Marketing Experience Labor Agreement

MARKETING EXPERIENCE LABOR AGREEMENT

Parties and Recitals

This Marketing Experience Labor Agreement ("Agreement") is entered into as of by and between:

Brand and Agency/Worker are each a "Party" and together the "Parties." Worker represents and warrants that Worker will perform the services described below as an independent contractor in accordance with the terms of this Agreement.

Campaign and Scope

Channels (check all that apply):
In-person experiential/events   Social media content   Product sampling/demos   Public relations/media   Other

Project Start Date:    Project End Date:

Deliverables and Schedule

Worker shall perform the labor and services set forth below. Each deliverable must be provided in accordance with the delivery format and deadline specified. Additional deliverables must be documented by written amendment signed by both Parties.

Format:    Quantity:    Due Date:

Format:    Quantity:    Due Date:

Compensation and Expenses

Brand agrees to pay Worker the following consideration for the Services. All amounts are in U.S. dollars unless otherwise stated.

Invoices must reference the Campaign Name and Deliverable items and shall be submitted to Brand contact. Late payments shall accrue interest at the lesser of 1.5% per month or the maximum legal rate.

Work Relationship, Taxes and Insurance

Worker is an independent contractor and not an employee of Brand. Worker is solely responsible for all taxes, withholdings and other statutory obligations arising from compensation paid hereunder. Worker shall maintain workers' compensation and general liability insurance coverage sufficient to cover the Services and shall furnish certificates upon request.

Individual   Corporation   LLC   Partnership

Intellectual Property and Usage Rights

All Content and Work Product produced by Worker under this Agreement shall be considered "Work Product." Unless otherwise agreed in writing, Worker hereby grants to Brand an exclusive, worldwide, sublicensable, royalty-free license to use, reproduce, modify, distribute, publicly display and otherwise exploit the Work Product for marketing and promotional purposes during the Term and for thereafter.

Worker warrants that the Work Product will be original and will not infringe the rights of third parties. Worker shall, at its expense, indemnify and hold Brand harmless from any third-party claim alleging infringement arising from Worker's materials or actions.

FTC Disclosure Compliance

In connection with any content or statements made by Worker about Brand or its products, Worker shall comply with all applicable advertising and endorsement laws and regulations, including clear and conspicuous disclosure of the material connection between Worker and Brand where required. Worker represents that any public endorsements will include an affirmative disclosure of the business relationship in a manner consistent with regulatory guidance.

Worker acknowledges and agrees to comply with disclosure requirements for endorsements and paid collaborations.

Exclusivity; Non-Solicitation

During the Term, Worker shall not render services to direct competitors of Brand in connection with similar experiential campaigns without Brand's prior written consent. For a period of months after termination, Worker shall not directly solicit Brand's active customers introduced during the Term.

Termination and Kill Fee

Either Party may terminate this Agreement for convenience upon days' prior written notice. If Brand terminates without cause less than days before a scheduled deliverable, Brand shall pay Worker a kill fee equal to and reimbursement for pre-approved, non-recoverable expenses.

Confidentiality and Data

Worker shall keep confidential and not disclose any proprietary or confidential information of Brand learned in connection with the Services. Worker shall comply with Brand's data protection requirements for any personal data processed in the performance of the Services.

Indemnification and Limitation of Liability

Each Party shall indemnify, defend and hold harmless the other Party from and against any third-party claims arising from its breach of this Agreement, negligence or willful misconduct. Except for indemnification obligations or willful misconduct, neither Party's aggregate liability shall exceed the total fees paid under this Agreement.

Notices

Governing Law and Miscellaneous

This Agreement shall be governed by and construed in accordance with the laws of the state of , excluding its conflict-of-law rules. This Agreement constitutes the entire agreement between the Parties and may be amended only by a written instrument signed by both Parties.

Signatures

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