Campus Mogul NIL Endorsement Agreement
This Endorsement Agreement ("Agreement") between Campus Mogul, LLC and ATHLETE will go into immediate effect upon application acceptance into Campus Mogul.
SERVICES. In connection with Campus Mogul, ATHLETE agrees to do the following:
ATHLETE hereby authorizes and grants to Campus Mogul, LLC the right, license and interest to use the Endorsement in respect of the marketing, promotion, advertising and sale of the products including their name, likeness and image under the guidance and allowances of the NCAA’s NIL policy.
SOCIAL MEDIA: The ATHLETE agrees to announce his/her partnership with Campus Mogul on all of your social media platforms, including a link to your collection page at CampusMogul.com as well as continue to promote your store on a regular basis.
The ATHLETE also agrees to make good faith efforts to re-share occasional Campus Mogul social media promotional posts in which they are tagged.
The ATHLETE acknowledges that Campus Mogul is providing shirt designs, branding, website, order fulfillment and billing, and expects athletes to provide value to the partnership by proactively promoting their branded merchandise.
ATHLETE agrees to contact Campus Mogul with any changes regarding school, jersey number or athletic status. Changes can be submitted to hi@campusmogul.com.
WHEREAS, Campus Mogul, LLC is duly organized, validly existing, and in good standing under the laws of the State of Ohio.
WHEREAS, Campus Mogul is desirous to obtain the right to use the name, likeness, and endorsement of ATHLETE, in concordance with Ohio state law and NCAA Name, Image and Likeness (NIL) policy, in connection with the advertisement and promotion of the product of Campus Mogul, LLC.
NOW THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, ATHLETE and Campus Mogul, LLC, agree as follows:
APPOINTMENT. Campus Mogul, LLC seeks ATHLETE’s assistance in offering/selling
products. Campus Mogul hereby appoints ATHLETE as representative on a non-exclusive, non-employee basis to endorse the products to Target Audience. To protect all parties from legal, eligibility-related or fiduciary concerns, no University or NCAA Trademarks shall be used in any Campus Mogul-ATHLETE collaboration.
TERMINATION: Either party may terminate the agreement at any time by written
communications. Athletes must give a 30 day notice to terminate the contract. In the event of termination, all sales and payments shall cease immediately.
CONFIDENTIALITY. Each party agrees that it will not disclose to any third party or use any confidential information disclosed to it by the other party except as expressly permitted in this agreement; and that it will take all reasonable measures to maintain the confidentiality of all confidential information of the other party in its possession or control, which will in no event be less than the measures it uses to maintain the confidentiality of its own information of similar importance.
Campus Mogul agrees to pay ATHLETE 50 percent of net profit (net profit=profit from your sales minus cost of production of items) and on all sales of products containing their Name, Image or Likeness.
CONTRACTOR. ATHLETE will be classified as an independent contractor, and not an employee of Campus Mogul, LLC. No other fees and/or expenses will be paid to the Contractor, unless such fees and/or expenses have been approved in advance by the appropriate executive on behalf of the Recipient in writing.
Contractor shall be solely responsible for any and all taxes, Social Security
contributions or payments, disability insurance, unemployment taxes, and other payroll.
All works created by Campus Mogul, LLC, will remain the property of Campus Mogul, LLC, and may not be used without permission from Campus Mogul, LLC.
Any works created by the ATHLETE will remain the property of ATHLETE.
ATHLETE shall have final decision-making authority relating to any custom designs, if created, prior to their release for public sale.
INDEMNITY. Campus Mogul will release, defend, hold harmless, and indemnify ATHLETE against all claims, losses, liabilities, judgment, and settlements arising from or relating to the endorsement of the Services, the Services, or this Agreement.
FORCE MAJEURE. If performance of this Agreement or any obligation under this Agreement is prevented, restricted, or interfered with by causes beyond either party's reasonable control ("Force Majeure"), and if the party unable to carry out its obligations gives the other party prompt written notice of such event, then the obligations of the party invoking this provision shall be suspended to the extent necessary by such event. The term Force Majeure shall include, without limitation, acts of God, plague, epidemic, pandemic, outbreaks of infectious disease or any other public health crisis, including quarantine or other employee restrictions, fire, explosion, vandalism, storm or other similar occurrence, orders or acts of military or civil authority, or by national emergencies, insurrections, riots, or wars, or strikes, lock-outs, work stoppages. The excused party shall use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and shall proceed to perform with reasonable dispatch whenever such causes are removed or ceased.
ARBITRATION. Any controversies or disputes arising out of or relating to this Agreement shall be resolved by binding arbitration in accordance with the then-current Commercial Arbitration Rules of the American Arbitration Association. The parties shall select a mutually acceptable arbitrator knowledgeable about issues relating to the subject matter of this Agreement.
ENTIRE AGREEMENT. This Agreement contains the entire agreement of the parties, and there are no other promises or conditions in any other agreement whether oral or written concerning the subject matter of this Agreement. This Agreement supersedes any prior written or oral agreements between the parties.
AMENDMENT. This Agreement may be modified or amended in writing, if the writing is signed by the party obligated under the amendment.
GOVERNING LAW. This Agreement shall be construed in accordance with the laws of the State of Ohio.
Neither party may assign or transfer this Agreement without the prior written consent of the non-assigning party, which approval shall not be unreasonably withheld.