(I) COLLABORATION AGREEMENT

Through the Platform, you will be able to view the profiles of both Brands & Influencers who have registered with the Platform and have made their profiles public. If a Brand selects you for a Collaboration through the Platform, you will enter into a Collaboration Agreement with that Brand on terms and conditions that have been agreed upon between you and the Brand (“Collaboration Agreement”). The Collaboration Agreement may contain (a) Collaboration type (b) payment amount (c) payment terms, and (d) any other terms and conditions as agreed upon.

You acknowledge that you are performing services directly for the Brands, and not Genious, and that Genious is not a party to and will be in no way responsible for the performance of either you or the Brands under any Collaboration Agreement, except for facilitating the transmission of payment from the Brands to you on their instructions in accordance with these Terms of Use. Genious does not make any representations or warranties of any kind in respect of the Brands or a Collaboration Agreement. You also agree to act in good faith when negotiating and performing your obligations under each Collaboration Agreement.

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

(II). A CONTENT CREATION

You agree to create the Content/Media for the applicable Brand consistent with Photo Requirements/Guidelines set forth by the Brand on or before the delivery date specified in the Campaign Information, as communicated by Genious.

(II). B CONTENT SUBMISSION

You agree to submit/upload those content onto the Platform so Brand can review those content.

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

The Brand will review the Content that you upload onto the Platform. Brand will then determine whether to accept the Content and the decision will be communicated to you by Genious. If the Brand elects not to accept the Content submitted, Genious will notify you of the rejection, their reasons and any requested revisions to be made. You agree to allow the Brand ONE (1) Round of feedback and edits with respect to the Content/Media that you’ve proposed and to carry out any such requested edits to align with the Photo Requirements/Guidelines.

If you do not want to provide the requested revisions, you will not receive the payment otherwise due to you among other remedies. You will also be required to ship the items back to the Brand and bear any costs associated with the shipping of the product back OR you can waive this requirement to ship back if you pay the full price of the product.

If the Brand elects to accept the content submitted, you agree to allow the Brand to auto publish the content directly to your social media accounts at the date and time they find suitable and without any prior notice.

(III) PAYMENT

Genious will release the payment owed to you for each of your Campaigns when you have completed the delivery consistent with the Campaign Terms. This would mean that you have completed the requirements set by the brand including posting the number of posts required and other applicable terms. Genious will make such payment via the agreed payment method.

If Genious or the Brand disputes any amounts owed to you pursuant to the Campaign, Genious may withhold payment of the disputed amount but will pay undisputed amounts then due and owing. This might occur when you’ve breached any of your representations, warranties or obligations regarding the Content Requirement or other parts of this Terms of Service. When this occurs, Genious will inform you of the breach of collaboration terms and, subject to the Brand’s approval, you might be given an opportunity to remediate such breach.

As you are not a contractor nor an employee of Genious, you are solely responsible for payment of all income-related taxes owed with respect to payment made to you.