Marketing Influencer Commission Document

MARKETING INFLUENCER COMMISSION DOCUMENT

This Marketing Influencer Commission Document ("Agreement") is made and entered into by and between:

Effective Date:

Campaign Overview

Target Audience:

Primary Channels (check all that apply):

Instagram    TikTok    YouTube    Facebook    Other

Deliverables and Schedule

Campaign Start Date:    End Date:

Compensation & Payment

Base Fee (if applicable): $ payable according to the schedule below.

Commission Type: Percentage of net sales Flat amount per sale

If percentage: % of qualifying sales. If flat fee: $

Commission applies to sales traced by:

Payment Schedule: Payments due within days after end of each reporting period. Minimum payout threshold: $

Commission Terms and Qualifications

Qualifying Sales Definition: Commission is payable only on purchases that (i) are processed and not subsequently refunded or charged back within the refund window stipulated by the Brand, and (ii) are tracked to the Influencer's unique tracking mechanism specified above.

Adjustments: Brand reserves the right to adjust paid commissions for returned, refunded, or fraudulent transactions. Any adjustment will be accompanied by a written report specifying the reason and amount.

Usage Rights and Intellectual Property

Influencer grants Brand a non-exclusive, worldwide, royalty-free license to use, reproduce, display, and distribute content created under this Agreement for the duration specified below and for legitimate promotional purposes related to the Campaign.

License Territory:

License Duration: From to . If perpetual use is granted, state "perpetual" in the end date field.

Copyright Ownership: Influencer retains copyright    Brand owns work for hire    Shared or other (specify in notes below)

FTC Disclosure and Compliance

Influencer shall clearly and conspicuously disclose any material connection to Brand in every relevant post, in compliance with applicable advertising and consumer protection laws. Influencer affirms compliance and agrees to include location-appropriate disclosure language and required hashtags or labels.

Influencer acknowledges the obligation to include clear, conspicuous disclosures on all promotional content and will follow Brand's disclosure instructions.

Exclusivity

Exclusivity Period: . Scope of exclusivity:

Exclusivity Fee (if applicable): $

Termination and Kill Fee

Either party may terminate this Agreement upon days' prior written notice. If Brand terminates without material breach by Influencer, Brand shall pay a kill fee of $ for confirmed work already completed and accepted.

Reporting, Tracking and Audit

Influencer agrees to provide Brand with campaign performance metrics and to cooperate on validation of tracked sales. Brand may request reasonable documentation to verify qualifying sales; material discrepancies may be subject to audit and adjustment.

Confidentiality

Each party agrees to maintain confidential the other's proprietary information disclosed in connection with this Agreement and not to disclose such information except as required by law or with prior written consent. Confidential information does not include information that is publicly available through no fault of the receiving party.

Representations, Warranties & Indemnities

Influencer represents and warrants that (i) all content will be original and will not infringe any third-party rights, (ii) Influencer has the right to grant the licenses set forth herein, and (iii) Influencer will comply with applicable laws, platform terms, and disclosure requirements. Influencer will indemnify and hold Brand harmless from third-party claims arising from Influencer's breach of these warranties.

Brand represents that it has the right to use any materials provided to the Influencer and will indemnify Influencer for third-party claims arising from Brand-provided intellectual property used as instructed by Brand.

Limitation of Liability

Except for indemnification obligations or willful misconduct, neither party will be liable for incidental, consequential, special, or punitive damages arising under this Agreement. The parties' aggregate liability for direct damages will not exceed the total amounts paid or payable to Influencer under this Agreement in the preceding six (6) months.

Governing Law and Dispute Resolution

This Agreement will be governed by the laws of the state of without regard to conflict of laws principles. The parties agree to submit to the exclusive venue of the state and federal courts located in that state for disputes that are not subject to mandatory arbitration.

Miscellaneous

Amendments must be in writing and signed by both parties. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions will remain in full force and effect.

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