is attached hereto as Schedule A-II and shall be referred to as the Bonus Warrant.". CSE, as follows $10,000 Within ten (10) days of the parties execution of this Agreement $15,000 Within 60 days of the parties execution of this agreement $25,000* Ten (10) days prior to the Production Session States for at least one year after termination of this Agreement. "Modern Family" star Sofia Vergara has been a popular celebrity spokesperson for years, and Head & Shoulders sounds the perfect fit for her she claims to have used the product for the past two decades. and other items produced or created hereunder and all related rights worldwide, including, Moral clauses shall be considered as one of the essential clauses in this kind of agreement. Theismann acknowledges that Ensure the parties with whom you are entering into the agreement. Bizzingo fails to continue its business of selling the Network; provided, however, This type of advertising refers to celebrity endorsement, where a brand uses a celebrity to promote a product or service as the audience is highly impacted by the fame and lifestyle of the celebrities. What is a celebrity endorsement agreement? For example, Shah Rukh Khan promotes a well-known online education application company called Byjus, by promoting their services in their television commercials. This endorsement can happen as a result of a celebritys appearance in a commercial or simply by wearing the brands (company) product. Following However, it can be adapted easily to suit any product. INVESTMENT, AND INVESTMENT INTENT. Sometimes they are even involved in investment opportunities such as special purpose acquisition companies, or SPACs, as sponsors or investors. Unless sooner terminated under the provisions hereof, this Agreement shall commence on the Effective Date and Theismann agrees to provide Bizzingo with such signatures, photographs and the like in order to fulfill his obligations A celebrity endorsement agreement is a contract between a well-known celebrity and a company or organisation that wants to advertise their company or products using the celebritys name. Therefore, the most effective way to sell your product is to have a celebrity speak about it. For example, sponsors may have conflicts of interest so their economic interests in the SPAC may differ from shareholders. Taylor Swift is the brand ambassador of some of the biggest brands in America which listed her with the A-listed endorsement deals. This permits the brand to terminate the agreement with the celebrity who has been engaged in any illegal, immoral, indecent, scandalous or harmful behaviour or activities. ensures that you are connecting to the official website and that any information you provide is encrypted and transmitted securely. Rs. (a). with the execution hereof, Bizzingo will issue Theismann, as a one time bonus, a common stock purchase warrant to purchase 1,000,000 Property as stated Company as having any interest in such shares, in the absence of(i) an effective registration statement with respect to undertakes not to disclose any material nor make any statement, whether true or not, concerning the Celebritys private life, politics and personal views to the media at any time without the prior written consent of the Celebrity; undertakes that no material of any nature concerning the Celebrity shall be used by the Company which would impugn the character or reputation of the Celebrity; agrees to provide the Celebrity with reasonable notice of all meetings and promotional events at which the Celebrity is requested to attend under this agreement; agrees that upon reasonable request it shall provide a copy of any record, document, accounts, or other material which assist the Celebrity in establishing the validity and accuracy of the sums due. shall be referred to as the Royalty Warrant. however to the terms and conditions herein. With the expiry of the term, it should be noted that there will be some clauses in the agreement like confidentiality, cooling-off periods, etc. https:// Period and an additional 1,000,000 common stock purchase warrants for the second Royalty Period. and the prospective user is then required to: (i) search and locate the Bizzingo database for its Seeded Profile and (ii) claim Celebrity Endorsement Agreement Sec. The SECs Office of Investor Education and Advocacy (OIEA) is warning investors not to make investment decisions based solely on celebrity endorsements. It addresses the consumer need from a psychological angle. Consider the investments potential costs and fees, risks, and benefits in light of your own investment goals, risk tolerance, investment horizon, net worth, existing investments and assets, debt, and tax considerations. (c). VisitInvestor.gov, the SECs website for individual investors. Before investing, always do your research, including these three steps: Never make an investment decision based solely on a celebrity endorsement, or otherinformation you receive through social media,investment newsletters, online advertisements,email, investment research websites, internet chat rooms, direct mail, newspapers, magazines, television, orradio. For each Royalty Period, Bizzingo shall provide Theismann with a written royalty statement Expand your knowledge about investment opportunities in crypto assets on our spotlight page. include autograph sessions, dinner appearances, and/or other appearances not described in 4(a) above, with each such session not SEVERABILITY. It is never a good idea to invest in a SPAC just because someone famous sponsors or invests in it or saysitis a good investment. A commercial cap can also be inserted in the clause to limit the obligation of a party when liability arises. Celebrities, like anyone else, can be lured into participating (even unknowingly) in a fraudulent scheme. The parties agree to execute Theismann shall be responsible for all federal, state and local taxes related to the impose a penalty on the endorser which may extend to ten lakh rupees and up to fifty lakh rupees for every subsequent contravention. This question comes up a lot at Beverly Boy Productions so we're setting out to provide an answer. dates and from time to time will endeavor to update such schedule. schedule the session or appearance. and Non-Disparagement Agreement. Theismann agrees to cooperate with Bizzzingos STAY CONNECTED WITNESS WHEREOF, the Parties hereto, intending to be legally bound hereby, have each caused to be affixed hereto its This bulletin represents the views of the staff of the Office of Investor Education and Advocacy. Your clients may, therefore, find themselves hiring celebrities to en-dorse their products or services. Bizzingo will acquire basic business A Celebrity Endorsement Agreement is a contract signed between an individual and a company or brand. (c). In addition to as stated in (a) or (b) above, either party may terminate this Agreement Investor Alert: Beware of False or Exaggerated Credentials, Investor Alert: Beware of Stock Recommendations on Investment Research Websites, Investor Alert: Public Companies Making ICO-Related Claims. arising under this Agreement, for any reason whatsoever, of the Artist arising out of or related to this Agreement, shall be limited up to an amount equivalent to the Fee received by the Artist till the date when such liability arises. of the Parties hereto, their heirs, administrators, successors and assigns. Therefore, keep in mind the requirements of the parties with whom you are entering into a contract. The Company has the right to terminate this agreement if the Celebrity commits a crime or engages in any situation or activity (including the use of illegal or illicit drugs) that, in the reasonable opinion of the Company, brings the Company into disrepute, contempt, scandal, or ridicule, or shocks, insults, or offends the public, or reflects unfavourably on the Companys reputation. Before investing, always do your research, including these three steps: Never invest in a SPAC based solely on a celebritys involvement or based solely on otherinformation you receive through social media,investment newsletters, online advertisements,email, investment research websites, internet chat rooms, direct mail, newspapers, magazines, television, orradio. promotional efforts in this regard. In 2013, she signed a deal worth $26 million with Coca-Cola for its Diet Coke. For example, while entering into the consideration topic, the company will always pitch a lower amount than their budget. that are identical or substantially similar to the Network. Subject to the provisions of this agreement, the Company agrees that all Intellectual Property Rights in the Celebritys name and image in the Territory shall be the sole and exclusive property of the Celebrity. By signing the Celebrity Endorsement Agreement, the individual allows the company to use . How many appearances, when, where, duration of serving notice, scheduling procedure, all such criteria are to be mentioned in the agreement. But a celebrity endorsement does not mean that an investment is legitimate or that it is appropriate for all investors. and/or other endorsement, and any variations or deviations thereof. For the great promotion of the product. or provision shall be deemed to be severed from the Agreement. Celebrity endorsements sell. With Cryptocurrencies and NFTs Continuing to Boom, Financial Regulators Are Clamping Down . This Practice Note discusses celebrity endorsement agreements. The company pays the celebrity compensation or a fee in exchange for the celebritys fame and goodwill. Once the steps set forth in the immediately preceding sentence INTEGRATION. 2,00,00,000 /- (Rupees Two crores only), shall be simultaneously due and payable with execution hereof; 30% of the Fee, i.e. A proper definition will be helpful for both parties and can save both from future negotiations. and will not schedule any such session or appearance at a time that would conflict with Theismann's current obligations. But a celebrity endorsement does not mean that an investment is legitimate or that it is appropriate for all investors. December 19, 2018. She has signed deals with CoverGirl, Apple, Keds and the most extraordinary one is with Coca-Cola. she engage during the Term of this Agreement in any activity (criminal or otherwise) that could potentially have a negative impact that nothing contained in this Agreement shall obligate Bizzingo to sell any specific quantities of Network during the Term; Bizzingo fails to make payment to Theismann of any Royalties due pursuant to this (b). However, if the event of Force Majeure or disruption in compliance of obligation by the Parties due to the Event of Force Majeure event continues for a period beyond 30 (thirty) calendar days from the date of commencement of the Event of Force Majeure, the non-affected Party shall be entitled to terminate this Agreement. Considering this, What are examples [] In addition, as reasonably requested by Bizzingo, 15, 000, 000/- (Rupees One crore Fifty lacs only), shall be due and payable 7 (seven) days prior to usage of the 1st Work Day or November 19, 2016, whichever is earlier. provided however, that the Parties may extend the Term for an The celebrity is bound not to participate in any other activities including the functions of the rival organisations, which will hamper the goodwill and reputation of the endorsing company until the term specified in the agreement. The Office of Investor Education and Advocacy has provided this information as a service to investors. Initial Bonus. You have successfully registered for the webinar. The site is secure. NOW, Parties shall be required to decide on the renewal of the Term, within 21 (twenty-one) days of receipt of the intimation from the Company and if Parties do not mutually agree to the terms and conditions of renewal then the Agreement shall expire on the completion of the Term. to use such Property as provided in this Agreement subject to such changes or alterations. As a result, an endorsement is a tactic for instilling trust. agrees that the Company shall be entitled to use and permit the use of the Celebritys name, biography, photograph, and fair likeness for the purposes of promoting and advertising the Product during the term of this agreement; agrees not to participate in any activities which would prejudice the goodwill and reputation of the Company and/or the Product during the term of the agreement and for twelve months subsequent to the termination; agrees not to take or engage in any action or conduct in the Territory which would impugn their character or reputation or that of their work; 40% of the Fee, i.e. 2. Celebrities, from movie stars to professional athletes, can be found on TV, radio, and social media endorsing a wide variety of products and services - sometimes even including investment opportunities. Any notice, request, demand or other communication required or permitted hereunder shall be in The company shall inform the celebrity that he/she is the principal authority to endorse, present or advertise the product or service throughout the territory during the term of the agreement. 6 / 30. Bizzingo shall have the right to terminate this Agreement upon thirty (30) days prior it is agreed as follows: 1. Purpose of a celebrity endorsement agreement, 1. This helps the parties to terminate the contract unilaterally. 15, 000, 000/- (Rupees One crore Fifty lacs only), shall be due and payable 7 (seven) days prior to usage 2nd Work Day or on January 19, 2017, whichever is earlier. For example, when you think of Michael Jordan, you automatically think of Nike. To enhance the credibility of a business, 2. For the great promotion of the product What are the essential clauses in a celebrity endorsement agreement? Bizzingo and Theismann agree that they shall take all necessary steps during the The . Celebrities, from movie stars to professional athletes, can be found on TV, radio, and social media endorsing a wide variety of products and services. CONFIDENTIALITY AND NON-DISPARAGEMENT except for a pre-existing license by Theismann. IN Royalty. A. Stating that, although celebrity endorsements "may appear . for each Activated User (as defined above) that occurs during a Royalty Period determined on the last day of each Royalty Period In consideration of the Compensation, the Celebrity assigns to the Company all present and future Intellectual Property Rights in the Territory in all media in the Product for the complete period of those Intellectual Property Rights. Theismann shall retain all rights in and to his name, his right of publicity, and the endorsement whether during the Term or any Theismann or his representative has had the opportunity to review fully the books, records and financial statements of information for a prospective user of the Network, which will include all or part of the following; business name and address, 6LinkedIn 8 Email Updates, Office of Investor Education and Advocacy, Check out the background, including registration or license status, of anyone recommending or selling an investment, using the search tool on, Learn about the companys finances, organization, and business prospects by carefully reading any prospectus and the companys latest financial reports, which may be available through the SECs. agrees that such material, submitted for approval as provided herein may be deemed by Bizzingo to have been approved hereunder if the same is not disapproved by the Theismann in writing within fourteen (14) days after All of the company's operations are in the United States. Celebrity brands and endorsements gone wrong Kanye "Ye" West's empire seems to be going up in flames due to a recent spate of controversial and offensive comments. 15. Consider the investments potential costs and fees, risks, and benefits in light of your own investment goals, risk tolerance, investment horizon, net worth, existing investments and assets, debt, and tax considerations. celebrity endorsement agreement sec; talent endorsement agreement; This Practice Note discusses celebrity endorsement agreements. People may believe that the celebrity will promote anything to make money. and Joseph Theismann, an individual whose address is 21495 Ridgetop Circle, Suite 304A, Sterling Investors should carefully consider these risks. other rights or privileges are granted to Bizzingo by Theismann. Theismann shall have free and full access which will be automatically invoked. Investor Alert: Beware of False or Exaggerated Credentials, Investor Alert: Beware of Stock Recommendations on Investment Research Websites, Investor Alert: Public Companies Making ICO-Related Claims. Prohibit endorsers from making any endorsement for a period that may extend to one year and up to three years for every subsequent contravention. Students ofLawSikho coursesregularly produce writing assignments and work on practical exercises as a part of their coursework and develop themselves in real-life practical skills. Additionally, while negotiating the agreement, obligations of the celebrity/company, compensation, and indemnity should be carefully considered to avoid future disputes. Celebrity endorsement contracts are governed by state and federal laws, as well as general contract law principles. The Royalty For example, Shah Rukh Khan promotes a well-known online education application company called. in the Territory whether through film, television, radio, print and Internet media, to exhibit commercials, infomercials, advertisements and otherwise make use of all Property on a worldwide basis and that Bizzingo portion of the population; or engages in conduct that could bring Theismann into public disrepute; Totally retires from the entertainment or sports industry; or. or license to use the Property in connection with the advertisement, sale, or promotion of the Network or in connection with networks The restricted legend for purposes of any certificate representing the Royalty Warrant and Bonus Warrant, FORCE MAJEURE. (Act), there is a liability on the endorser for endorsing products or services which are against the interests and safeguards of the consumer. or his/her hand on the day indicated above. Similarly, MakeMy Trip, a travel portal, uses Ranveer Singh and Alia Bhatt in its advertising campaigns because of their easy-going,and happy-go-lucky personality that aligns with the brands values. Subject to the terms and conditions set forth herein, Theismann hereby grants to Bizzingo and its extension thereof. Confidentiality: Confidentiality is a standard provision in endorsement agreements. , a travel portal, uses Ranveer Singh and Alia Bhatt in its advertising campaigns because of their easy-going,and happy-go-lucky personality that aligns with the brands values. 11. shall contain the restrictive legend set for on Schedule A may not be sold, transferred or hypothecated unless such transfer is common stock is a suitable investment and he can bear the risk associated with such investment. Virginia 20166 (Theismann) (collectively the Parties). No waiver by either party of any default shall be deemed as a waiver of prior or subsequent default of the same the Seeded Profile by editing or adding content to the Seeded Profile. Theismanns name, by virtue of his ability and experience, has acquired a meaning WAIVER. AGREEMENT is made as of this March 14, 2012 but effective as of March 1, 2012 (Effective Date) by and Theismann agrees that any material submitted hereunder will not be unreasonably disapproved and, if What You Need to Know About SPACs Investor Bulletin, SEC Statement Urging Caution Around Celebrity Backed ICOs. Read our Investor Alert to learn why a celebrity endorsement does not mean that an investment is legitimate or that it is appropriate for all investors. An Endorsement Agreement is a document used by two parties where an individual or a company that provides promotional services agrees to endorse a product or service for a brand. Theismann represents and Even if a celebrity is involved in a SPAC, investing in one may not be a good idea for you. affiliates the unlimited right and privilege during the Term (as defined herein) and within the Territory to use the Property STAY CONNECTED Concurrent Those celebrities may even be well-known professional investors. This clause can include the details regarding licensing, fees, royalties, profits, cash, installment payments, etc. Acts of God, fires, floods, weather, illness (including any mental or physical disability) of the Artist or other catastrophes, epidemics or quarantine restrictions, illness or death of family members of the Artiste, or other cause(s) beyond the reasonable control of a Party, not reasonably foreseeable, and that could not have been avoided which prevent the Artist from providing the Services, or Company from receiving Services (Event of Force Majeure), shall suspend such affected Partys obligation to perform hereunder during the period required to remove such Force Majeure Event. not use, permit the use of, or license to others the Property in connection with the advertisement, promotion, and sale of any Push the"Get Form" Button below . This skill is important to negotiate the terms and conditions which are to be included in the contract. Description Celebrity Endorsement Agreement This document has been produced in a general manner without any industry-specific terms. this Agreement or with respect to any third-party claims for infringement involving the use of the Property by Bizzingo. In consideration for the rights granted hereunder and for the promotional appearances Receive Investor Alerts and Bulletins from OIEA email or RSS feed. RECORD INSPECTION AND AUDIT The form of warrant Indemnity Sample clause 3. Confidence- People trust well-known individuals. and the stock certificate for shares underlying the Royalty Warrant or Bonus Warrant is as follows: The The Artist shall be the sole beneficiary of such policy. Neither party will be liable for, or will be considered to be in breach of or default under this Agreement March 10, 2021 The SEC's Office of Investor Education and Advocacy (OIEA) cautions investors not to make investment decisions related to SPACs based solely on celebrity involvement. While negotiating, make sure to Byjusput a definition of the endorsed product. media including mobile and Internet applications (Network); and, WHEREAS, Other use cases include not-for-profit organizations that leverage a celebrity's fame to raise awareness or funding around a cause. Bizzingo is desirous of acquiring the rights to utilize Theismanns name in connection HDS will provide payment of Fifty Thousand and NO/100 Dollars ($50,000) made payable to Celebrity's agent. any other documents which may conflict with this Agreement. (http://sec.gov/edgar/searchedgar/companvsearch.html) and has determined that Bizzingo . in the event of a breach of any provision of this Agreement by the other by providing thirty (30) days* prior written notice to The methods and schedules of payments are included in this clause. arising out in connection with the Services to be rendered by the Artiste. TERM. 6LinkedIn 8 Email Updates. Sample Clauses. This business combination is often used as an alternative means of taking the acquired company public, rather than through a traditional IPO. This type of advertising refers to celebrity endorsement, where a brand uses a celebrity to promote a product or service as the audience is highly impacted by the fame and lifestyle of the celebrities. A celebrity endorsement agreement is a contract between a well-known celebrity and a company or organisation that wants to advertise their company or products using the celebritys name. Follow OIEA onTwitter@SEC_Investor_Ed. It can also be termed as a harmful behaviour clause. Soon after, the advertising revived peoples passion for the brand and improved Cadburys sales to the point that it was able to restore its sales crisis in just 8 weeks. as amended (the "Act") or any state securities law. The United States Securities and Exchange Commission was created in 1934 in response to the Great Stock Market Crash of 1929. Follow us onInstagramand subscribe to ourYouTubechannel for more amazing legal content. The individual is usually someone well-known, at least in a particular field. Considering this, Why is celebrity endorsement bad? The celebrity shall not engage in any action which derogates the character, reputation and work culture of the organisation. Name recall- When a well-known celebrity endorses a product, consumers are more likely to remember the brand name every time they see or think of that celebrity. Celebrity endorsement agreement template ACCORD OF APPROVAL THIS ACCORD (Agreement) is concluded and concluded as of March 15, 2019 (the effective date) by and among others, on the one hand, ABG-Shaq, LLC, a Delaware limited liability company (ABG) for the personal services of Shaquille O'Neal, (CELEBRITY), and, on the other hand, Papa John's Marketing Fund, Inc., a Kentucky Notwithstanding the foregoing, during the term and for a period of one (1) year thereafter, Theismann shall 6. The Commission has neither approved nor disapproved its content. its address for the purpose of this Agreement by giving notice to the other party in accordance herewith. The maximum aggregate liability of the Artist, including indemnities, damages, costs, expenses, claims, etc. The SECs Office of Investor Education and Advocacy (OIEA) cautions investors not to make investment decisions related to SPACs based solely on celebrity involvement. The Company hereby agrees to indemnify and hold the Artist, harmless with respect to all liabilities, claims, damages, costs, and expenses including reasonable attorneys fees and disbursements(s) arising out of or in connection with the breach of any obligation, warranty or representation made by the Company. 14. Bizzingo will pay all reasonable out of pocket expenses incurred by Theismann in connection Rs. And the celebrity side will pitch more than the normal range. the breaching party, provided that, during the 30-day period, the breaching party fails to cure such breach. including the right to use the Property in or on the Network. Smaller companies may have a harder time competing in this area. information, or (ii) through purchase or license arrangements with content providers. As per the new Consumer Protection Act, 2019 (Act), there is a liability on the endorser for endorsing products or services which are against the interests and safeguards of the consumer. in writing signed by the Parties hereto and specifically referring to this Agreement. (a). Bizzingo thereafter shall have the right and privileged In this case, the major goal is to reach a larger audience, which is represented by the celebritys fan base. Force majeure When a celebrity does this, it generates a lot of buzz in the media and draws a lot of attention from the general public. and conditions herein, during the Term, Theismann also will; Bizzingo recognizes that Theismann's schedule All books and records relative Even if the celebrity endorsement and the investment opportunity are genuine, the investment may not be a good one for you. Celebrities are overexposed- When a celebrity works with a large number of companies, his or her credibility may deteriorate. or is otherwise in compliance with the applicable securities laws. How do you negotiate a celebrity endorsement agreement? d. Theismann agrees to defend, indemnify, and hold Bizzingo, and its officers, directors, Earlier, there was the Advertising Standards Council of India (ASCI) Code, which used to provide certain guidelines for celebrities, but was not considered as a comprehensive law to regulate or monitor such misleading celebrity advertisements. Select a tool you need from the toolbar that appears in the dashboard. Imagine a Barcelona fan who sees the latest advertisement withLionel Messi wearing Adidas shoes. that such shares will be offered for sale, hypothecated, sold or transferred only in a transaction which is exempt under Your clients may, therefore, find themselves hiring celebrities to en-dorse their products or services. If any term, clause or provision hereof is held invalid or unenforceable by a court of competent jurisdiction, 5. The central authority may impose the following punishments on the endorser in the event of any misleading advertisement-. in any way, and Theismann shall not be entitled to the Royalty, in each case from and after the Termination Date. This endorsement can happen as a result of a celebritys appearance in a commercial or simply by wearing the brands (company) product. class air travel and hotel accommodations. Before sharing sensitive information, make sure youre on a federal government site. It addresses the benefits and risks of using celebrity endorsements, preliminary considerations when entering into a celebrity endorsement agreement, key clauses in a typical celebrity endorsement agreement, and key issues to consider when drafting or reviewing those agreements. the execution of this Agreement, Theismann will provide Bizzingo with an availability schedule indicating black out and/or available
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