Section A — Brand / Client Terms
Applicable to all Brands and Clients engaging AlliedAura for influencer marketing campaigns.
A.1
Quotation Validity & Campaign Confirmation
Any quotation remains valid for fifteen (15) calendar days from issue, after which rates may be revised based on prevailing creator rates. A campaign is confirmed only when the Client has signed or confirmed the Campaign Agreement (see G.5) and AlliedAura has received the advance under A.2.
A.2
Payment Structure & Milestones
Unless the Campaign Agreement states otherwise: (a) Advance: 50% of the campaign fee is payable immediately on signing the MOU / Campaign Agreement. Campaign execution, Creator allocation, and shoots begin only after this advance is received; (b) Balance: the remaining 50% is due immediately on the earlier of written approval of the final draft or Deemed Approval under A.6, and must be paid strictly before publication. Content is scheduled for publication only after the balance is received. The Client may alternatively pay 100% in advance.
A.3
Late Payment Interest
On any overdue amount AlliedAura may charge a late fee of 1% per day from the due date until actual payment, capped at a maximum of 10% of the campaign fee, or the maximum rate permitted by applicable law, whichever is lower. If the Client gives a valid reason for the delay and communicates it, a new payment date is fixed by mutual agreement and the late fee continues to run from the original due date. Any re-listing fee is stated in the Campaign Agreement.
A.4
Overdue Payment — Suspension, Archive & Default
- Suspension: If any payment is overdue, AlliedAura may suspend further work and hold any unpublished content until the overdue amount is cleared.
- Archive of live content: If the Campaign Agreement permits publication before the balance is cleared and the content is already live, then if the balance remains unpaid for 3–5 business days after its due date, the relevant live content will be archived, subject to platform policies and Clause B.10. This rule applies only to content already published.
- Valid reason and revised date: If the Client promptly provides a valid reason for the delay, the parties may agree in writing on a revised payment date. The 1% per-day late fee under A.3 continues from the original due date, subject to the 10% campaign-fee cap and applicable law, unless otherwise agreed in writing. A revised payment date does not automatically suspend the archive rule unless the parties expressly agree otherwise in writing. Archived content will remain archived until the Client has paid all outstanding campaign amounts due to AlliedAura. Once the Client’s outstanding campaign amounts are received in full, AlliedAura will coordinate restoration of the archived content, subject to platform availability and the Creator’s reasonable cooperation.
- Creator payment protection: If payment remains outstanding for 15 calendar days after its due date, Creator payment protection is governed by Clause B.14(c).
A.5
Execution Timelines (No TBD Policy)
The Client must select either a Fixed Launch Date or a defined Campaign Window at the time of signing the MOU. Open-ended or indefinite scheduling is not permitted without an agreed TBD provision.
A.6
Draft Review, Auto-Approval & Revisions
Upon submission of a content draft to the Client’s designated contact stated in the Campaign Agreement, the Client shall provide consolidated feedback within three (3) business days. Deemed Approval applies only if the draft was delivered to that designated contact and AlliedAura sends a written reminder before the review period expires, allowing the Client the balance of the review period to respond; if no response is received by the end of that period, the draft will be deemed approved for payment and scheduling purposes under A.2. Deemed Approval does not waive a correction required because the content fails to comply with the accepted written brief. Extension: If the Client requests extra time before the review period expires, AlliedAura may allow an additional two (2) to three (3) days in writing. Included revision: The Client is entitled to one (1) free revision for a change within the accepted brief, such as a minor text-overlay, audio, or cut correction. Brief-compliance correction: Corrections required because the draft omits or incorrectly implements an agreed mandatory brief element or brand guideline do not count as the included revision and must be corrected without extra charge. Extra changes: Changes to the approved brief, new scripting, major edits, or re-shoots are separately chargeable if agreed in writing by the relevant parties.
A.7
Pre-Shoot Campaign Pause & Expiration
If, before the shoot, Brand-side delays (including venue unavailability, non-delivery of product, or repeated rescheduling) continue for more than fifteen (15) consecutive days, the campaign will be paused. If the delay continues beyond thirty (30) days, the campaign will expire under this clause. On such expiry, a charge equal to twenty percent (20%) of the full campaign value will be deducted from the advance as an administrative and slot-reservation charge; any remaining advance will, at the Client’s choice, be refunded or credited to a re-booked campaign within sixty (60) days. This clause applies to expiry caused by prolonged Brand-side delay and does not replace the separate voluntary cancellation rules in A.8. Any different arrangement must be recorded in the Campaign Agreement.
A.8
Cancellation & Refund Policy
This clause applies when the Client voluntarily cancels a confirmed campaign; campaign expiry due to prolonged Brand-side delay is governed by A.7. More than 3 days before the scheduled shoot: the advance paid is refunded in full. Within 3 days but more than 24 hours before the shoot: a charge equal to twenty percent (20%) of the full campaign value is deducted from the advance, and the remaining advance is refunded. Within 24 hours before the shoot: the advance is non-refundable. From this amount, AlliedAura will pay confirmed Creator(s) compensation for wasted time and preparation equal to ten percent (10%) of the Creator’s fee where one Creator is booked, or five percent (5%) of each Creator’s fee where more than one Creator is booked. After the shoot: one hundred percent (100%) of the agreed campaign fee remains payable, whether or not content is published, subject to any specific written arrangement in the Campaign Agreement. Agency cancellation: if AlliedAura cancels for reasons not attributable to the Client or a force-majeure event, one hundred percent (100%) of the advance will be refunded within three (3) to five (5) business days. These charges are intended as a genuine pre-estimate of reasonably foreseeable loss, not a penalty.
A.9
Creator Replacement & Refund Guarantee
If a confirmed Creator becomes unavailable or fails to publish for reasons attributable to the Creator (including cancellation under B.3), AlliedAura will provide a replacement Creator free of charge, with the revised timeline agreed through mutual discussion. If AlliedAura fails to deliver the replacement by the newly fixed, mutually agreed date, the Client may terminate the affected deliverable and AlliedAura will refund that Creator’s full fee to the Client, less any portion already performed.
A.10
Usage Rights & Content Ownership
Subject to full payment, the Brand receives a non-exclusive license to repost the delivered content organically on its official handles for six (6) months from publication. Paid advertising use, whitelisting or partnership ads, any period beyond six months (including a one-year license), and use on other media are granted only under a written Campaign Agreement stating the scope, duration, and extra fee, and may require the Creator’s consent. For barter campaigns, the agreed barter consideration must be delivered as stated in the Campaign Agreement; the included usage right is limited to organic reposting on official handles for six (6) months. The Creator retains copyright; raw, unedited footage is neither delivered nor licensed unless agreed in writing or handed over under B.3 or B.5 on Creator default. Use of the Creator’s name, image, or voice outside the delivered content needs separate written consent.
A.11
ASCI Disclosure Compliance
All content shall carry clear and conspicuous disclosure of the paid partnership/collaboration (e.g. #ad, #collab, or platform-native "Paid Partnership" tags) in accordance with ASCI (Advertising Standards Council of India) guidelines and applicable consumer-protection rules on endorsements. The Brand is responsible for the accuracy of its product or service claims. The Brand shall not request removal of mandated disclosures.
A.12
Content Delivery Format Specifications
Unless otherwise specified in writing, all video deliverables shall be provided in 9:16 vertical format, minimum 1080p resolution, with runtime and language as agreed at the time of briefing.
A.13
Exclusivity
No exclusivity is granted to the Brand unless expressly agreed in writing and charged for separately, defining the exclusive category, period, and geographic scope in a separate addendum.
A.14
Force Majeure
Neither party shall be held liable for delays caused by circumstances beyond reasonable control, including natural disasters, government restrictions, strikes, bandhs, civil unrest, or public health emergencies. Timelines shall be extended proportionately upon prompt notification.
A.15
Performance Disclaimer
AlliedAura commits to the agreed deliverables, Creator selection, briefing, coordination, and scheduled publication. Organic reach, views, engagement, footfall, leads, sales, and conversions depend on the platform and the Brand's own offering and cannot be guaranteed unless a specific figure is expressly stated in the Campaign Agreement.
A.16
Agency Delay Buffer & Compensation
Delays caused by the Client, including late payment, late approvals, or product/venue unavailability, are not attributable to AlliedAura. If a delay attributable to AlliedAura exceeds forty-eight (48) hours beyond the agreed timeline, the Client will receive a ten percent (10%) discount on the next campaign booked with AlliedAura. The discount is not redeemable for cash and does not affect any refund expressly due under A.8 or A.9.
A.17
Brand Responsibilities
- Outlet Readiness: The outlet/venue must be operational, clean, and staff briefed to cooperate with Creators on shoot day.
- Barter Fulfillment: Promised barter items/services must be provided at the time of shoot without additional charge or delay.
- Single Point of Contact (SPOC): One authorised representative must be designated for all coordination, approvals, and feedback.
- Brand Assets & Briefing: HD logo, mandatory messaging, and guidelines must be shared prior to the shoot.
A.18
AlliedAura's Responsibilities to the Brand
- Creator Vetting: Reasonable checks are carried out on onboarded creators for audience authenticity, engagement quality, and niche relevance; audience metrics are third-party platform data and are not warranted.
- Creative Briefing: Script briefs and content angles are developed balancing brand messaging with creator style.
- Operational Coordination: End-to-end shoot scheduling, venue briefing, and timeline tracking is handled by AlliedAura.
- Brand Safety: Content is reviewed to ensure no offensive language, competitor branding, or reputational risk.
- Publishing Adherence: Content is published as per the agreed schedule, subject to the delay buffer above.
- Performance Reporting: A complete analytics report (views, impressions, reach, engagement) is shared within 5–7 calendar days of content going live, subject to the Creator submitting insights on time under B.7. The report is released to the Client only after the Client has cleared the full payment and all dues.
- Confidentiality: Upcoming product launches, offers, and business strategy shared by the Brand are kept strictly confidential.
A.19
Client Warranties & Indemnity
The Client warrants that the products, services, offers, and claims it asks Creators to promote are lawful, accurate, and properly licensed (including food-safety or other regulatory approvals), and that it owns or may use all assets it supplies. The Client indemnifies AlliedAura and the Creator against third-party claims arising from these or from the Client's breach.
A.20
Limitation of Liability
AlliedAura's total liability for any campaign is limited to the fees actually received from the Client for that campaign. AlliedAura is not liable for indirect or consequential loss, lost profits, footfall, or sales.
Section B — Creator / Influencer Terms (Paid & Barter Campaigns)
Applicable to all Creators onboarded to the AlliedAura roster for brand campaigns.
B.1
Binding Agreement & Acceptance
A Creator is bound by these Terms on signing or confirming a Campaign Agreement (see G.5) or accepting a barter item. Creators must be 18 or older and legally capable of contracting. Onboarding to the roster is not itself a campaign.
B.2
Draft & Submission Timelines
The first draft must be submitted within 48 hours of the shoot. On a minor edit request, an updated file must be delivered within 24 hours.
B.3
Creator Delay & Publishing Delay
The Creator must meet the draft deadline in B.2 and the publishing date confirmed in the Campaign Agreement. If the Creator misses a draft or publishing deadline, AlliedAura will allow one additional twenty-four (24)-hour grace period and the parties will mutually confirm a final submission or publishing date in writing. If the Creator fails to meet that final mutually agreed date, a direct penalty charge equal to ten percent (10%) of the Creator’s fee for that campaign may be deducted from the Creator’s payout, subject to the Campaign Agreement and applicable law. If the content is still not published by the final agreed date, AlliedAura may cancel the affected deliverable, remove the Creator from the roster under B.11, require handover of available campaign raw footage under B.8, and arrange a replacement under A.9. Delays caused by the Brand or genuine medical/force-majeure circumstances will be assessed fairly and the final date may be revised by mutual written agreement.
B.4
Brand-Side Delay Protection
Where a shoot or publish date is rescheduled due to reasons attributable to the Brand, the Creator shall not be penalized under Clause B.3. If the resulting delay blocks the Creator's confirmed slot for more than 15 continuous days, the Creator is entitled to either (a) mutually agreed minimum compensation for the blocked slot (payable to the extent recovered from the Client, unless the Campaign Agreement states otherwise), or (b) a penalty-free exit if the revised schedule conflicts with prior commitments.
B.5
Barter Default & Reimbursement
- Consuming Barter Without Delivery: If a Creator consumes a barter product/service but fails to send a draft or publish on time, the grace period and mutual date-fixing rules in B.3 apply.
- Recovery: If the Creator fails to meet the final mutually agreed date and ignores the warnings, the equivalent value of the product/service is recovered from the Creator through a Reimbursement Invoice payable within 7 calendar days, and the campaign is cancelled. For the same default, the 10% penalty under B.3 will not be charged a second time under this clause.
- Blacklisting & Raw Footage: Default blacklisting applies under B.11, with raw footage handed over under B.8 if available.
B.6
Competitor Exclusivity Window
The Creator shall not publish promotional content for a direct competitor business for 7 days before and 7 days after the campaign content publishes.
B.7
Post-Live Analytics Proof
Within 3–5 calendar days of content going live (as specified in the Campaign Agreement), the Creator must share a screenshot of reach and impression insights with AlliedAura.
B.8
Content Ownership & Usage Rights
The Creator retains copyright ownership of content produced. Subject to full payment and the limits in A.10, AlliedAura and the assigned Brand receive a non-exclusive licence to repost the delivered content organically on their official handles for six (6) months from publication. Paid advertising, whitelisting/partnership ads, use beyond six (6) months, or use on other media requires a written Campaign Agreement specifying scope, duration, additional fees, and any required Creator consent. Barter campaigns carry organic reshare rights only unless otherwise agreed in writing. No ownership transfer occurs. Raw, unedited footage remains with the Creator unless agreed in writing; however, on Creator default under B.3 or B.5, the Creator must hand over available raw footage shot for that campaign and grants a non-exclusive licence to use it solely for completing that campaign. The Creator warrants that content does not knowingly infringe third-party copyright, trademark, or other rights and will reasonably cooperate in resolving related claims.
B.9
Content Retention (60–90 Days)
Live content must remain active on the Creator’s profile grid for the retention period stated in the Campaign Agreement, between 60 and 90 calendar days (90 days if not stated). If the Creator deletes or archives the content early without AlliedAura’s written permission, the Creator must refund 100% of the payout already received for that campaign. If the payout has not yet been released, AlliedAura may withhold it instead. AlliedAura may also apply internal blacklisting under B.11. These consequences do not apply where deletion results from platform-side action beyond the Creator’s reasonable control (e.g. account suspension or platform-initiated takedown).
B.10
Archive Compliance Protocol
If a Brand's payment remains overdue beyond the cure period in A.4 and AlliedAura sends a written request, the Creator shall archive the relevant post within 12 hours. The Creator agrees to this by accepting a Campaign Agreement, subject to platform policies. The paid-partnership label is not removed while the post is live.
B.11
Roster Management & Blacklisting
Allocation: Campaign allocation among Creators on the AlliedAura roster is at AlliedAura’s discretion, and onboarding does not guarantee any campaign. Removal & Blacklisting: After written notice, AlliedAura may remove a Creator from the roster or place the Creator on its internal blacklist for an unpaid Reimbursement Invoice under B.5, ghosting, repeated missed deadlines under B.3, or early deletion without permission under B.9. Internal only: The blacklist is internal to AlliedAura and is never published or shared outside AlliedAura.
B.12
Creator Responsibilities
- Punctuality and courteous conduct with venue staff.
- Adherence to brand briefs and messaging requirements during shoot.
- Maintaining the 48-hour draft and 24-hour edit turnaround.
- Sending collab tag requests and sharing insight proof within 3–5 calendar days of going live (B.7).
- Responding to archive requests under B.10 within 12 hours.
- Resolving grievances privately with AlliedAura rather than through public posts.
B.13
AlliedAura's Commitments to the Creator
- Clear Briefing: Requirements, references, and guidelines provided before the shoot.
- Terms in Writing: Before work begins, the Campaign Agreement states the Creator's fee, deliverables, dates, payment milestones, cancellation compensation, and usage rights.
- Barter Coordination: Smooth delivery of promised products/services at the venue.
- Client Coordination: Collab tag approvals and client-side communication handled by AlliedAura.
B.14
Creator Payment
Unless the Campaign Agreement states otherwise: (a) Initial payout: Twenty percent (20%) of the Creator’s fee is released within one (1) to two (2) business days after the Client’s written approval or Deemed Approval of the final draft, from the Client advance received by AlliedAura. (b) Normal remaining payout: The remaining eighty percent (80%) of the Creator’s fee is payable within five (5) to seven (7) business days after publication (this is a maximum period and it may be paid earlier), subject to the Creator submitting the reach/impression insights under B.7. (c) 15-day payment protection: If the Client pays within or after fifteen (15) calendar days of the due date, AlliedAura will inform the Creator, coordinate restoration of any archived content, and clear the Creator’s remaining unpaid balance within twenty-four (24) hours after the content is restored, subject to the insights under B.7. If the Client remains unresponsive after fifteen (15) calendar days, AlliedAura will pay the Creator an additional thirty percent (30%) of the Creator’s fee, which together with the initial twenty percent (20%) makes fifty percent (50%) of the fee, and the content will remain archived until the Client pays in full. The remaining balance is then paid within twenty-four (24) hours after the Client’s payment is recovered and the content is restored. This is a rare case. If the Client has still not paid after fifteen (15) calendar days, AlliedAura will make every reasonable effort to recover the payment, and the content remains archived. Until the Creator’s remaining unpaid balance (the remaining fifty percent (50%) of the Creator’s fee) is cleared, AlliedAura will apply it as a credit toward the Creator’s next campaign(s): the unpaid amount is added to the Creator’s payout on the next campaign, and if one campaign does not cover it in full, the balance carries forward to the following campaigns until it is cleared. The unpaid balance is never waived or cancelled automatically. If the Client pays at any point, the balance is released as stated above and any credit already applied is adjusted, so that no amount is paid twice. No amount is payable twice, and the Creator will not receive more than one hundred percent (100%) of the agreed Creator fee. AlliedAura will not share the campaign performance report with the Client until all outstanding dues are cleared. If the Creator fails to publish for reasons attributable to the Creator, the initial payout must be refunded within three (3) business days or may be offset against other amounts due. If the Client cancels after the shoot, the Creator’s remaining payout is due within twenty-four (24) hours after AlliedAura receives the Client’s payment under A.8, subject to the applicable payment terms in this clause. Creator compensation for a last-minute cancellation under A.8 will be paid within three (3) to five (5) business days after cancellation. Except for the protection expressly stated in paragraph (c), AlliedAura is not required to advance Creator fees from its own funds unless agreed in writing.
B.15
Campaign Confirmation
No campaign is confirmed until AlliedAura issues a written Campaign Agreement accepted by the Creator and receives the applicable client advance. Onboarding does not guarantee campaign allocation, minimum earnings, or future work.
B.16
Client Delay
If the Client delays, postpones, cancels, or misses a scheduled payment, AlliedAura will promptly inform the affected Creator. Creator payment is then handled under the Campaign Agreement and B.4.
B.17
Independent Contractor
The Creator is an independent contractor. Nothing creates employment, partnership, or agency. The Creator is responsible for their own tax obligations and for the legality and ASCI compliance of their content.
General Provisions & Content Usage Rights
Applicable to both Brand and Creator engagements.
G.1
Governing Law, Jurisdiction & Dispute Resolution
These Terms are governed by the laws of India. Any disputes arising from campaigns will be handled fairly through direct communication between the parties, and if unresolved, will be subject to the exclusive jurisdiction of courts located in Raipur, Chhattisgarh.
G.2
Amendments
AlliedAura may update these Terms from time to time. The version number/date referenced in the Campaign Agreement governs that campaign; updates apply only to later campaigns. Earlier versions are available on request.
G.3
Severability
If any clause of these Terms is held invalid or unenforceable, the remaining clauses shall continue in full force and effect.
G.4
Entire Agreement & Precedence
These Terms together with the signed Campaign Agreement are the entire agreement and supersede prior discussions. On conflict, the Campaign Agreement prevails over these Master Terms. Any change affecting Creator fees, deliverables, payment dates, usage rights, or exclusivity needs the affected Creator's separate written consent.
G.5
Definitions
Campaign Agreement (or MOU) means the written campaign-specific agreement, signed or confirmed by email/WhatsApp, between AlliedAura and a Client or Creator. Due date means the date a payment falls due under A.2 or the Campaign Agreement. Brand and Client are used interchangeably.
G.6
Termination
Either party may terminate by written notice if the other materially breaches and does not cure within 7 days of notice. Termination does not affect accrued payment obligations, A.8, or usage rights already paid for.
G.7
Content Retention & Extended Usage Rights
Published content remains live on the Creator’s profile for the retention period in B.9 (60–90 days, as stated in the Campaign Agreement); the consequences of early deletion are in B.9 and B.11. Extended usage, such as whitelisting ads or running content beyond the standard period, depends entirely on mutual agreement between the Client and the Creator and carries additional charges (see A.10 and B.8).