Brand Ambassador Agreement Template
This Brand Ambassador Agreement ("Agreement") is entered into and made effective as of [Effective Date] ("Effective Date") by and between:
[Company Name], a [State/Country of Incorporation] corporation, having its principal place of business at [Company Address] ("Company"), and
[Brand Ambassador Full Name], residing at [Ambassador Address] ("Brand Ambassador").
WHEREAS, Company is engaged in the business of [briefly describe Company's business, e.g., manufacturing and selling consumer products in the [industry] industry];
WHEREAS, Company desires to engage Brand Ambassador to perform promotional and marketing services in connection with Company's products and/or services as further described herein; and
WHEREAS, Brand Ambassador has the requisite skill, experience, and influence to effectively promote Company's brand and is willing to provide such services on the terms and conditions set forth in this Agreement;
NOW, THEREFORE, in consideration of the premises and the mutual promises and covenants set forth herein, the parties agree as follows:
Engagement of Brand Ambassador
Company hereby engages Brand Ambassador, and Brand Ambassador hereby accepts such engagement, for the purpose of promoting, endorsing, and generally elevating the public perception and awareness of Company's brand, products, and/or services in accordance with the terms and conditions set forth herein.
Brand Ambassador shall devote such time, attention, and effort as is reasonably necessary to fulfill the obligations under this Agreement, subject to the reasonable direction and oversight of Company.
Company shall provide Brand Ambassador with all relevant information, materials, and support necessary for the execution of Brand Ambassador's duties as outlined herein.
Both parties acknowledge and agree that this engagement is non-exclusive unless otherwise specified in Section [Non-Compete and Non-Solicitation], and that Company may engage other brand ambassadors or similar representatives at its sole discretion.
Brand Ambassador acknowledges that their role is to represent the brand in a professional and favorable manner at all times and to avoid any actions or omissions that may harm Company's reputation.
The engagement shall commence on the Effective Date and shall continue for the term specified in Section [Term and Termination], unless sooner terminated in accordance with the provisions thereof.
Brand Ambassador shall not assign, delegate, or otherwise transfer any of their rights or obligations under this Agreement without the prior written consent of Company.
Scope of Services and Deliverables
Brand Ambassador shall perform all services described in this Agreement, including but not limited to: creation and posting of social media content, participation in promotional events and campaigns, endorsement of Company's products and/or services through approved channels, and any other deliverables mutually agreed upon by the parties (collectively, "Services").
Brand Ambassador shall prepare and submit to Company, for approval, a proposed schedule of promotional activities and deliverables, which shall include, but not be limited to: quantity and frequency of posts, event attendance, and other required actions.
Brand Ambassador shall ensure that all content and deliverables are of high quality, in accordance with industry standards, and consistent with the Company's brand guidelines and values as communicated to Brand Ambassador.
All promotional materials, posts, and public statements made by Brand Ambassador in connection with Company's brand shall be subject to Company's review and approval prior to publication or dissemination, unless otherwise agreed in writing by Company.
Brand Ambassador shall promptly notify Company of any issues, delays, or obstacles that may affect the timely completion or quality of the Services or deliverables, and shall cooperate fully in taking corrective action as reasonably required by Company.
Brand Ambassador shall maintain accurate records of all Services performed and provide Company with detailed reports as reasonably requested by Company, including metrics on reach, engagement, and effectiveness of promotional efforts.
Brand Ambassador shall comply with all reasonable requests of Company concerning the form, substance, and timing of Services and deliverables, and shall make all necessary revisions to ensure compliance with Company's requirements.
Term and Termination
The term of this Agreement shall commence on the Effective Date and shall continue for a period of [Initial Term, e.g., twelve (12) months], unless sooner terminated pursuant to the provisions herein.
Either party may terminate this Agreement for convenience upon providing [Notice Period, e.g., thirty (30) days] prior written notice to the other party.
Company may terminate this Agreement immediately upon written notice to Brand Ambassador in the event of any material breach of this Agreement by Brand Ambassador, or if Brand Ambassador engages in any conduct that, in Company's reasonable judgment, may be detrimental to Company’s reputation or business interests.
Brand Ambassador may terminate this Agreement immediately upon written notice to Company in the event of any material breach of this Agreement by Company that remains uncured for a period of [Cure Period, e.g., fifteen (15) days] following the receipt of written notice of such breach.
Upon expiration or termination of this Agreement for any reason, Brand Ambassador shall immediately cease all use of Company’s trademarks, brand materials, and confidential information, and shall promptly return to Company all materials, documents, and property belonging to Company in Brand Ambassador’s possession.
Termination of this Agreement shall not affect any rights or obligations of the parties that have accrued prior to such termination, nor any provisions which by their nature are intended to survive termination, including but not limited to provisions concerning confidentiality, intellectual property, indemnification, and limitation of liability.
In the event of early termination by Company without cause, Brand Ambassador shall be entitled to compensation only for Services rendered and deliverables accepted as of the effective date of termination, and shall not be entitled to any further compensation or damages.
Compensation and Payment Terms
In consideration of the Services performed by Brand Ambassador hereunder, Company shall pay Brand Ambassador the compensation as follows: [insert details regarding compensation structure, e.g., fixed fee, per post, commission, or any combination thereof, specifying currency and amount].
Payment shall be made within [Payment Period, e.g., thirty (30) days] following Company’s receipt of an undisputed invoice from Brand Ambassador, which invoice shall detail the Services performed and deliverables submitted in accordance with this Agreement.
Brand Ambassador shall bear sole responsibility for any taxes, withholdings, or other statutory obligations arising from the compensation paid under this Agreement, and Company shall have no liability in respect thereof except where required by applicable law.
If Brand Ambassador incurs pre-approved, reasonable, and necessary expenses in connection with the performance of the Services, Company shall reimburse such expenses within [Reimbursement Period, e.g., thirty (30) days] of receipt of satisfactory supporting documentation, provided that such expenses have been expressly authorized in writing by Company in advance.
Brand Ambassador acknowledges and agrees that payment is contingent upon satisfactory performance and timely completion of the Services and deliverables as determined by Company in its sole discretion.
In the event of any good faith dispute with respect to an invoice, Company shall provide written notice of the nature of the dispute to Brand Ambassador within [Dispute Notice Period, e.g., ten (10) days] of receipt of the invoice, and the parties shall cooperate in good faith to resolve the dispute as promptly as possible.
All compensation and payments hereunder shall be made in [Currency, e.g., US Dollars] to the bank account or address specified in writing by Brand Ambassador.
Intellectual Property Rights
All right, title, and interest in and to any and all content, materials, works of authorship, inventions, developments, or other deliverables created, developed, or produced by Brand Ambassador (whether alone or jointly with others) in connection with the performance of the Services under this Agreement ("Work Product") shall be deemed a "work made for hire" for the exclusive benefit of Company.
To the extent that any such Work Product does not constitute a "work made for hire" under applicable law, Brand Ambassador hereby irrevocably assigns, transfers, and conveys to Company, without further consideration, all right, title, and interest in and to such Work Product, including all intellectual property rights therein.
Brand Ambassador shall promptly execute and deliver any documents and take such further actions as may be reasonably necessary or desirable to effectuate or perfect Company’s ownership of the Work Product and all intellectual property rights therein.
Notwithstanding the foregoing, Brand Ambassador shall retain all right, title, and interest in and to any pre-existing materials, know-how, ideas, or intellectual property owned or developed by Brand Ambassador independently of this Agreement, provided that such materials are not incorporated into or required for use in connection with the Work Product.
Company hereby grants to Brand Ambassador a limited, non-exclusive, non-transferable, revocable license to use Company’s trademarks, brand names, and materials solely as necessary for the performance of the Services and subject to Company’s prior written approval and brand guidelines.
Except as expressly provided herein, neither party shall use or exploit the other party’s intellectual property, trademarks, or brand materials for any purpose without the express prior written consent of the other party.
Upon expiration or termination of this Agreement, all licenses granted to Brand Ambassador under this Section shall immediately terminate, and Brand Ambassador shall cease all use of and return or destroy all Company intellectual property and materials in their possession or control.