(I) BRAND’S RESPONSIBILITIES

Genious will use reasonable and available commercial efforts, including Genious’s technology to : 1. identify relevant Influencers for you to review and select consistent with your Campaign Description 2. manage the Influencers selected by you in connection with Content generation process. 3. help to resolve any potential conflict or disagreement that occurs between You and Influencers

As you will have the right to select the Creators during the Influencer Selection process, Genious is not responsible for the Influencers nor the Content (including the Campaign Media) or the conduct of Influencers. In addition, you agree that neither Genious nor the Influencers shall be responsible for any late delivery of the Content that is caused in whole or in part by any delay or failure on the part of Brand to exercise the review and approval rights by the required dates set out in the Campaign Terms or to otherwise exercise the review and approval rights within a reasonable period of time in accordance with this Agreement.

Genious and Influencers also are not responsible for any damages/missing items resulted from the shipments of the products. We encouraged you to ship using tracking number and to get appropriate shipping insurance for products that are valuable.

Additional items requested (examples: more posts than agreed upon, additional content required for Brand’s marketing use) not covered in the Campaign Terms and Condition will be determined as “Out of Scope” and an addendum (“Addendum”) to the Campaign Terms, which will further specify what additional tasks are required and the effect on both the timing and pricing of the project. The Addendum must be agreed upon by both the Influencer and Brand before Influencer will have an obligation to perform the additional items and services.

(II) CONTENT CREATION, SUBMISSION, REVIEW, ACCEPTANCE AND REVISIONS

(II). A CONTENT CREATION

Influencer that have been confirmed and entered into a collaboration have agreed to create the Content/Media for the applicable Brand consistent with Photo Requirements/Guidelines set forth by you on or before the delivery date specified in the Campaign Information communicated by Genious.

(II). B CONTENT SUBMISSION

Influencers agree to submit/upload their proposed content onto the Platform so you can review those content.

(II). C CONTENT REVIEW, ACCEPTANCE, REVISIONS AND AUTO PUBLISHING

You will review the Content that the Influencers upload onto the Platform. You will then determine whether to accept the Content and the decision will be communicated to the Influencers through the Platform. If you elect not to accept the Content submitted, Genious will notify the Influencers of the rejection and any additional comments for revisions to be made. You agree to allow the Influencers ONE (1) Round of feedback and edits with respect to the Content/Media that you’ve requested to align with the Photo Requirements/Guidelines.

If you elect to accept the content submitted, you have the right to auto publish the content directly to the influencers social media accounts at the date and time you find suitable and without any prior notice.

(IV) FEES & PAYMENT

(i) SUBSCRIPTION FEES

You have agreed to be bound for the contract time period as agreed upon in the contract. (e.g. 6 months or 1 year). All subscriptions (if applicable) will automatically renew for additional periods equal to the expiring subscription term or one year, whichever is shorter, unless either party gives the other written notice of non-renewal at least thirty days before the end of the relevant subscription term. The pricing during any such renewal term will be the Genious Platform list price in effect as of the effective date of renewal unless the parties have agreed otherwise.

(iii) NON-PAYMENT

In addition to other rights to suspension in this Terms of Service, we may suspend your access (including access by all of your Authorized Users) to all or any part of the Platform upon fifteen (15) days’ notice to you of non-payment of any undisputed amount that is past due. If your access to the Platform is suspended for non-payment, we may charge a re-activation fee to reinstate your access.