Brand & Business Influencer Agreement Terms:
‍Brand and Business Influencer Marketing Agreement Terms ("Agreement Terms") are made effective as of the date outlined in your Brand and Business Influencer Agreement, by and between the business influencer (the "Influencer") and the named brand (the "Brand"), with facilitation provided by Flooencer Limited ("Flooencer").

These Agreement Terms govern collaborations across all supported media formats and distribution channels, including but not limited to social media, newsletters, podcasts, video platforms, live events, and emerging digital formats.
‍1. Scope of Work
‍The scope of work is defined in the Brand and Business Influencer Agreement. This may include content creation and distribution across multiple media formats, including but not limited to:
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Social media posts (e.g. LinkedIn, X, Instagram, TikTok)
Long-form content (e.g. YouTube, blogs, articles)
Email newsletters (owned or partner-distributed)
Podcasts (host-read ads, interviews, sponsorship segments)
Live or recorded webinars and virtual events
Community platforms (e.g. Slack, Discord, private groups)
In-person events, speaking engagements, or activations
Any other agreed digital or physical media channel

Both parties agree to deliver against the formats specified in the Agreement.
‍2. Deliverables and Deadlines:
The Influencer agrees to create and distribute content across the agreed media formats as outlined in the Brand and Business Influencer Agreement. Deliverables may include (where applicable):
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Posts, videos, or written content
Newsletter placements or dedicated sends
Podcast ad reads, mentions, or full episodes
Event participation or speaking slots
Community posts or announcements
Content repurposing across multiple formats
‍Deadlines:
All deliverables must be completed in line with agreed timelines, inclusive of agreed upon "Draft Due" dates should they be requested by. the brand.
‍Reasonable Professional Standard:
All content must meet a reasonable professional standard consistent with the Influencer’s typical output and audience expectations.
‍3. Compensation and Payment TermsCompensation: As defined in the Brand and Business Influencer Agreement
‍Payment Schedule:As defined in the Brand and Business Influencer Agreement
‍Validation: Includes confirmation that content has been published or delivered as agreed across the specified medium
‍Payment Method: Bank transfer or platform-facilitated payment via Flooencer Limited
‍4. Term and Termination‍
Performance may be assessed relative to the Influencer’s historical benchmarks for the specific medium (e.g. newsletter open rates, podcast downloads, video views, engagement rates).
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Audience Decay: Should a creators profile engagement, impressions or from it's median significantly such as "content burnout" or "influence fatigue". Applies across all formats, including but not limited to:
Decline in engagement rates
Drop in newsletter open/click rates
Reduced podcast listenership
Decrease in video performance metrics

AI Written Content/Engagement Pods: If a creator is using AI written content that is clearly AI, which is verified by internal tools, the Brand (or Flooencer) has a right to break the agreement. Likewise, if engagement pods are in use to fake success/numbers. The Brand or Flooencer is able to break the agreement.

Poor Communication: If the Influencer continually misses deadlines, fails to communicate with the brand or Flooencer Limited to complete the collaboration.

Violation of Content Guidelines: If the Influencer breaches any content guidelines, such as failure to use required hashtags like #ad or #sponsored, or misrepresenting content as sponsored when it is not, the Brand reserves the right to terminate the agreement.

Early Termination by Influencer: The Influencer may terminate the agreement with 7 days’ prior written notice to the Brand, provided they give a valid reason for termination.

Consequences of Termination: Upon termination, the Influencer must immediately cease all use of the Brand’s intellectual property and remove any ongoing campaigns or content, unless otherwise agreed in writing.

‍5. Exclusivity and Non-Compete
‍Exclusivity applies across all media formats used in the campaign, not just social posts. Example:If a SaaS tool is promoted via LinkedIn + newsletter, the Influencer cannot promote a direct competitor in either format during the term.
‍6. Intellectual Property Rights
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Ownership of ContentThe Influencer retains ownership of original content.
‍Licence to Use ContentThe Influencer grants the Brand a non-exclusive, irrevocable, royalty-free, worldwide licence to use content across all media formats, including:
Social media
Paid ads (including “dark posts” / whitelisting)
Websites and landing pages
Email marketing
Sales collateral
Event presentations
Podcast/audio distribution
Video platforms

For a period of 12 months from publication unless otherwise agreed.
‍Multi-Format Usage RightsContent may be:
Repurposed (e.g. podcast → clips → posts)
Reformatted (video → written → audio)
Edited for length, format, or platform suitability

As long as it does not materially misrepresent the Influencer.
‍Advertising and Boosting RightsExplicitly includes:

Paid social amplification
Newsletter sponsorship reuse
Podcast clipping for ads
Use in performance marketing campaigns
‍7. Disclosure and Compliance
‍Both parties agree to comply with all relevant UK laws, regulations, and codes of practice, including those related to advertising and consumer protection, such as the UK Code of Non-broadcast Advertising (CAP Code).

Mandatory Disclosures: The Influencer agrees to clearly disclose their partnership with the Brand (e.g., by using hashtags such as #ad or #sponsored) in compliance with UK regulations, including guidelines from the Advertising Standards Authority (ASA).

Non-Compliance: Failure to comply may result in termination of the agreement and potential liability for any legal or financial consequences.

The  Influencer must comply with disclosure requirements across all formats, including:
Podcast disclosures (verbal)
Newsletter sponsorship labelling
Event sponsorship disclosures
Social Posts

8. Confidentiality
The Influencer agrees to maintain the confidentiality of all proprietary information shared by the Brand. This obligation extends beyond the term of the agreement.

Return of Confidential Information: Upon termination, the Influencer must return or destroy any materials containing confidential information.

Breach of Confidentiality: Any breach of confidentiality may result in immediate termination of the agreement and could subject the Influencer to legal action for damages.
‍9. Representations and Warranties
‍The Influencer warrants that audience metrics across all media formats are not artificially inflated (e.g. fake subscribers, bot downloads, purchased engagement).
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Authority to Enter Agreement: Both parties warrant that they have the authority to enter into this agreement.

Content Originality: The Influencer warrants that all content created is original and does not infringe on any third-party rights.
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No Conflict of Interest: The Influencer warrants that entering this agreement will not violate any existing agreements or obligations.
‍10. Indemnification and Liability
‍Indemnification: Both parties agree to indemnify and hold each other harmless from any claims or damages arising from a breach of this agreement.

Limitation of Liability: Neither party shall be liable for indirect, consequential, or incidental damages except in cases of gross negligence or intentional misconduct.

Flooencer Limited, as a facilitator, is not responsible for any breach or failure by either party.
‍11. Governing Law and Dispute ResolutionGoverning Law: This agreement shall be governed by and construed in accordance with the laws of England and Wales.

Informal Resolution: The parties agree to attempt informal resolution of any disputes.

Mediation: If informal resolution fails, the parties agree to engage in non-binding mediation in England.

Litigation: If mediation fails, either party may pursue legal action in the courts of England and Wales.

Legal Fees: All legal fees, costs, and expenses arising from any dispute under this Agreement shall be borne solely by the Brand and/or the Influencer, as applicable. Flooencer Limited acts solely as a facilitator and is not a party to any dispute between the Brand and the Influencer. Flooencer shall have no liability for, or obligation to pay, any legal fees or costs incurred by either party. If Flooencer Limited is required to participate in any legal proceedings, investigation, or dispute as a result of actions by the Brand or Influencer,  the party responsible for such action shall indemnify Flooencer Limited for all reasonable legal costs and expenses incurred.
12. Renewal and Platform Circumvention Renewal and Partnership Obligation: Any renewal or continuation of this partnership must be facilitated exclusively through Flooencer Limited.

Breach: A breach of this exclusivity clause may result in legal action, including the potential for damages and termination of future agreements.
13. Definitions
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"Content" Means any material created or distributed by the Influencer, including but not limited to text, images, video, audio, live appearances, and digital communications."Media Formats" Includes all current and future platforms, channels, and distribution methods.