Aha Creator Agreement

Party A is a scientific and technological company specializing in marketing and product promotion, a nd is committed to finding high-quality creators for product suppliers/brands to provide product promotion services.

Party B has a certain social media influence and can increase the exposure of the promoted products and attract potential consumers.

Both parties wish to establish a cooperative relationship to increase the exposure of the promoted products.

SNS Platform Account: Social Network Service Platform Account, specifically referring to internet application service platforms aimed at helping people build social networks, including but not limited to Facebook, TikTok, Instagram, Twitter, YouTube, LinkedIn, etc.

Promotion Platform: refers to Party A's own or third-party platforms or channels that cooperate with Party A, through which Party B may post or launch the Creative Content.

Designated Platform: refers to the platform that is explicitly required to post the Creative Content in the Campaign.

Promoted Products: refers to products, services, or content for which Party A has legal authorization and is entitled to entrust Party B to provide promotion services.

Creative Content: refers to videos, audios, texts, or images created by Party B for promoting the products specified in this agreement, including but not limited to scripts, drafts, process drafts, and final versions.

Posting or Launching: refers to Party B publishing the Creative Content on the designated Promotion Platform through its own SNS Platform Account.

Product Supplier: refers to the producers, manufacturers, sales or agents of the product, who are the actual providers of the Promoted Products and hope to increase the exposure of the Promoted Products through marketing to attract more consumers or users.

Campaign: refers to the specific activities announced by Party A and voluntarily signed up by Party B.

Nothing contained within this Agreement shall be construed to form any partnership, joint venture, agency, franchise, or employment relationship. Party B is an independent contractor and will, at all times, act as such.

Party B shall be solely responsible for paying all taxes assessed or imposed on it under applicable laws arising from or related to this agreement. Party A shall not withhold any taxes from the fees payable to Party B, unless otherwise expressly agreed.

All copyright and other intellectual property rights, other rights, and interest in the materials (including but not limited to text, images, music, audio and video, if applicable) provided by Party A under this agreement, is the sole and exclusive property of Party A.

By providing, delivering, and transmitting the Creative Content to Party A, Party B acknowledges and agrees that:

Party A owns the intellectual property rights and title of the content created by Party B. Party A is licensed to use Party B's image, portrait, name, voice, and other rights relating to the personality of Party B contained in the Creative Content.

Party A is granted an irrevocable and worldwide license to reproduce, use, display, modify, distribute and create any derivative works from the Creative Content, with the right to sublicense such right to any third party designated by Party A for advertising, marketing, promotion, and any other commercial purposes.

During the cooperation period of this agreement, Party A has the right to provide suggestions or guidance on the Creative Content provided, delivered, and transmitted by Party B, including but not limited to content planning suggestions, copywriting topic suggestions, video editing support. Party A also has the right to standardize the editing requirements, including but not limited to formatting, opening and closing credits, subtitle specifications, etc. If Party B fails to meet Party A's requirements, Party A has the right to choose not to post, launch or release it publicly or regard Party B as failing to meet the cooperation requirements.

Party A has the right to request Party B to display the signs of the company belonging to the Product Supplier in the Creative Content, including but not limited to the company logo, etc.

During the cooperation period of this agreement, if there is any negative publicity or unfavorable news about Party B on any of the SNS platform, Party B shall try to eliminate the negative impact.

During the cooperation period of this agreement, Party A has the right to adjust or postpone the post launch time but shall notify Party B in writing (such as by email) 3 working days in advance. If Party A has fulfilled the obligation to notify in advance and Party B fails to complete the adjustment within the reserved time, the related costs and responsibilities arising therefrom shall be borne by Party B.

If Party B is selected by Party A as the participant of the Campaign and its Creative Content satisfies various requirements of the Campaign, Party A shall settle and pay remuneration to Party B in a timely manner based on the commitment of the Campaign.

Party B shall not voluntarily delete the published content, except for force majeure events. If the content is taken down within one year due to a force majeure event, Party A shall have the right to request Party B to cooperate in the re-publication of the said content.

If the promotion activity agreed in this agreement fails to proceed on time due to Party B (including but not limited to wrong posting, missed posting), Party A has the right to choose to change the post launch time or cancel the promotion service that was not performed on time. If Party A chooses to cancel the promotion, Party B shall bear the liability for breach of contract.

Party B has the right to timely receive the remuneration in accordance with Article 7 of this Agreement.

Party B shall create content in accordance with the Campaign requirements specified in Article 3 and improve it based on the suggestions or requirements of Party A. Before the Creative Content being posted, Party B shall provide, deliver, or transmit the script or draft to Party A within the agreed time for confirmation. Where available, Party B shall also upload the script or draft to the Designated Platform within the agreed time and send the related link to Party A for confirmation.

The Creative Content posted by Party B shall comply with the platform rules of the Designated Platform.

Party B confirms and guarantees the Creative Content it provided, delivered, or transmitted, shall comply with the applicable local laws, regulations, and policies and shall not contain any illegal content. Party B guarantees that the Creative Content does not infringe the rights of third parties, including without limitation, intellectual property rights, trade secrets, rights and interests relating to personality and rights of privacy. Party B guarantees that the Creative Content has not been copied or plagiarized from a third party's work, including but not limited to, not directly copying a third party's video script, not plagiarizing a third party's video's script, characters and settings, plots, lines, flow design and sequences, etc., and not using without authorization, any third party’s copyrighted text, character, pictures, photographs, music, and any other copyrightable content or elements.

Party B undertakes to assume all responsibilities for any loss, damage and obligations caused by Creative Content’s violation of laws or regulation, infringement of third party’s rights, disputes arising thereof. For any losses caused to Party A, Party B shall make full compensation to Party A and ensure Party A takes no responsibility and assumes no liability arising from or relating to the Creative Content.

Party B shall ensure compliance with applicable laws and regulations and Party A's relevant requirements, and refrain from any illegal or criminal activities. Party B shall strictly exercise self-discipline, ensure no serious bad habits, abide by professional ethics, public order and good customs, and improve moral cultivation.

Party B has full civil capacity, legal capacity, and sufficient authorization to enter into and perform this agreement in accordance with its contents. Party B agrees with Party A on the content of this Agreement and voluntarily signs and performs this Agreement.

The service fees and payment terms shall be subject to the information displayed in the Campaign.

For the service fees mentioned in Article 7 of this Agreement, Party A and Party B shall respectively bear the taxes payable according to the applicable law.

The content of this Agreement, as well as all information known to the other party including but not limited to personnel, finance, partners, etc. during the signing and performance of this agreement, are confidential information. The receiving party shall use the Confidential Information only for the purpose of this Agreement, and shall not use, disclose, copy or replicate all or part of the Confidential Information for purposes other than the performance of the Services in this Agreement. The confidentiality period starts from the effective date of this Agreement and ends on the date when the Confidential Information becomes public information (that is, disclosed to or becomes known to the public). The confidentiality obligation shall not be terminated by the suspension, termination or discharge of this Agreement.

The confidentiality obligations under this Agreement do not apply to any information which:

If Party B violates the provisions of this Clause and causes Party A to suffer losses, Party B shall pay Party A corresponding compensation.

This Agreement may be changed or terminated in advance by consensus between Party A and Party B.

Party A may unilaterally terminate this Agreement at any time without any liability for breach of contract if any of the following circumstances occurs:

At any time between the signing date of this Agreement and the Posting or Launching date of the Creative Content (including that date), the SNS Platform Account is obviously abnormal, blocked, or the exposure of which is restricted by the Platform due to Party B’s reason.

If Party B's Creative Content is in violation of this Agreement, and Party B does not modify or adjust it according to Party A's requirements after Party A’s requests for correction and adjustment, Party A considers that Party B is not suitable to continue to perform this Agreement.

This Agreement shall be terminated if one of the following circumstances occurs:

If Party B is unable to continue to perform the Agreement due to illness or disability, mental problem, etc., Party A has the right to terminate this Agreement at any time without any breach of contract liability.

If Party B is suspected of violating the law or committing a crime, Party A may unilaterally terminate this Agreement without assuming any breach of contract responsibility.

If Party B fails to complete the relevant matters within the time specified in the Campaign for any reason, Party A may unilaterally terminate this Agreement without any breach of contract responsibility.

If all or part of the Contract cannot be implemented due to force majeure or relevant laws, regulations and policies, Party A and Party B may terminate the Contract through negotiation.

The formation, entry into force, performance, interpretation and dispute resolution of this Agreement shall be governed by the laws of the Republic of Singapore.

Any dispute arising from this Agreement and the Cooperation Agreement shall be settled by Party A and Party B through friendly negotiation. If the dispute cannot be settled through negotiation, either party shall have the right to file a lawsuit to the court of the place where Party A is located. The reasonable expenses, such as attorney fees and travel expenses, incurred by either party shall be borne by the losing party.