Brand Ambassador Agreement

This Brand Ambassador Agreement (“Agreement”) is entered into by and between [Company] with an address as provided on the signature page (collectively "Company") and [Talent] with an address as provided on the signature page (“Talent”), and effective as of [date] (the "Effective Date").

1. Talent’s Obligations. During the Term (as defined below), Talent will provide the services set forth in the Statement of Work (“SOW”) attached hereto (the “Services”).

a. Fees: Company agrees to pay to Talent, the fee set forth in the applicable SOW (the “Fee”) for the Services, on the payment schedule provided in the SOW. The Fee will also cover Talent’s license of the Materials to Company. If the Agreement is terminated by Company for any reason other than breach by Talent of this Agreement, Talent is entitled to the entire Fee.

b. Expenses: The Company agrees to reimburse the expenses provided on the SOW and any other reasonable expenses, as approved in writing by the Company.

c. Payment: Talent will invoice the Company in order to receive payment for the Fee and Expenses due hereunder. All payments will be made via ACH or wire transfer within fifteen (15) days of invoice date.

3. Usage. All photography, content, video, deliverables, work product, and other materials created, developed or conceived pursuant to or relating to the Services, and any ideas, concepts, processes, discoveries, developments, formulae, information, materials, improvements, designs, artwork, content, other copyrightable works, and any other work product created, conceived or developed by Talent in connection with the Services (whether alone or jointly with others) for Company are collectively referred to herein as the “Materials” and all rights and interests are hereby owned and retained by Talent, including all Intellectual Property Rights therein. “Intellectual Property Rights” means copyrights, patents, trademarks, trade secrets, droit moral, and other intellectual property rights in the Materials.