Brand Ambassador Agreement Template

Brand Ambassador Agreement Template

This Brand Ambassador Agreement (the “Agreement”) is made and entered into as of [Effective Date] (the “Effective Date”) by and between:

Brand/Company: [Brand Name], [Entity Type], with an address at [Address] (“Brand”).
Ambassador: [Ambassador Name], [Entity Type], with an address at [Address] (“Ambassador”).

Brand and Ambassador may be referred to individually as a “Party” and together as the “Parties.”

1. Purpose

1.1 Ambassador Services. Ambassador will promote Brand and the following product(s)/service(s): [Products/Services] (the “Offering”).
1.2 Non-Exclusive Relationship. Unless stated otherwise, Ambassador may promote other brands, subject to any exclusivity terms in this Agreement.

2. Term

2.1 Term. This Agreement begins on the Effective Date and continues until [End Date] (the “Term”), unless terminated earlier.
2.2 Renewal (Optional). The Term will: ☐ Auto-renew for [__] month(s) ☐ Renew only by written agreement.

3. Ambassador Duties and Deliverables

3.1 Scope of Services. Ambassador will provide the following services (attach details as Exhibit A if needed):

• [Deliverable 1: e.g., “(4) Instagram posts per month”]

• [Deliverable 2: e.g., “(8) Stories per month with link”]

• [Deliverable 3: e.g., “(1) live event appearance per quarter”]
  3.2 Posting Schedule. Deliverables will be completed according to: [Schedule/Deadlines].
  3.3 Quality and Tone. Content must be consistent with Brand guidelines and must not contain misleading or unapproved claims.
  3.4 Referral Links/Codes. Brand will provide: ☐ Referral link ☐ Discount code ☐ Tracking code ☐ Other: [Details]. Ambassador will use them as directed.

4. Brand Guidelines and Approvals

4.1 Brand Guidelines. Brand will provide brand guidelines and approved assets. Ambassador must follow them.
4.2 Approvals. Brand must approve in writing (email is acceptable) the following before publication:
☐ Posts mentioning pricing or guarantees
☐ Paid ads or boosted posts
☐ Press, interviews, or public statements about Brand
☐ Other: [Approval items]
4.3 Approval Timeline. Brand will respond within [] business days. If no response: ☐ Approved ☐ Not approved (default).
4.4 Corrections and Removal. If Brand reasonably believes content is inaccurate, non-compliant, or harmful, Brand may request edits or removal, and Ambassador will comply within [] hours/days.

5. Disclosures and Compliance

5.1 Advertising Disclosures. Ambassador will clearly disclose the relationship with Brand as required by law and platform rules, using: ☐ “#ad” ☐ “#sponsored” ☐ Other: [Disclosure language].
5.2 Compliance. Ambassador will comply with applicable laws and platform policies related to endorsements, testimonials, and advertising.
5.3 No Misleading Claims. Ambassador will not make false, misleading, or unsubstantiated claims about Brand or the Offering.

6. Compensation and Expenses

6.1 Compensation. Brand will compensate Ambassador as follows:
☐ Flat fee of $[] per [month/campaign]
☐ $[] per deliverable
☐ Commission: []% of attributable sales
☐ Free products/services valued at $[] (details: [Products])
☐ Performance bonus: [Trigger/Amount]
☐ Other: [Terms]
6.2 Payment Timing. Payment will be made: ☐ Upfront ☐ Monthly ☐ Upon completion ☐ Net [15/30] days after invoice.
6.3 Expenses. Expenses are:
☐ Included in compensation
☐ Reimbursable with prior written approval (cap: $[__])
☐ Not reimbursable
6.4 Refunds/Chargebacks (If Commission-Based). If sales are refunded/charged back, commissions are: ☐ Reversed ☐ Not reversed ☐ Adjusted as follows: [Rules].

7. Intellectual Property and Content Rights

7.1 Brand IP. Brand retains all rights to its trademarks, logos, and assets.
7.2 Ambassador Content Ownership. Ambassador owns original content created, unless otherwise agreed.
7.3 License to Use Content. Ambassador grants Brand a license to use approved content for:
☐ Organic social reposting
☐ Website marketing
☐ Email marketing
☐ Paid advertising (requires separate written consent)
for [__] months after posting, in [Territory].
7.4 Moral Rights/Attribution (Optional). Attribution requirements: [Handle/Name/None].

8. Conduct and Brand Safety

8.1 Professional Conduct. Ambassador will act professionally and avoid conduct that could reasonably harm Brand’s reputation.
8.2 Prohibited Behavior. Prohibited behavior includes: hate speech, harassment, illegal activity, fraud, and deceptive marketing.
8.3 Crisis/PR Coordination. If there is a public issue related to Brand, Ambassador will follow Brand’s reasonable instructions regarding messaging during the Term.

9. Confidentiality

9.1 Confidential Information. Non-public information about Brand, including marketing plans, pricing, and product roadmaps, is confidential.
9.2 Use and Disclosure. Ambassador may use Confidential Information only to perform services and will not disclose it except to those who need to know and are bound by confidentiality obligations.
9.3 Exclusions. Confidential Information does not include information that is public through no breach, independently developed, or received lawfully without restriction.

10. Exclusivity (Optional)

10.1 Exclusivity Terms. During the Term, Ambassador:
☐ May promote competing brands without restriction
☐ May not promote competitors in the following category: [Category]
☐ Must obtain Brand approval before promoting a competitor
10.2 Definition of Competitor. “Competitor” means: [Define clearly].
10.3 Post-Term Restriction (Optional). For [__] days after termination, Ambassador will not promote: [Define].

11. Termination

11.1 Termination for Convenience. Either Party may terminate with [] days’ written notice.
11.2 Termination for Cause. Either Party may terminate immediately if the other materially breaches and fails to cure within [] days after notice (or immediately for serious misconduct).
11.3 Effect of Termination. Upon termination:

• Ambassador will stop using Brand assets,

• unfinished deliverables are handled as follows: [Proration/kill fee/refund], and

• Brand may request removal of content if necessary for legal compliance or brand safety.

12. Limitation of Liability (Optional)

12.1 No Consequential Damages. To the extent permitted by law, neither Party is liable for indirect or consequential damages.
12.2 Liability Cap (Optional). Total liability is capped at: ☐ Amounts paid under this Agreement ☐ $[__] ☐ Other: [Cap].
12.3 Indemnification (Optional). Each Party will indemnify the other for third-party claims arising from its breach, negligence, or violation of law, to the extent permitted by law.

13. Notices

13.1 Notice Method. Notices must be sent by: ☐ Email ☐ Certified mail ☐ Courier ☐ Other: [Method].
13.2 Notice Contacts.

• Brand Email: [Email]

• Ambassador Email: [Email]

14. Governing Law and Dispute Resolution

14.1 Governing Law. This Agreement is governed by the laws of [State].
14.2 Dispute Resolution. Disputes will be resolved by:
☐ Informal negotiation
☐ Mediation
☐ Arbitration
☐ Court litigation in [County, State]
14.3 Attorneys’ Fees (Optional). Prevailing party attorneys’ fees: ☐ Yes ☐ No ☐ Limited to: [Details].

15. Miscellaneous

15.1 Entire Agreement. This Agreement is the entire agreement and supersedes prior discussions.
15.2 Amendments. Amendments must be in writing and signed by both Parties.
15.3 Assignment. Neither Party may assign without the other Party’s written consent, except to a successor in interest.
15.4 Severability. If any provision is unenforceable, the rest remains effective.
15.5 Counterparts; Electronic Signatures. This Agreement may be signed in counterparts and by electronic signature.

Signatures

By signing below, the Parties agree to be bound by this Brand Ambassador Agreement as of the Effective Date.

Brand/Company: [Brand Name]
Title/Role: [Title]
Date: [Date]
Signature: ___________________________

Ambassador: [Ambassador Name]
Title/Role: [Title]
Date: [Date]
Signature: ___________________________