NeoReach and the client specified in the attached Term Sheet (“Client”) believe in following industry best practices, including full, fair and effective disclosures of material facts relating to your relationship with Client in accordance with the Federal Trade Commission’s Guides Concerning Endorsements and Testimonials in Advertising (“FTC Guides”).  As such, we require that all bloggers, influencers and similar persons (“Influencer” or “You”) adhere to the guidelines set forth below (the “Guidelines”) and in NeoReach’s Influencer Terms and Conditions (the “Terms”) when blogging, tweeting or otherwise publishing content about Client or Client’s products or services.

Respect Intellectual Property Rights

Intellectual Property is the group of legal rights to works that people create or invent. Intellectual property rights typically include copyright, trademark, and trade secret rights, as well as the right to use someone’s name, likeness, image, or voice.  Examples include photographs, videos, music (including song lyrics), trademarks/logos (e.g. Nike), brand names or brand packaging (e.g. Coca-Cola, McDonald’s), personal names/likenesses (including celebrities’ names/likenesses), quotes and writings.  You should never post or share any content including these elements without obtaining written permission to do so from the third party who owns the rights, as this would constitute a violation or infringement of their intellectual property.

This Means:

a. You should not post or share any works that You do not own or have a proper license to use or have not been authorized by Client for usage.

b. You should get permission from any third parties featured in photos and other content that You post – for example, a signed release, waiver, or other form of written permission from those third parties – even if You took the photo yourself, know the individuals involved and/or obtained verbal consent.

c. If You are unsure about a work, particularly in instances where a work includes a third-party’s trademark/logo (e.g. a Coke can or Louis Vuitton bag), or music, film or television clips, or a celebrity’s name, photo or image, You should check with Client before using the work.  A good rule of thumb is, if in doubt, do not post it.

Disclose Your Connection to Client

As set forth in the Terms, when blogging or posted about Client or Client’s products or services, You must clearly disclose your “material connections” with Client, (i.e. the fact that your post is “sponsored by Client”) and include any hashtags requested by NeoReach or Client (such as #ad or #sponsored). “Material connections” may be defined as any connection between an Influencer and a marketer that could affect the credibility consumers give to that Influencer’s statements. Important examples of “material connections” include consideration (i.e., benefits or incentives such as monetary compensation, loaner products, free products or services, in-kind gifts, or special access privileges) provided by a marketer to a You.  Note that while NeoReach and/or Client may provide recommendations and options for disclosures, neither NeoReach nor Client will be responsible for any failure by You to comply with the FTC Guides or any failure by You to obtain all third party clearances and permissions with respect to content You post.

Maintain Clear and Prominent Disclosure

The above disclosure should be made in close proximity to any statements that You make about Client or Client’s products.  This disclosure should be clear and prominent enough for consumers to view it when they are reading your posts.  This means that the disclosure should not be buried behind links or in terms and conditions (or in similar documents).  In addition, the consumer should not be required to click on, scroll down or mouse over a link in order to view the disclosure.  Please note that this disclosure is required regardless of any space limitations of the medium (e.g., Twitter), where the disclosure can be made via hashtags, such as #sponsored, #paid or #ad (preferably at the beginning of the tweet).

Give Your Honest and Truthful Opinions

Your statements should always reflect your honest and truthful opinions and actual experiences.  If a statement is not your opinion, but rather something that Client has asked You to say, this fact should be made clear to readers.

Only Make Factual Statements That Are Truthful and Can Be Verified

Only make a factual statement about Client or Client’s product/service’s characteristics or quality which You know for certain is true and can be verified.  For example, do not make statements about the performance of a product unless You have support for such claims.  Remember that even if You do not expressly state a fact, it may be implied, and these Guidelines apply to both express and implied messages.

Do Not Send E-mail Messages on Client’s Behalf Unless Expressly Requested To Do So –

Unless expressly requested to do so by Client, You are not permitted to send any e-mails on Client’s behalf, nor will Client provide You any compensation if You send any emails on its behalf.

Comply with other policies and laws

You should comply with the terms, conditions, guidelines and policies of any service that You use and all applicable laws.  For instance, if a service says it may not be used for commercial purposes, then You should not promote Client or Client’s products or services on such a site.

Protect Your Personal Information

Protect your privacy by keeping in mind that your posts are public. Don’t share personal or sensitive information about You or your family that You may not want to make available to the public.

Respect Others’ Privacy

Do not include personal information about any third party that has not been voluntarily made available by them for You to share in your posts. This includes any information that may make it possible for someone to reasonably identify another person.