UGC Marketing Contract

UGC MARKETING CONTRACT

Agency: STAY Q., STAY QREATIVE, OUR, US, WE, INFLUENCER.

CLIENT: YOU, YOUR, BRAND.

Collectively, all the listed people or businesses entering this agreement will be referred to as “the parties”, “we”, or “our”.

1. INTRODUCTION

Effective Date ⎯ This Agreement is made and entered into on the agreed-upon date submitted and begins once the Client has provided Stay Qreative with all necessary product samples, promotional materials, and any additional resources required to create the agreed-upon content strictly before or by a requested date. This Agreement constitutes the entire understanding between the Brand and Agency regarding this collaboration. It supersedes all prior discussions, agreements, and understandings related to the project.

Contract Period ⎯ The specific contract term will be outlined in the form field below.

2. SERVICES PROVIDED

The specific services in this Agreement are detailed in your proposal. This proposal represents the complete list of Stay Qreative's contractual obligations. to creating and sharing engaging social media content that authentically features the Brand’s products or services. This content will align with the Brand’s values and messaging guidelines to maintain consistency and authenticity.

3. CHANGES TO YOUR UGC PROJECT

Upgrades ⎯ You can upgrade your Add-Ons after consulting with Stay Qreative. Any additional services requested will be quoted and outlined in a revised contract and proposal before work commences.

Downgrades ⎯ are not permitted until the end of your current contract period. However, for special circumstances, you can email aimeejoe@stayq.au for consideration.

4. CLIENT RESPONSIBILITIES

Confidentiality ⎯ Information acquired from the client is subject to strict confidentiality. Stay Qreative will not disclose information to other parties except as required to provide the Services; as allowed for by law; or with your expressed written consent.

Information Accuracy ⎯ By signing this contract, you agree that Stay Qreative is entitled to rely on the accuracy and completeness of any information you provide under this agreement to provide my services. You are also responsible for promptly providing Stay Qreative with the necessary materials and information to ensure timely service delivery.

Advice Disclaimer ⎯ Any advice given by Stay Qreative is based solely on their knowledge of your specific circumstances. Stay Qreative accepts no liability or responsibility for any loss, damage, claim, or expense you may suffer due to inaccurate, incomplete, outdated, or untimely records, particulars, or information provided by you. By signing this agreement, you waive and release Stay Qreative from any such liability.

5. MARKETING SCOPE

Unwelcome situations on social media may potentially arise that could negatively impact your reputation. You acknowledge that Stay Qreative's services are delivered following your instructions and this contract. Should an issue arise that you disagree with, you must notify Stay Qreative in writing. If necessary, Stay Qreative will post a retraction and apology within 24 hours of receiving your written notification, across all affected platforms.

6. CLIENT CONTENT SUBMISSION

The Client agrees to provide Stay Qreative with all necessary product samples, promotional materials, and any additional resources required to create the agreed-upon content strictly before or by a requested date.

7. SCHEDULING AND CLIENT COORDINATION

Please note that Stay Qreative blocks out specific days/hours each month to work on your feed and other service inclusions. These dates are not flexible in most cases due to other clients and projects.

8. CONTENT CREATION & APPROVAL PROCESS

Content will be planned three weeks before rolling out for your approval. Both Stay Qreative and the client will have access to a shared Notion page, editable Canva templates, Google Drive, and a scheduling platform with an approval process (Stay Qreative opts for the Meta Business Suite or Vistasocial, however, if the client has an alternate scheduling platform, Stay Qreative will be more than happy to use it). Please note the following:

If using Vistasocial, your onboarding fee will be $3AUD per month
If you have a specific scheduling platform, the fees paid and quoted to you by Stay Qreative will not include this subscription.
For Instagram and Facebook scheduling, we can use the Meta Business Suite at no extra charge.

Client Approval and Revision Requests ⎯ You are required to sign off or request changes to the content plan a minimum of 48 hours before the scheduled posting date. Content cannot be carried over to the new monthly plan unless you request to use it at least 48 hours prior.

Consequences of Late Approval ⎯ Failure to provide approval on time will result in the feed plan being automatically approved and scheduled, followed by the subsequent invoice being sent to the client. Late payments may result in termination of the contract by Stay Qreative, with standard termination requirements still applying, and the assessment of late fees. If no approval or change request is received within the 48-hour timeframe:

Stay Qreative will send you a reminder request.
Stay Qreative will not be liable for the outcome.

9. OWNERSHIP OF DOCUMENTS, ARTISTIC RIGHTS & PORTFOLIO

Client Content Ownership ⎯ All documents provided by the client shall remain the property of the client. However, Stay Qreative has the right to make a reasonable number of copies of the original documents for record-keeping purposes.

Content Usage Rights ⎯ You retain the rights to all content creations produced while under this contract. However, you may not distribute the content for profit without Stay Qreative's written consent.

Portfolio Rights ⎯ Stay Qreative retains the right to use all created work for the following purposes:

Providing samples to prospective clients.
Displaying the project process.
Showcasing the final work on Stay Qreative's website, social media platforms, and promotional materials.
- None of your confidential information will be shared, and your security will not be compromised in any way.

10. PAYMENT TERMS

Stay Qreative offers three social media management packages you can choose from upon signing this agreement. Payments can be set up as automatic weekly, fortnightly, or monthly installments (annual payments will receive a 5% discount). Payments are due before the start of each service period (week/fortnight/month). The first month's payment of one of Stay Qreative's Standard Package and a VistaSocial Onboarding Fee may be required upfront.

Payment Methods ⎯ Payment will be made through PayID, PayPal, or bank transfer. Details will be included in your invoices.

Late Payments ⎯

Payments are due upon receipt of the invoice.
A 72-hour grace period is offered.
If payment is not received within 72 hours, services will be placed on hold until full payment is received.
Payments more than 7 days late may result in termination of services and late fees. Late fees are $100 for every 7 days payment is outstanding.
Recurring late payments may result in the termination of the contract and a fee of 50% of the remaining contract balance (outlined in Section 14).

Discounts ⎯

6 and 12-month contracts on all three Standard Packages are discounted compared to the 3-month contracts.
A 5% discount is applied to annual payments.
Referrals provided by you will earn you a 20% discount on your next month's service. Your referee must mention your name during their discovery call to qualify.

Management Add-Ons ⎯ Stay Qreative reserves the right to bill additionally for any application development, additional posting, or work outside of included services upon mutual agreement. All additional invoices are due within 3 days of issuance.

Refunds, Transfers, and Holds ⎯ Due to the customised nature of the service, automatic posting features, and upfront market research involved, refunds, design transfers, or holds on project deliverables are not available once the contract commences. Clients will be charged the normal rate per month for any hold on posting or delaying the start of service beyond the agreed-upon date.

11. TERMINATION

This section outlines the procedures for terminating this Agreement by either party.

Client-Initiated Termination:

During Contract Period

To terminate the Agreement during the agreed-upon contract period, the Client must follow these steps:

Provide a minimum of four weeks written notice via email to aimeejoe@stayq.au.
Complete payment for the full pre-planned feed including the month of termination and any additional pre-planned and approved weeks.
Pay 50% of the remaining contract fee for any unplanned months remaining in the contract.

At Contract End

If termination occurs at the end of a defined 3, 6, or 12-month contract period, no termination payout fee is required.

Stay Qreative Initiated Termination:

Client Obligations ⎯ In the event of termination by Stay Qreative, all pre-planned and approved posts for the Client's account will continue to be posted until the end of the pre-planned month.

Notice to Client ⎯ Stay Qreative will provide a minimum of four weeks written notice to the Client in the event of termination.

Reasons for Termination

Either party may terminate this Agreement at any time for the following reasons:
- Mutual Termination: Either party may terminate the Agreement with 4 weeks' written notice to ensure the completion of ongoing projects.
- Material Breach: Either party may terminate the Agreement immediately for a material or persistent breach of obligations under this Agreement. If the breach can be remedied, a 7-day cure period applies after discovery of the breach.
- Insolvency: This Agreement may be terminated if the other party becomes insolvent.

Additional Termination Rights by Stay Qreative:

Late payment of invoices.
Failure to provide requested information.
Failure to provide adequate instructions.
Instructions that conflict with another client's interests.
Conflict of interest.
Legal or regulatory limitations on Stay Qreative's ability to provide services.
Any other reasonable and just cause.
Financial Obligations Upon Termination
- In the event of termination, the Client will be responsible for:
  - Charges for content in progress (to be delivered to the Client).
  - Approved work completed but not yet published or scheduled for publication.
  - Expenses incurred by Stay Qreative up to the date of termination.
  - Reasonable costs and expenses associated with the early termination.

12. SOCIAL MEDIA ADS

The client understands that Stay Qreative provides a specific Ad Spend for each Standard Package, and not custom packages. All Meta Ads in custom packages OR Ad budgets that exceed Stay Qreative's Ad Spend inclusion are additional to Social Media Management services and paid to Meta NOT Stay Qreative.

13. CONTACT HOURS & AVAILABILITY

While Stay Qreative strives to respond to client inquiries promptly, the available times for communication are Monday to Friday: 10:00 AM - 5:00 PM (AEST/AEDT). Communication outside these hours will be responded to during the next business day.

Out-of-Office ⎯ Stay Qreative will make a reasonable effort to inform you in advance of any planned downtime or out-of-office periods that may impact their ability to respond to enquiries or deliver services.

Other Clients ⎯ Stay Qreative manages social media accounts for several clients. They will treat all client information with confidentiality and ensure no competitive advantage is given to any one client.

Service Interruptions ⎯ In the event of unforeseen circumstances that cause service interruptions, Stay Qreative will communicate promptly and take all reasonable steps to minimise any disruption to your social media management.

14. ELECTRONIC COMMUNICATIONS

All communication regarding this Agreement, including project details, content approval, and revisions, will be conducted electronically via email or Whatsapp to your dedicated manager.

15. FORCE MAJEURE

Neither party will be held liable for any delays or failures in performance under this Agreement due to acts or events beyond their reasonable control, such as acts of God, natural disasters, terrorism, civil unrest, war, strikes, or governmental regulations.

16. GOVERNING LAW AND JURISDICTION

This Agreement shall be governed by and construed in accordance with the laws of the State of Victoria, Australia, including the Competition and Consumer Act 2010 (Cth) and the Australian Consumer Law (ACL). The parties agree that any disputes arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of Victoria, Australia.

17. DISCLOSURE REQUIREMENTS

I will transparently disclose my relationship with the Brand in compliance with relevant advertising regulations and guidelines, including those set by the Australian Competition and Consumer Commission (ACCC) or equivalent governing bodies.

By signing below, the parties acknowledge that they have read and understood this Agreement and agree to be bound by its terms and conditions.