Influencer Marketing Terms and Conditions

Introduction

These Influencer Marketing Terms and Conditions (“Terms”) set forth the agreement between lovexa.ai (“Lovexa” or “we/us”) and Influencers (content creators, bloggers, social media personalities, etc., referred to as “you” or “Influencer”) who collaborate with Lovexa on promotional campaigns. By participating in a Lovexa influencer campaign or creating content on behalf of Lovexa, you agree to the following terms and conditions.
These Terms aim to ensure a clear understanding of deliverables, compliance requirements (including legal disclosure obligations), intellectual property ownership, payment terms, exclusivity, and how either party may terminate the collaboration. They are designed to protect both Lovexa and Influencers and to ensure our partnership abides by all relevant advertising laws and guidelines globally (including India’s ASCI guidelines, the U.S. FTC Endorsement Guides, EU regulations, etc.).

Note: Each campaign may also have a separate brief or contract specifying details like content topics, posting schedules, and compensation specifics. These Terms operate in conjunction with any campaign-specific agreement. In case of any conflict, the campaign-specific agreement will prevail, but the attempt is for them to be consistent.

Influencer Obligations and Deliverables
As an Influencer engaged by Lovexa, you agree to:

• Content Creation: Create high-quality, original content featuring Lovexa’s products, services, or brand as specified in the campaign brief. Content format may include social media posts (Instagram, Facebook, Twitter, YouTube, TikTok, etc.), blog articles, videos, Stories/Reels, live streams, or any other medium mutually agreed. The exact number of pieces (e.g., 3 Instagram posts and 1 blog video) and content themes will be outlined in the campaign brief.
• Adherence to Brief: Follow the creative guidelines provided. This may cover key messages to mention, hashtags, tags (e.g., tagging @LovexaOfficial), talking points, and any specific do’s or don’ts (for instance, focus on unboxing experience, avoid making any claims about the product that are not provided by Lovexa). While we want your authentic voice, certain campaigns may require pre-approval of content by Lovexa before posting to ensure accuracy and brand alignment. If pre-approval is requested, you will submit drafts in a timely manner and incorporate reasonable feedback.
• Timely Posting: Publish the content on the agreed platforms on the scheduled dates/times. Timeliness is often crucial because campaigns may be tied to product launches or events. If you foresee any delay or issue meeting a deadline, you must inform Lovexa as soon as possible to discuss adjustments or solutions. Repeated or significant delays without valid reason can be considered a breach of these terms.
• Influencer’s Own Accounts: Post the content on your social media/blog accounts that were agreed upon. Ensure your accounts remain in good standing (not banned or suspended) during the campaign. If any of your relevant accounts get compromised or restricted, notify Lovexa immediately.
• Performance and Metrics Sharing: Where applicable, you will provide Lovexa with performance data on the content, such as reach, impressions, engagement (likes, comments, shares), swipe-up clicks, or link click-throughs. This can be done by sharing insights screenshots or adding Lovexa as a collaborator in platforms that allow it. If unique tracking links or discount codes were provided to you, you should use them as instructed so that Lovexa can accurately track traffic or sales attributed to your content.
• Professionalism: Treat Lovexa and its brand with respect in all communications. While honest feedback is welcome internally, any issues or concerns you have with the product or campaign should be discussed privately with Lovexa rather than publicly. We expect that you will not disparage Lovexa during or after the collaboration. Our relationship is built on mutual respect.

Content Guidelines and Compliance
We place a strong emphasis on ethical and legal compliance in influencer marketing. You agree that all content you create as part of the Lovexa campaign will adhere to the following:

• Honesty and Authenticity: Your opinions and statements about Lovexa products should reflect your true experience and beliefs. Do not lie or exaggerate benefits in a way that could mislead consumers. If you have not personally used a feature or verified a claim, do not state it as a fact from you (Lovexa will provide you with key product information; stick to those for factual claims). If something in the brief doesn’t match your experience or raises concern, talk to us — we do not want you to feel you’re misleading your audience.
• Disclosure of Partnership: This is non-negotiable from a legal standpoint. You must clearly and conspicuously disclose that the content is an advertisement or that you have a material connection with Lovexa. Use appropriate hashtags or labels like #Ad, #Sponsored or platform-specific disclosure tools (e.g., Instagram’s “Paid Partnership” label) as per the relevant laws. For example, as per the Advertising Standards Council of India (ASCI) guidelines, a disclosure (like “#ad”) should be upfront in the caption (within first two lines) for a social media post. Similarly, FTC in the U.S. requires that the disclosure is hard to miss and in the same language as the endorsement. We expect you to follow these and any other local requirement that applies to your content and audience. Lovexa may specifically instruct on which tag to use (e.g., #Lovexa_Partner) in addition, but an explicit “ad” or similar word is mandatory.
• No False Claims: Do not make any claims about Lovexa’s products/services that are not in the provided campaign brief or official product info. Particularly, avoid any statements about health benefits, performance guarantees, or comparisons to competitors unless those have been pre-approved by Lovexa and are legally compliant. For example, if promoting a Lovexa skincare product, don’t claim “cures acne in 24 hours” unless we have explicitly provided that claim with substantiation. Stick to describing your personal experience or generic approved benefits.
• Appropriate Content: The content should align with Lovexa’s brand image and values. Avoid profanity, nudity, sexually explicit material, hate speech, extreme political or religious advocacy, or any content that could be deemed offensive or polarizing to a general audience. Also, no unlawful content or dangerous behavior (e.g., don’t do a dangerous stunt with our product unless that’s somehow part of the brief and done with safety and legality in mind). If Lovexa’s target audience includes families and young people, keep the content PG-rated unless instructed otherwise.
• Compliance with Platform Policies: Ensure your content complies with the terms of service and community guidelines of whichever platform you post on. Each platform (Instagram, YouTube, TikTok, etc.) has rules on sponsored content, use of music, content restrictions, etc. It’s your responsibility to know and follow them so that our content isn’t taken down or flagged. For instance, if using background music in a video, use royalty-free tracks or platform-provided music to avoid copyright strikes, unless Lovexa provides specific music with rights.
• Hashtags and Mentions: Use the campaign-specific hashtags, mentions, or links provided. However, aside from required tags and the disclosure, avoid excessive tagging of unrelated or irrelevant hashtags just to gain visibility, as this can be seen as spammy or misleading. Only tag other brands if agreed (e.g., if it’s a cross-promotion). If posting on Instagram or similar, tag the official Lovexa account in the photo/video as relevant.

Intellectual Property and Content Rights
This section addresses who owns the content you create and how it can be used by both parties:

• Influencer Content Ownership: Generally, the content you create (your photos, videos, copy) remains your intellectual property but with a broad license to Lovexa. Specifically, you grant Lovexa a perpetual, worldwide, royalty-free license to use, repost, share, adapt, or repurpose the content you created for the campaign across our marketing channels. This could include reposting your Instagram picture on our official Instagram, featuring your YouTube video on our website, using snippets in our email marketing, or even including it in a compilation video or advertisement. We will try to give credit where feasible (like tagging you), but in certain uses (like a collage or a TV ad) that might not be practical; you agree that’s fine.
• Exclusivity of Content Use: You are free to also share the content on your platforms (of course, that’s what we want you to do as part of the campaign) and keep it in your portfolio. However, you should not resell or license the exact sponsored content to another party (especially a competitor of Lovexa) without our consent. If a media outlet or a third party approaches you to feature the content or campaign, loop us in if it’s about Lovexa. We generally welcome extra publicity but want to ensure consistency and that it’s properly handled.
• Lovexa Intellectual Property: Any materials we provide you (like our logos, product images, jingles, slogans, etc.) remain Lovexa’s IP. You are authorized to use them solely for the purposes of creating content for the Lovexa campaign. Don’t use our brand assets outside the scope of this collaboration (e.g., don’t start selling merchandise with our logo because you have it). After the campaign, remove any non-public assets or confidential materials we shared from your files.
• Use of Lovexa Content by Influencer: Sometimes we might give you content to post (like official video clips or photos). You can post those only in the context of the agreed campaign and you don’t have ownership of those. Also, if we provide a specific script or key messaging, that is our content – you’re the presenter. You shouldn’t reuse that script to promote another brand or purpose.
• Moral Rights: You assert that the content you create is your original work (excluding our assets given or any third-party material we agreed you can include) and doesn’t infringe on any third party’s rights (like don’t include someone else’s artwork, or recognizable people who haven’t consented, etc., in your content). To the extent permissible by law, you waive any “moral rights” (like the right to object to modifications) in the content as against Lovexa using it. Basically, if we cut or edit your video for a shorter ad, you won’t claim that that editing harms your reputation or is an unauthorized modification. Of course, we’ll try to respect the integrity of your work.

Compensation and Payment Terms
The compensation for influencer campaigns can vary (monetary payment, free products, commissions, etc.). The specifics will be in our campaign offer or contract, but general terms:

• Monetary Payment: If we agreed to a fee, we will pay you the agreed amount. The schedule of payment (e.g., 50% upfront and 50% after completion, or 100% after campaign ends, etc.) will be communicated. Typically, full payment is made after you’ve delivered all required content, unless otherwise negotiated. We might require an invoice from you or a signed contract for our records. Payment will usually be via bank transfer or other method to the details you provide. You are responsible for any bank charges or transaction fees on your side.
• Product or Service Compensation: Often, influencers get free products (PR packages) or get to use our service for free for a period as part of the compensation. We will clarify if the product is yours to keep (generally yes, for most consumer goods) or if it’s on loan for content creation (unlikely, except maybe very high-value items or prototypes). In any case, the value of the product may be considered part of compensation and might need disclosure in some jurisdictions (just like money). If any issue with the product (damaged in shipping etc.), inform us quick so we can replace it.
• Affiliate Commission: In some partnerships, aside from or instead of a flat fee, you might earn a commission on sales generated via your links/codes. If so, we will provide the details: percentage or fixed amount per sale, how tracking is done, and when/how payouts occur. We will be transparent with the reporting. Typically, commissions are paid after verifying sales (like after return periods to ensure no fraudulent orders). We will give you access to see performance if possible. Ensure you follow any additional guidelines for affiliate disclosures (which is similar to #ad disclosures).
• Expenses: Generally, you are responsible for your own costs of creating content (equipment, internet, etc.). If a campaign involves specific travel or special expenses to be reimbursed, that must be pre-approved in writing by Lovexa. For example, if we invite you to an event in another city, we might cover flight and hotel – but we’ll arrange that or specify reimbursement limits. Don’t assume any expense is covered unless stated. Keep receipts if we said we’ll reimburse something.
• Taxes: The influencer is responsible for paying all applicable taxes on the compensation received. If you’re in a country where we as the payer need to deduct withholding tax or any statutory deductions, we’ll let you know and provide necessary documentation. From your side, you might need to share tax info (like PAN in India, W9 form in US if applicable) for us to process payment. We encourage you to consult a tax professional if needed, as income from brand collaborations might be taxable income. We cannot give you tax advice.

Exclusivity and Non-Compete (During Campaign)
To protect the interests of the campaign:

• Category Exclusivity: While working with Lovexa, especially in a paid partnership, you might be asked to refrain from promoting directly competing brands/products for a certain period. For example, if Lovexa is a fashion app, we might say during the campaign (and perhaps a short window before/after) you should not do sponsored posts for another fashion e-commerce competitor. The exact terms (which competitors, and what time frame) should be spelled out in the campaign brief or contract. This is to ensure our message isn’t diluted and that you aren’t sending mixed signals to the audience simultaneously.
• Disclosure of Conflicts: If you have ongoing partnerships or recent partnerships with any brand that might be considered a competitor to Lovexa or in the same space, you need to disclose that to us before signing on. This helps both of us assess any conflict of interest. We might still work together but with clear boundaries; or in some cases, it might not be workable to have overlapping deals. Transparency is key.
• Non-Disparagement of Competitors: We don’t expect or encourage you to bad-mouth other brands, whether or not we consider them competitors. Focus on Lovexa’s positives rather than attacking others. (And in any case, making unverified negative claims about another brand can be legally risky for you and us).
• Exclusivity Payment (if any): If we require a long exclusivity (e.g., don’t work with X competitor for 3 months after our campaign), sometimes an extra fee or a retainer might be involved, as we understand it limits your opportunities. This will be negotiated. If no extra is provided, exclusivity requirements will likely be modest (like just during the campaign period or very short after).

Term and Termination

• Campaign Term: These Terms apply from the moment you agree to collaborate until the completion of your obligations (and on some clauses, beyond completion, as noted). A campaign might have a defined end date or be ongoing (like an ambassadorship). If ongoing, either party can seek to review or renew terms periodically (like every 6 months).
• Termination by Lovexa: Lovexa may terminate the relationship early if you materially breach these terms or the campaign contract. For example, grounds for termination include: failing to post content despite reminders, posting without required disclosure (and not fixing it), posting offensive or inappropriate material that harms Lovexa’s image, or any conduct (public scandal, fraudulent followers, etc.) that we believe makes the association detrimental. In such cases, we’d likely give a warning and chance to rectify if feasible, but reserve the right to end the partnership immediately for serious issues. If terminated for cause, depending on the situation, we may not owe further payment (if you haven’t delivered content), or may request partial refund of any advance if no value was delivered. We would discuss fair compensation for any completed portion, but our priority will be protecting the brand.
• Termination by Influencer: You may also terminate if Lovexa breaches its obligations (e.g., non-payment without valid reason beyond agreed timelines, or if we ask you to do something illegal or drastically different from initial agreement). Additionally, if an unforeseen personal circumstance arises (illness, family emergency) that prevents you from fulfilling the campaign, inform us – we might agree to a mutual termination or adjust timeline without penalty. If you terminate early without cause, we’d expect refund of any pre-paid amounts for undelivered work, and you’d cease using any not-yet-posted Lovexa content.
• Morals Clause: If Lovexa faces a major public controversy or legal issue that you feel harms your reputation by association, please bring it up. We aim to do ethical business, but in the unlikely event Lovexa gets embroiled in something that offends your values or could damage your brand, we can discuss suspending or ending the campaign amicably. Similarly, if you as an influencer get into a controversy (e.g., something that goes viral negatively), Lovexa might pause promotion with you for PR reasons until clarity, or terminate if it fundamentally clashes with our values (e.g., if you were found engaging in hate speech or fraud). This is an unfortunate scenario, but we note it for completeness.
• Effect of Termination: Upon termination, you should promptly remove any not-yet-approved content or drafts we shared. We might ask you to take down posts that are already live in some cases (like if the partnership ended badly and content is no longer desired online). If it’s termination without wrongdoing, usually content that’s already posted can stay (since it was legitimate at the time) but we might mutually agree on what to do. You will cease presenting yourself as associated with Lovexa (no further postings or implying the partnership). We will similarly stop using your name/likeness in new marketing (though content already printed or published might take time to phase out). Some clauses like confidentiality, IP rights (for content already created), and liability/indemnity survive the termination.

Disclosure of Material Connection
(This overlaps with earlier compliance, but to emphasize separately as some contracts do):
Both parties acknowledge that disclosing the material connection between us (brand-influencer relationship) is legally required in many jurisdictions. Influencer will make clear disclosures (#ad, etc., as discussed) on all posts. Lovexa has the right to request modification of a disclosure if it’s not compliant or clear enough. The goal is transparency to viewers that this is a sponsored collaboration. We prefer over-disclosure than under. Even in formats like live videos or Stories, make periodic verbal or written mention that it’s in partnership with Lovexa.

Confidentiality
During our collaboration, we might share non-public information with you – such as upcoming product details, marketing plans, pricing, or behind-the-scenes operations. You agree to keep confidential any such sensitive information.

• For example, if we send you a new product prototype or give you early access to an app feature before launch, you likely will be under a non-disclosure until an agreed go-live date. Do not leak or hint about it beforehand unless it’s part of the campaign to tease it (and we’d instruct that).
• Even campaign details like payment rates or strategy should generally be kept between us. (Standard good practice is not to discuss your compensation publicly – that’s personal anyway).
• This confidentiality obligation remains even after the campaign for a reasonable period (often until the info becomes public by other means). If unsure, ask us what is confidential.
• Of course, you can share necessary info with your core team (if you have an agent or assistant helping you), but ensure they are also bound to keep it confidential.
• We might have you sign a separate NDA if particularly sensitive info is involved.

Independent Contractor Relationship
Your engagement as an Influencer is as an independent contractor. You are not an employee of Lovexa. These Terms do not create any partnership, franchise, joint venture, agency, or employment relationship. You are responsible for your own business operations (like any tax filings, insurance, equipment).

• You cannot bind Lovexa to any agreement; e.g., you can’t represent yourself as an agent to negotiate on our behalf.
• You are free to conduct other business and collaborations (subject to any agreed exclusivity windows per campaign), and you handle your own schedule except for the deliverables we agree on.
• Since you’re not an employee, you aren’t entitled to any employee benefits, insurance, etc., from Lovexa.

Liability and Indemnification

• Limitation of Liability: Lovexa’s liability to you in connection with this influencer partnership (whether arising from contract, tort, or otherwise) is limited to the amount of fees we agreed to pay you for the campaign. We will not be liable for indirect or consequential damages, loss of opportunity, etc., arising from the partnership. Similarly, your liability to Lovexa is generally limited to the fees we paid or would have paid, unless damages are caused by wilful misconduct or violation of law on your part.
• Indemnification by Influencer: You agree to indemnify and hold Lovexa (and its directors, employees) harmless from any claims, losses, or damages arising out of your breach of these Terms or negligence/misconduct. For example, if you make an unauthorized claim in your content that leads to a legal complaint or regulatory fine against Lovexa, you should indemnify us. Or if you use copyrighted material in your video without permission and the copyright owner sues, you’ll handle or cover that. We’ll, of course, work together in such a case, but this clause provides legal protection.
• Indemnification by Lovexa: Conversely, Lovexa will indemnify you against third-party claims arising from the content direction we provided or product issues, as long as you adhered to our guidelines. For instance, if we gave you a script that had an untrue claim and someone sues for false advertising, Lovexa should step in to handle that (you were acting per our instructions). Or if a product you promoted injures someone and they sue you as the promoter, if you described it as we asked and couldn’t have known the risk, we would step up. Influencers should not bear the brunt for issues solely within Lovexa’s control (product safety, etc.). However, this doesn’t cover your own negligence (say you used it incorrectly in a demo causing harm).
• Both sides agree to notify each other promptly of any such claims and cooperate in the defense.

Governing Law and Dispute Resolution
We hope to never have serious disputes, but standard terms:

• Governing Law: Specify which jurisdiction’s laws govern this agreement. Since Lovexa is presumably an Indian company (just a guess from context), possibly Indian law. But if influencer is international, sometimes choice of law can vary by negotiation. Let’s assume for consistency that Indian law (or the law of Lovexa’s main office location) governs.
• Dispute Resolution: We can include that any disputes should first be attempted to be resolved amicably through discussion/mediation. If not, perhaps arbitration or courts depending on preference. Often, contracts include an arbitration clause for quicker resolution. E.g., “Any dispute arising shall be referred to binding arbitration in [City], under [Arbitration rules], language English, with one arbitrator.” Or we can stick to courts: “Courts of [City] shall have exclusive jurisdiction.” This detail should match Lovexa’s standard for contracts.
• Given one party might be individual influencer from anywhere, but typically the brand sets the venue. If the influencer is high-profile, they might negotiate joint agreeable venue.
• We won’t delve too deep; just mention disputes will be resolved in accordance with governing law at appropriate forum.

Miscellaneous

• Entire Agreement: These Terms plus any campaign brief/contract constitute the entire agreement between us regarding influencer services, superseding any prior discussions.
• Amendments: Any changes or waivers must be in writing (email may suffice, or a contract addendum) and agreed by both.
• Non-Assignability: You shouldn’t assign or transfer your obligations to someone else without Lovexa’s consent (we chose you for your persona; you can’t just send a friend to do it). Lovexa can assign the agreement to a successor entity or affiliate if needed (like if there’s a corporate restructure).
• Force Majeure: If unforeseen events (natural disasters, pandemics, platform outages) prevent either from fulfilling obligations, they won’t be held in breach for delays caused by such events, provided they communicate and try to mitigate.
• Severability: If any part of these terms is found illegal or unenforceable, the rest remains effective, and we’d modify the problematic part to the extent allowed.
• Notices: Official notices can be sent to designated emails or addresses of each party.

By engaging in the Lovexa influencer campaign, both parties acknowledge and agree to the above terms in good faith.