By collaborating with Swavy, the influencer agrees to abide by these terms and conditions. Please ensure you understand and agree to these T&C before commencing any collaboration with Swavy.
Swavy Influencer Collaboration Terms and Conditions:
1. Appointment
1.1 Swavy engages the influencer to participate in campaigns and create content as per brand requirements and promote products/services via their social media accounts.
1.2 This appointment is on a non-exclusive, non-employee basis.
1.3 The creator agrees to act in good faith, maintaining transparency about their engagement metrics and social media performance.
2. Term
2.1 The terms of the agreement will commence on the campaign start date upon the user’s acceptance of these terms and remain valid until the campaign end date as mutually agreed, unless terminated as per the cancellation terms.
2.2 Ongoing campaigns at the time of termination must be completed in compliance with agreed-upon deliverables.
3. Deliverables
3.1 The influencer agrees to:
3.2 Creators must not use bots, fake engagements, or purchased followers to meet campaign expectations.
3.3 Influencer Licensing Compliance (Saudi Arabia)
In accordance with Saudi Arabian regulations, any influencer engaging in promotional or commercial activities within the Kingdom must obtain the Mouathaq license from the General Authority for Media Regulation. This requirement applies to both residents and non-residents operating within Saudi Arabia. Failure to comply may result in fines, penalties, or legal action.
3.4 Influencer Licensing Compliance (United Arab Emirates - UAE)
Influencers engaging in paid promotional activities in the UAE must obtain a license from the National Media Council (NMC). Non-compliance may result in fines up to AED 5,000.
4. Creator Code of Conduct
4.1 Professionalism and Ethical Behavior
The influencer must conduct themselves professionally when representing Swavy. This includes engaging with the audience respectfully, avoiding misleading claims, and upholding Swavy’s brand reputation.
4.2 Compliance with Advertising Standards
4.2.1 Influencers must adhere to all relevant advertising laws and platform guidelines. All sponsored content must be properly labeled (e.g., #Ad, #Sponsored) to maintain transparency with followers.
4.2.2 Any influencer or entity engaging in paid promotions, sponsorships, or advertisements within Saudi Arabia must:
4.3 Influencers must use the appropriate disclosure methods for sponsored content, including:
4.4 Appropriate Content and Conduct
4.4.1 Content must align with Swavy’s brand values and should not include offensive, illegal, or misleading material. The influencer must not engage in discriminatory, defamatory, or harmful behavior while working with Swavy.
4.4.2 Content Restrictions in Saudi Arabia Content shared on social media platforms in Saudi Arabia must comply with the Kingdom’s laws and cultural norms. The following types of content are strictly prohibited:
4.5 Consequences for Violations
If an influencer fails to comply with the Creator Code of Conduct, Swavy reserves the right to terminate the contract, withhold payments, or take legal action if necessary.
5. Cancellation
5.1 Swavy reserves the right to terminate the agreement or partnership at any point with five days' prior written notice if the influencer breaches the agreement and fails to cure such breach.
5.2 In the event of a breach, Swavy may suspend, limit, or terminate the influencer’s access to Swavy accounts and instruct the influencer to cease all promotional activities.
5.3 The influencer may terminate this agreement with ten days’ prior written notice if Swavy materially breaches the terms of this agreement, including failure to provide agreed-upon compensation, and does not remedy the breach within the notice period.
5.4 Swavy may terminate this agreement at any time specifying the agreed-upon terms of termination.
5.5 The influencer may terminate this agreement at any time before placing the order to receive the product from the brand. Once the order has been placed, the influencer can no longer terminate the agreement unless the order is refunded. If the influencer terminates after placing the order and without a refund, they shall be liable to pay a penalty equivalent to $300 on top of the order refund, which shall be deducted from any pending payments or invoiced separately
5.6 This agreement shall be terminated immediately if either party becomes insolvent, files for bankruptcy, or is unable to fulfill its obligations due to an event of force majeure as defined in Clause 12.
5.7 Effects of Cancellation:
6. Compensation
6.1 The influencer will be compensated with agreed products, fees or commissions. This compensation covers all services, expenses, and use of resources.
6.2 The influencer acknowledges this as their entire compensation for the agreement.
7. Payment Terms
Payment or product delivery will be processed as mutually agreed and completed within a maximum of 15 days following the successful completion of the campaign, subject to Swavy’s approval of deliverables. However, if influencers have their social accounts connected to the platform, payment will be made within 5 days.
8. Influencer gifting
8.1 Any gifting campaigns must clearly outline deliverables in exchange for the gifted product or service.
8.2 In most cases, gifts provided to influencers remain in their full possession.
8.3 However, for high-value items, the gifting arrangement may involve borrowing instead of ownership. When explicitly communicated by the Swavy team that an item is a borrowing gift, the following terms apply:
9. Content and Approval
9.1 Swavy will provide necessary content and briefing materials.
9.2 All content must comply with the campaign brief, platform policies, and applicable laws.
9.3 All promotional content must be pre-approved by Swavy.
9.4 Rejected content must be revised and resubmitted within the agreed timeframe.
9.5 Swavy reserves the right to request deletion or modification of any post at any time.
9.6 Posts must not contain anything that defames or disparages Swavy or its partnered brands.
10. Confidentiality and Exclusivity
10.1 The influencer agrees to keep all confidential information obtained during the course of the collaboration strictly confidential and use it only for the performance of services under this agreement. Confidential information includes but is not limited to campaign briefs, marketing strategies, pricing details, customer lists, business plans, proprietary technologies, and any other non-public information shared between Swavy and the influencer.
10.2 Creators must not work with direct competitors of the brand during an active campaign unless otherwise approved. This restriction applies to both direct promotional content and indirect engagements that could conflict with Swavy’s brand interests. Additionally, creators are prohibited from collaborating with direct competitors for a period of three (3) months after the successful completion of the campaign.
10.3 Upon termination, all confidential information must be returned to Swavy. Even after this agreement ends, the influencer must keep all confidential information private for two additional years. They are not allowed to share, use, or disclose any private details about the company during this time.
10.4 Disclosure ExceptionsConfidentiality does not apply to:
11. Intellectual Property Rights
11.1 All rights to content created under this agreement belong to Swavy. This includes any intellectual property rights, which are transferred or licensed to Swavy as needed. This includes full ownership and the right to use, modify, distribute, and repurpose the content across all media and marketing channels for 6 months. After this period, Swavy can still use the content for reference or archival purposes, but the influencer will not be paid extra for this use.
11.2 The influencer may not reuse, repost, or repurpose the content created under this agreement for personal or commercial use without Swavy’s prior written consent.
11.3 Swavy may sublicense, sell, or transfer content rights to its partners, clients, or third-party brands for advertising and promotional use.
11.4 Upon termination of the agreement, Swavy retains full ownership of all content created during the collaboration. The influencer acknowledges that they have no claim to further payments or ownership of the content.
12. Subcontracting and Third Parties
12.1 The influencer must perform the services personally and cannot subcontract without Swavy's written consent.
12.2 The influencer is fully responsible for any third parties involved in the services.
13. Force Majeure
Neither party will be liable for failure to perform obligations due to causes beyond their control, such as natural disasters, strikes, or acts of public authority.
14. Independent Contractor Status
14.1 Creators are considered independent contractors and not employees of Swavy or the brand.
14.2 Creators are solely responsible for their own taxes and legal compliance.
15. Authorization Codes
In case an authorization code is required for the campaign, the influencer agrees to share the code with Swavy for a period of 6 months following the campaign's end date. This ensures that Swavy can track and manage the campaign’s performance effectively
16. Liability and Legal Compliance
The influencer must ensure all services comply with applicable laws and do not infringe on third-party rights. The influencer will indemnify Swavy for any breaches or violations.
16.1 Compliance with Laws and Regulations
The influencer must ensure that all services performed under this agreement comply with all applicable laws, regulations, and third-party rights, including UAE advertising regulations, intellectual property laws, and social media platform policies. The influencer must not engage in false advertising, deceptive marketing, or misleading endorsements that could result in legal action against Swavy.
16.2 Influencer’s Indemnification of Swavy
The influencer agrees to indemnify, defend, and hold harmless Swavy, its affiliates, employees, and brand partners from any claims, liabilities, damages, losses, or expenses (including reasonable legal fees) arising from:
16.3 Swavy’s Indemnification of the Influencer
Swavy agrees to indemnify, defend, and hold harmless the influencer from any claims, liabilities, damages, or expenses arising from:
16.4 Limitations on Indemnification
Neither party shall be liable for indirect, incidental, or consequential damages, including loss of profits, unless such damages result from willful misconduct, fraud, or gross negligence.
16.5 Indemnification Procedure
16.6 Legal Consequences for Non-Compliance in Saudi Arabia
Any failure to adhere to Saudi Arabia’s licensing, content, or advertising laws may result in:
16.7 GCC-Wide Compliance Guidelines
Influencers operating in any GCC country (Saudi Arabia, UAE, Bahrain, Oman, Qatar, and Kuwait) must adhere to general advertising compliance principles, including:
17. Terms of Use and Proper Labels
17.1 All users must abide by Swavy’s platform terms of use.
17.2 Sponsored content must include proper disclosure labels (e.g., #Ad or #Sponsored) as per legal requirements.
17.3 The influencer must:
18. Liquidated damages
In the event that Influencer, after receiving gifts from the brand, fails to fulfill their obligations under this agreement, including but not limited to, ceasing communication or refusing to produce the agreed-upon content, the influencer shall be liable to pay the brand liquidated damages in the amount of $500. This obligation to pay liquidated damages shall not apply in cases of demonstrably unforeseeable circumstances that prevent Influencer from performing, such as illness, family emergencies, or other events beyond the influencer's reasonable control, provided that the influencer notifies Swavy of such circumstances promptly and in writing, and Swavy, in its sole discretion, deems the circumstances to be a valid excuse for non-performance.
19. Non-Compete
For a period of 6 months following the influencer’s last collaboration with a brand, the influencer agrees that they will not enter into any agreements or collaborations with the brand, except through Swavy.
20. Post Removal
The influencer cannot remove or delete the post after 90 days from the posting date unless mutually agreed upon with Swavy. Removing or deleting the post earlier will result in a penalty of $3,000.
21. Right to Audit
Swavy reserves the right to audit the influencer’s activities related to the campaign to ensure compliance with the agreement terms.
22. Dispute Resolution
22.1 Governing Law
This agreement shall be governed by and construed in accordance with the laws of the United Arab Emirates (UAE).
22.2 Arbitration
Any dispute, controversy, or claim arising out of or relating to this agreement, including its breach, termination, or validity, shall be exclusively resolved through binding arbitration in accordance with the rules of the Dubai International Arbitration Centre (DIAC). The arbitration shall be conducted in Dubai, UAE, and the proceedings shall be in English.
22.3 Arbitration Procedure
22.4 Costs of Arbitration
22.5 Injunctive Relief
Notwithstanding the above, Swavy reserves the right to seek immediate injunctive relief in UAE courts for any breaches related to confidentiality, intellectual property, or non-compete obligations.
23. Click Verification
In case of a performance model based on clicks, Swavy will review and verify all clicks generated by the influencer’s content. Any clicks deemed to be spam or fraudulent will be excluded from the payment calculations. The influencer agrees to this verification process and acknowledges that only legitimate clicks will be compensated.
24. CPM Verification
The influencer agrees not to engage in any form of paid promotion or ‘boosting’ of the content without prior written approval from Swavy. If Swavy suspects that content has been boosted, the influencer is required to provide verification upon request. Failure to comply or any unauthorized boosting will result in Swavy withholding payment for the campaign. Additionally, Swavy reserves the right to deduct what it deems appropriate as boosted impressions, at its sole discretion.
25. Liability Disclaimer for Product/Service Trials
The influencer acknowledges and agrees that any products or services provided by Swavy or the brand for trial purposes are offered as-is and free of charge solely for the influencer's independent review and content creation. By accepting and using these products or services, the influencer does so at their own risk. Swavy and the brand make no representations, warranties, or guarantees regarding the safety, quality, or effects of such products or services. Swavy and the brand shall not be held liable for any illness, injury, allergic reaction, adverse effect, or damages sustained by the influencer during or after the trial of any products or services. The influencer agrees to indemnify and hold harmless Swavy and the brand from any claims or liabilities arising from the use or trial of such products or services. The influencer is encouraged to seek professional advice if they have concerns regarding the use of these products or services. The influencer agrees not to publish or share any negative statements, reviews, or feedback regarding the product or service if they experience dissatisfaction, and must communicate any concerns directly with Swavy instead.
26. Data Protection and Privacy
26.1 Compliance with Data Protection Laws
Both Swavy and the influencer agree to comply with all applicable data protection laws and regulations, including but not limited to:
26.2 Collection and Use of Personal Data
26.3 Influencer’s Data Protection Obligations
26.4 Security Measures
Both parties agree to implement appropriate technical and organizational measures to protect personal data from unauthorized access, loss, or misuse.
26.5 Data Retention
Personal data shall only be retained for as long as necessary for campaign execution, reporting, and legal compliance. Upon termination of this agreement, Swavy shall delete or anonymize personal data unless required to retain it by law.
26.6 Data Breach Notification
In the event of a security breach affecting personal data, the responsible party must notify the other party within 48 hours and take immediate steps to mitigate any risks.