obligations under this Agreement and in a Job, it is mutually understood and agreed that Influencer is and will be an independent contractor of MR JOEL LTD and/or the Client. Nothing in this Agreement shall be construed as creating a partnership or joint venture between you and MR JOEL LTD or you and a Client, or MR JOEL LTD and a Client.

12.ASSIGNMENT

You may not assign your rights or interest in this Agreement or a Job without the prior written consent of MR JOEL LTD. Any assignment, without consent, shall be deemed void and wholly invalid. This Agreement and any Job and all incorporated agreements and your information may be automatically assigned by us in our sole discretion.

13.MISCELLANEOUS

This Accord shall be treated as though it were executed and performed in London, United Kingdom, and shall be governed by and construed in accordance with the laws of the United Kingdom (without regard to conflict of law principles). Any cause of action by you with respect to the Site, or a Job (and/or any information, products or services related thereto) must be instituted within one (1) year after the cause of action arose or be forever waived and barred. All actions shall be subject to the limitations set forth herein. The language in this Agreement shall be interpreted as to its fair meaning and not strictly for or against any party. Should any part of this Agreement be held invalid or unenforceable, that portion shall be construed consistent with applicable law and the remaining portions shall remain in full force and effect. To the extent that anything in or associated with the Site or Portal is in conflict or inconsistent with this Agreement, this Agreement shall take precedence. Our failure to enforce any provision of this Agreement or a Job shall not be deemed a waiver of such provision nor of the right to enforce such provision. Our rights under this Agreement or a Job shall survive any termination of this Agreement.

14.QUESTIONS, CANCELATION AND COMMENTS.

If you have any questions regarding this Agreement or a Job, please contact us here:

a) MR JOEL LTD

17 Lockyer House

Hemans Street

SW8 4SR

London

b) www.mrjoel.co

c) joel@mrjoel.co