Influencer and Affiliate TERMS AND CONDITIONS

These Terms & Conditions (T&Cs) govern Influencer’s services, including creating and delivering social media content for the purpose of advertising, marketing, and promoting products and/or services from HERO®

HERO® reserves the right to update and amend these T&Cs from time to time.

Influencer Obligations

Influencer created content pertaining to HERO®’s brand, products, or services (Content) must:

  • Abide by the terms outlined in their Influencer Agreement,
  • Respect HERO®’s image, reputation, brand, and follow any specific guidelines provided by HERO® when creating or sharing Content,
  • Respect all third-party rights, applicable laws, and regulations,
  • Mark Content as a Paid Sponsorship if the option is available, or if unavailable, denote “sponsored by HERO®” within the Content, and tag or mention the platform’s official HERO® account.
  • Acknowledge HERO®’s right to review, request changes or removal, and monitor Content during the term of the agreement,
  • Share metrics with HERO® upon request, including but not limited to: impressions, reach, likes, comments, views, replies, etc.

Content must not: 

  • Include alcohol, drugs, cigarettes, or banned or illegal products,
  • Include misconduct, abusive language, or any content that may be considered objectionable, indecent, or unlawful,
  • Infringe any Intellectual Property Rights or rights owned by HERO® or third parties,
  • Feature a Competitor during the term of the agreement. 

Usage and Removal Rights

Author Rights

The Influencer hereby grants HERO® exclusive worldwide rights to represent, reproduce, post, and repost Content on HERO®’s social media, website, and other media during the term of agreement. HERO® retains the right to continue using this Content after the term of agreement, unless otherwise requested by the Influencer.

HERO® has no obligation to use Influencer Content in any capacity.

Removal Rights

The Influencer retains the right to request the removal of any Content after the term of agreement. Such a request must be submitted in writing to info@hero.us.com and specify each Content item to be removed.

Personality Rights

HERO® has the right to use the Influencer’s name, photography, likeness, and biography relating to the above, as well as in public relations and press/media usage for the purposes of promoting the relationship. 

Commissions

HERO® will pay the Influencer, or the Agency acting on behalf of the Influencer, the agreed upon amount denoted in the Influencer Agreement. If payment is made to an Agency, the Agency will be solely responsible for making any payments due to the Influencer.

Confidentiality 

Any confidential information provided by HERO® to the Influencer shall be treated as secret and kept strictly confidential during the term of agreement and for five (5) years after its termination, except as required by law or court order.

Disclosure of any confidential Information shall be considered a breach of the Influencer Agreement.

Intellectual Property Rights

The Influencer acknowledges: 

  • They have not been granted any rights or licenses to HERO® Logos, Intellectual Property Rights, or other assets, except to the extent necessary to create Content,
  • They do not have exclusivity and HERO® reserves the right to engage other influencers and promoters.

Personal Data

HERO® is committed to implementing and maintaining appropriate technical and organizational measures regarding the processing and security of personal data. The Influencer acknowledges HERO® may, for the purpose of exercising its rights under the Influencer Agreement, process the Influencer’s personal data including: 

  • Identity-related data: name, first name, email address, postal address, date of birth, and image,
  • Economic and financial data: billing, tax, and payment data
  • Professional data: usernames on social media, influencer category, social networks used, number of followers, editorial line, partnerships with third parties, interests, publications etc. 

Unless otherwise stated, all requested information is mandatory. The Influencer’s opposition to the processing of this data may result in the suspension or termination of the Influencer Agreement.

Categories of Recipients

The Influencer’s Personal Data shall only be shared with individuals or teams responsible for managing the contractual relationship such as: 

  • Leadership
  • Sales and Marketing
  • Legal
  • Finance
  • Data protection

Personal Data may also be shared with service providers associated with HERO® such as:

  • Sub-processors
  • IT service providers
  • External legal advisors
  • Banking providers and any debt collection services
  • Authorized third parties (tax authorities, auditors, etc.)

Termination of Agreement

Termination for Cause 

Either Party may terminate the Influencer Agreement for material breach by the other Party if the other Party fails to cure such breach within forty-eight (48) hours after written notice specifying details of the breach. 

Termination for Convenience

Either Party has the right to terminate the Influencer Agreement, at any time, upon providing fifteen (15) days prior written notice to the other Party, without any compensation being due.

Immediate Termination 

If the Influencer becomes the subject of adverse press coverage or public criticism, commits an act or offense involving immoral or unethical conduct that would bring the Influencer or HERO® into public disrepute, scandal or ridicule, or which in HERO®’s opinion injures HERO® or its products or services, then HERO® shall have the right to terminate this Influencer Agreement with immediate effect, by written notice without compensation for the Influencer. 

Upon Termination

On the termination or expiry of the Influencer Agreement for any reason, the Influencer shall cease to make use of logos, trademarks, personas, products, services, hashtags or any other media or Intellectual Property which refers to HERO®. 

Responsibility, Warranties, and Liability

Each Party represents, warrants and undertakes that it has all the necessary authorizations to perform its obligations under the contract and has the necessary insurance coverage relating to its business activity. Any Agency acting on behalf of the Influencer hereby warrants it is duly authorized by the Influencer to negotiate and sign the Influencer Agreement.

The Influencer represents, warrants and undertakes that she/he is not subject to any prior or existing contractual or other obligation that prevents, restricts, limits or in any way affects her/his capacity to: (i) enter into the Influencer Agreement; (ii) provide Content; or (iii) grant any rights (including, without limitation, the right and authority to license the Intellectual Property Rights in and the use of Content for HERO® on the terms of the Influencer Agreement) or perform any obligations under the Influencer Agreement. 

The Influencer is solely responsible for the content of Content and any other user generated content. The Influencer shall hold harmless and indemnify HERO® for any damage, losses or expenses resulting from any actions, claims, complaints or proceedings that may be brought by any third party against HERO® in connection with any breach by the Influencer of her/his obligations under the Influencer Agreement.  

Nothing in the Influencer Agreement shall limit or exclude either Party’s liability arising from death or injury to persons caused by negligence, fraud, or any other liability that cannot be limited or excluded by law. 

HERO® shall not be liable to the Influencer for any of the following types of loss or damage even if, in each case, HERO® has been advised of the possibility of such loss or damage: (i) special, indirect or consequential loss; (ii) loss of profits; (iii) loss of revenue; (iv) loss of business; (v) loss of goodwill; and/or (vi) loss or damage arising from loss, damage or corruption of any data. 

The aggregate liability of HERO® to the Influencer under or in connection with the Influencer Agreement, whether arising from contract, negligence or otherwise, shall be limited to the Commissions actually paid by HERO® to the Influencer at the date the liability arose.

The Influencer undertakes to comply with and keep up to date with her/his legal, administrative and tax obligations in all respects, so that HERO® is under no circumstances exposed to any liability, inconvenience or obstacle arising from a failure by the Influencer to fulfill his/her aforementioned obligations. 

Notices 

Any formal notice by either Party shall be sent by registered letter with the acknowledgment of receipt at its registered address, provided in the Influencer Agreement.

General

Effective Date

Unless otherwise stated, the Influencer Agreement will come into force on the date the last Party signs.

Agreement and Precedence

The Influencer Agreement represents the entire agreement of the Parties, and supersedes any prior or current understandings, whether written or oral.

Amendment

Any amendment of the Influencer Agreement must be in writing and signed by both Parties. HERO® reserves the right to modify or replace these T&Cs at any time. Should the Influencer or its Agency disagree with an updated version of these T&Cs, they should immediately notify HERO®.

Waiver

Neither Party will be deemed to have waived any of its rights under the Influencer Agreement by lapse of time or by any statement or representation other than by a written waiver by a duly authorized representative. No waiver constitutes a waiver of any prior or subsequent breach.

Relationship of the Parties

Neither Party is authorized to make any representation, contract, or commitment on behalf of the other Party. The Influencer enters into the Influencer Agreement as an independent contractor, duly registered as such in her/his country of residency (if such registration is required by Applicable Laws). If requested by HERO®, the Influencer will provide HERO® with proof of registration issued by the competent authority of her/his country of residency.

Assignment

There are no third-party beneficiaries to the Influencer Agreement. The Influencer may not assign or otherwise transfer any of its rights or obligations under the Influencer Agreement, in whole or in part, without the prior written consent of HERO®. Any assignment in breach of this Section is null and void. Except to the extent identified in this Section, this Agreement will be binding upon and inure to the benefit of the respective successors and assigns of the Parties. 

Severability

If any provision of the Influencer Agreement is held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of the Influencer Agreement shall remain in effect.