Please note: You must be at least 18 years of age to assume the responsibilities of this Agreement.
1. As a member of O's Inner Circle, you may receive invitations to special events, products to sample and promotional messages on behalf of our editorial team and our advertisers. We may also ask for your input on issues that may be featured editorially in the magazine. You also agree that we may contact you about proposed opportunities for advertorials or other advertising relationships on behalf of O Magazine and its advertising or marketing partners. For example, we may send you packages from time to time containing samples of products we would like you to try. If you like a product, we'll ask you to post feedback on our social networks about it. We may also ask you to visit certain stores in your neighborhood, make a video about your positive experience and post the video on a social network. Our advertisers may have events in your neighborhood which we'll invite you to attend and ask you to post your positive feedback on your social networks about it if you liked it. Also, if we tell you about some great deals being offered by one of our advertisers and you think the deals are great, too, we'll ask you to post the details on your social networks. You agree that we may use and allow our advertisers to use your photos and/or quotes, including in promotional listings, marketing and sales materials, and/or advertorials.
2. As a member of the Inner Circle, you agree that you will post feedback on a fairly regular basis to your social media accounts ("Posts"). You will describe yourself as a member of O's Inner Circle and may use such pre-approved logos as we may elect to furnish to you.
3. You agree to use your best efforts in performing the tasks outlined herein and to conduct yourself in a demeanor which will not reflect adversely on you, O, The Oprah Magazine or our advertising partners. You agree to meet all generally accepted journalistic practices and commonly accepted styles. You agree to refrain from making references to drinking, drugs or sex (other than women's care products if requested by us), using vulgar language, posting offensive language, videos or photographs in your posts or on any of your profiles. Any violation of this may result in immediate suspension of your participation in O's Inner Circle.
4. Without limiting the foregoing, each Post and any other public comment will clearly disclose when free product or other consideration has been given to you. Please be aware that the Federal Trade Commission requires that persons engaged to provide promotional services must disclose the fact that they have been compensated or received consideration for their endeavors. You must familiarize yourself with those guidelines , available at https://www.ftc.gov/policy/federal-register-notices/guides-concerning-use-endorsements-testimonials-advertising-16-cfr. Accordingly, you will identify your Posts as promotional in nature through use of "#Sponsored" or similar designation as may become industry-standard. Your Posts must reflect your honest beliefs; however, you will refrain from making any Posts or comments that are negative in nature or that could cause damage or embarrassment to O Magazine or any advertiser. If have an unfavorable opinion of any products about which you may be asked to opine, you will refrain from posting.
5. Your obligations as described under this agreement, including the Posts, will be performed on a gratis basis and you acknowledge that you are entering this agreement for good and valuable consideration in the form of the goodwill anticipated to accrue, the receipt of which is hereby acknowledged.
6. You may be given deadlines for your Posts. If no specific deadline is given, you should endeavor to Post as quickly as possible after you try a product or attend an event as outlined above.
7. This Agreement will commence as of the date it is executed and continue for one year thereafter (the "Term"). O, The Oprah Magazine may terminate this Agreement (and your services hereunder) for any reason, at any time. Following expiration or termination of this Agreement, you shall have no further right to hold yourself out as a member of O's Inner Circle.
8. All of your posts in connection with O's Inner Circle , ("Work") shall be deemed "work made for hire" under copyright law as a specially commissioned contribution to a collective work and shall be the sole and exclusive property of O, The Oprah Magazine. In the event all or any portion of the Materials shall not be considered works made for hire, you hereby grant and assign to O, The Oprah Magazine all right, title and interest in and to such Materials. O Magazine shall have the right (which it may grant to others), for no additional consideration, to publish the Work by any and all means, media, formats, methods and technologies, whether now known or hereafter developed, in perpetuity throughout the universe.
9. You represent and warrant that the Work will be your original expression and in no way violates any copyright or proprietary or contract or personal right of others and that it contains nothing which invades the privacy of another or which is libelous, unlawful, or obscene. You agree to indemnify and hold harmless O Magazine, its parent, employees, directors and licensees from all liability, loss, and expense (including reasonable attorneys' fees) arising out of any claim or demand alleging facts which, if true, would constitute a breach of these warranties or representations and you further agree to assist and cooperate with O Magazine in its defense of any claims pertaining to the Work. O Magazine shall have no liability for any content in your Posts, and you will similarly indemnify and hold O Magazine harmless from any claim in respect of your posts.
10. You agree that O Magazine will also have the right to use the Work and your name, likeness and biography in connection with the use and exploitation of the Work and the Inner Circle , and the advertising, publicity and promotion of O, The Oprah Magazine. You also agree to allow our advertising partners the right to use your name and likeness in connection with your Work that may reflect positively on those advertising partners.
11. Nothing herein shall act or be deemed to create a joint venture or partnership between you and O, The Oprah Magazine and in the performance of your obligations hereunder you shall act solely as an independent contractor of O, The Oprah Magazine. As an independent contractor, you will not be an employee of O, The Oprah Magazine and will not be entitled to any benefits of staff , such as regular salary, health or vacation benefits. You will not be treated by O, The Oprah Magazine as an employee for any purpose, which means we will not withhold for federal or state taxes, social security or disability insurance, nor make unemployment contributions for you. You will be personally and solely responsible, with respect to this Agreement, for payment of any such taxes, and for any other statutory fees required of self-employed persons.
12. This Agreement shall be construed and governed by New York State law applicable to agreements wholly entered into and performed therein.
13. The parties acknowledge that this Agreement expresses their entire understanding and that there have been no warranties, representations or covenants made by either party except as are expressly set forth herein.