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Creator Agreement

Independent Contractor Agreement for UGC Content

This Creator Agreement (the “Agreement”) is between Hedwig Labs Inc. (“Hedwig” or “Company”) and [Creator legal name] (“Creator”). Hedwig runs the Hedwig UGC – Creators program and engages Creator to produce short-form video content that features Hedwig.

Company

Hedwig Labs Inc.

Creator

[Creator legal name]

Creator email

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Program

Hedwig UGC – Creators

Platforms

TikTok, Instagram

Effective date

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1. Definitions

“Deliverable” means an original short-form video Creator publishes on an allowed platform under this Agreement. “Approved Deliverable” means a Deliverable Hedwig has approved in the Hedwig platform. “Views” means views of a Deliverable as described in Section 3.3.

2. What Creator does

• Post 5–7 pieces of original content each week on TikTok and Instagram.
• Naturally incorporate Hedwig into each video, following any brief or brand guidelines Hedwig provides.
• Keep the accounts used for the program connected in the Hedwig platform so Views can be measured.

3. Payment

Hedwig pays Creator for each Approved Deliverable based on its Views on its best-performing platform. If the same video is posted on more than one platform, it counts as one Deliverable and is paid on the platform where it has the most Views.

3.1 How tiers work. A Deliverable earns the amount for the highest tier it has reached; tiers do not stack. Deliverables with fewer than 1,000 Views earn no payment. The maximum for any one Deliverable is $2,500. If a Deliverable that has been paid later reaches a higher tier, Hedwig pays the difference in the next payment cycle — for example, a Deliverable paid $40 at 10,000 Views that later reaches 25,000 Views is paid an additional $10, for $50 in total.

3.2 Approval and payment cycle. Only Approved Deliverables are paid. Hedwig reviews Deliverables for originality, compliance with this Agreement and brand guidelines, and approves or declines them. Payments are made every 14 days for amounts due at the time, by a payment method Hedwig and Creator agree on.

3.3 Measuring Views. Views are the counts reported for the Deliverable by the platform, read by the Hedwig platform either through Creator's connected account or from the Deliverable's public view count. Where a platform does not publish a view count for a post type (for example, photo or carousel posts), that post earns payment only through a linked video on another platform. If measurement is unavailable, Creator may provide native analytics screenshots or exports reasonably acceptable to Hedwig; Hedwig may defer payment for affected Deliverables until Views can be confirmed.

3.4 Invalid activity. Hedwig may exclude from payment any Deliverable whose Views were artificially inflated (bots, paid or incentivized traffic, or other invalid activity). Proven manipulation is a material breach of this Agreement.

3.5 Questions and disputes. Creator can see each Deliverable's Views and payments in the Hedwig platform. Any dispute about an amount must be emailed to team@hedwig-ai.com within five (5) business days of the payment; the parties will work in good faith to resolve it within ten (10) business days. Undisputed amounts remain payable on schedule.

4. Deliverables

4.1 Keeping posts up. Creator will keep each Approved Deliverable public for at least 90 days after posting unless removal is required by law, platform policy, or Hedwig's request. A Deliverable removed earlier for other reasons forfeits unpaid amounts for that Deliverable.

4.2 Accounts. Creator will keep the program accounts connected in the Hedwig platform and notify Hedwig within forty-eight (48) hours of any handle change.

4.3 Good-faith content. Deliverables must be genuine, individually produced content. Reposting the same or substantially the same video on one account, mass or automated posting, or content that doesn't follow this Agreement may be treated as not delivered and is not paid. Repeated padding is a material breach.

5. Relationship of the parties

Creator is an independent contractor of Hedwig, not an employee, agent, or partner. Creator decides how, when and where to create Deliverables within this Agreement. Creator is responsible for their own taxes, insurance and other obligations; Hedwig does not withhold taxes. Creator will provide tax information (such as a Form W-9 or W-8BEN) on request.

6. Content rights

Creator owns their original content and grants Hedwig a non-exclusive, royalty-free, worldwide license to use, repost and promote Deliverables on Hedwig-controlled channels during this Agreement and for a reasonable recap period after it ends. Other uses require a separate written agreement. Creator warrants that Deliverables are original, do not infringe anyone's rights, contain no unlicensed third-party material (music, images, fonts) and have any needed appearance or location consents.

7. Compliance and brand safety

Creator will follow applicable laws, platform policies and the U.S. Federal Trade Commission's Endorsement Guides, including clearly disclosing the relationship with Hedwig in each Deliverable (for example #ad or the platform's paid-partnership label). Creator will promptly edit or remove a Deliverable at Hedwig's reasonable request for compliance or brand-safety reasons. Information Creator provides about their identity and location must be accurate.

8. Term and termination

This Agreement starts on the effective date and continues until either party ends it. Either party may end it at any time with written notice (email is enough). Hedwig may immediately remove any Deliverable from the program that breaks the law, this Agreement or brand-safety requirements. On termination, Creator is paid for Approved Deliverables at the Views they have reached as of the termination date; nothing further accrues after that.

9. Confidentiality

Creator will keep confidential any non-public information Hedwig shares, including briefs, rates and platform data, and use it only for this Agreement. This survives termination.

10. Liability

Each party will indemnify the other against third-party claims arising from its breach of this Agreement, willful misconduct, or content it supplies. Except for breaches of Sections 6 or 9, indemnity obligations, and fraud, each party's total liability is limited to the amounts paid or payable under this Agreement, and neither is liable for indirect or consequential damages.

11. General

This is the entire agreement between the parties on this subject. Changes must be in writing and signed (including electronically) by both parties. If a provision is invalid, the rest remains in effect. This Agreement is governed by the laws of the state of Hedwig's principal place of business. Electronic signatures in the Hedwig platform are equivalent to handwritten signatures.