This User Generated Content Agreement (the "Agreement") contains the complete terms and conditions between New Look Retailers Limited registered in England and Wales (company number 01618428) located at New Look House, Mercery Road, Weymouth, Dorset, DT3 5HJ ("us", "we" or "New Look") and you, regarding your participation in New Look’s USER GENERATED CONTENT PROGRAM (the "Program") as a New Look content creator ("you" or "Participant").
Terms and Conditions
Your enrolment in the Program constitutes your unconditional agreement to the following terms.
Privacy Statement
You acknowledge and agree the personal data you provide will be governed and processed in accordance with the relevant data protection legislation from time to time. For further information on your privacy rights, please refer to New Look’s PRIVACY POLICY and TERMS & CONDITIONS.
BY ENROLLING IN THE PROGRAM, YOU ARE CONFIRMING THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.
1. ELIGIBILITY TO PARTICIPATE IN THE PROGRAM
To participate in the Program and be eligible for Rewards, you must sign up on this page and follow all terms and conditions set forth in this Agreement. You must be a legal resident of the United Kingdom and at least eighteen (18) years of age or older. Employees of New Look and/or any of its parent, subsidiaries, affiliates or related companies are not eligible to participate.
Enrolling in the Program allows you to earn Rewards from New Look by sharing approved and qualifying content that tags or mentions @newlook on Instagram and/or @newlook on TikTok.
2. DEFINITIONS
"Participant" shall mean the individual participating in the Program by displaying New Look's Products on the public social media accounts owned or controlled by Participant with genuine followers, including but not limited to, Instagram and TikTok (individually and collectively, "Participant's Social Platform(s)"), and tagging @newlook in exchange for receiving Rewards from New Look.
"Rewards" shall mean the benefit the Participant will receive from New Look for displaying and sharing qualifying Post(s), pursuant to the terms of this Agreement.
"Post" shall mean a post, story, video or vlog, as applicable, made by Participant on Participant's Social Platform(s), showcasing the Product and subject to the terms of this Agreement.
"Product" shall mean product available for purchase at the time of Post from the New Look website and stores. Participant is solely responsible for acquiring (by purchase, borrow or otherwise) any such Product; however, from time to time, New Look may gift Product to Participant as determined in its sole discretion.
3. POSTS
Your Post:
- must depict only Participant and no other person, unless such other person is at least eighteen (18) years of age or older and a legal resident of the United Kingdom and Participant has obtained the consent of such person to be depicted in the Post (the "Permitted Third Party");
- must depict Participant and/or the Permitted Third Party wearing Product(s);
- must tag and mention in caption @newlook (as applicable) and must include the required hashtag #ad in a clear and conspicuous manner (for example, in an Instagram Post, it must appear "above the fold" within the first three (3) lines of the post or superimposed in a story);
- must not mention, reference or show any brand and its business or products that is competitive to New Look;
- must not defame, misrepresent, disparage or be negative towards New Look, its business, products or brands, or any third party business, brands, products or services competitive to New Look, nor breach any contract, law or duty of confidentiality;
- must reflect Participant's actual, honest opinions, findings, beliefs, or experiences with New Look and its business and products and will not contain any statements or representations about New Look or its business and products which are not true or that is misleading or deceptive;
- shall be Participant's own original work which is not generated through the use of artificial intelligence (AI), created solely by Participant, and will not infringe the intellectual property (copyright and trade mark), privacy, publicity, or other personal or proprietary rights of any person or entity; and
- shall not contain or reference content which causes harm, is lewd, obscene, sexually explicit, pornographic, disparaging, defamatory, libelous, or otherwise illegal, offensive or inappropriate in any way.
Participant represents, warrants and agrees that it shall abide by all of the foregoing, as well as all applicable laws, rules and regulations, including the Committee of Advertising Practice Codes and Advertising Standards Authority Guidelines (collectively "ASA Guidelines"), which require that commercial relationships between brands and influencers be disclosed, as well as the Community Guidelines, Terms of Use; and other applicable policies of the social media platform used by Participant for its Post(s). We reserve the right to withhold Rewards and/or terminate your participation in the Program if we determine, in our sole discretion, that you are not in compliance with this clause 3, including but not limited to, your noncompliance with the ASA Guidelines and failure to clearly and conspicuously include the required hashtag #ad as set forth above. Participant further represents and warrants that they have obtained any and all necessary consents of any Permitted Third Party.
4. REWARDS DETERMINATION
Once you earn Rewards, you will be emailed those Rewards to the email address you registered with the Program. Rewards and the criteria to qualify for Rewards may change from time to time, and Rewards may be offered on a limited basis.
We reserve the right to suspend the distribution of Rewards at any time and indefinitely if we suspect any improper activity or a potential breach of any of the terms of this Agreement by the Participant.
We reserve the right to immediately cancel or withhold for later review any Rewards for any Post(s) that fail to comply with clause 3 or clause 7 of this Agreement.
We reserve the right, in our discretion, to change or modify the available Rewards at any time.
5. OWNERSHIP
As between Participant and New Look, New Look shall own all right, title and interest, including all Intellectual Property Rights, in and to the New Look website and this Program. For the purposes of this Agreement, "Intellectual Property Rights" means copyright rights, trade mark rights, patent rights, trade secrets, moral rights, right of publicity, authors' rights, contract and licensing rights, goodwill and all other intellectual property rights as may exist now and/or hereafter come into existence and all renewals and extensions thereof, regardless of whether such rights arise under the laws of the United Kingdom or any other state, country or jurisdiction.
6. LICENSE TO USE OF POSTS AND PARTICIPANT'S IMAGE
We agree that you shall retain ownership rights to your Posts and you hereby grant us the perpetual, worldwide, royalty-free and irrevocable right and licence to use, modify, publish, copy, re-post, link to or otherwise use your Posts, your Social Platform handle, your name, your image and you and/or the Permitted Third Party likeness as depicted in a Post (“Material”), in whole or in part, for any purposes, in any and all medium (including but not limited to New Look’s social media pages, website, print and digital marketing). You have no right to receive notice of New Look using Material or to review, approve, or receive additional compensation for use of Material, no matter the nature or quantity of uses New Look may make of the Material. New Look will have no obligation to de-list or delete any posts featuring Material in the event the Participant is no longer in the Program.
We agree that you shall retain ownership rights to your Posts and you hereby grant us the perpetual, worldwide, royalty-free and irrevocable right and licence to sub-licence, use, modify, publish, copy, re-post, link to or otherwise use your Posts, your Social Platform handle, your name, your image and you and/or the Permitted Third Party likeness as depicted in a Post (“Material”), in whole or in part, for any purposes, in any and all medium (including but not limited to New Look’s social media pages, website, print, digital marketing and in any promotional material published by a third party). You have no right to receive notice of New Look using Material or to review, approve, or receive additional compensation for use of Material, no matter the nature or quantity of uses New Look may make of the Material. New Look will have no obligation to de-list or delete any posts featuring Material in the event the Participant is no longer in the Program.
7. RESPONSIBILITY FOR PARTICIPANT'S SOCIAL PLATFORM
Participant will be solely responsible for all content that appears on Participant's Social Platform. Such responsibility includes, without limitation:
- the accuracy, timeliness and appropriateness of content posted on or to Participant's Social Platform;
- ensuring that posted materials do not violate or infringe upon the rights of any third party; and
- ensuring that posted content is not libelous or otherwise illegal.
8. COMMUNICATIONS
By enrolling in the Program, you agree to be subscribed to New Look marketing emails, including but not limited to Program-related communications, at the email address registered with the Program. You may opt-out of receiving marketing emails from New Look at any time by clicking the "unsubscribe" link in the email to manage your preferences.
9. CONFIDENTIALITY AND DATA PROTECTION
Both parties shall keep confidential any confidential information which either party supplies to the other party in connection with this Agreement. Confidential information will include the terms of this Agreement and all information marked as being confidential and any other information which ought reasonably to be assumed to be confidential. The obligations as to confidentiality in this Agreement will not apply to any information which:
- is available to the public other than because of any breach of this Agreement;
- is, when it is supplied, already known to whomever it is disclosed to in circumstances in which they are not prevented from disclosing it to others;
- is independently obtained by whomever it is disclosed to in circumstances in which they are not prevented from disclosing it to others; or
- is required to be disclosed by law or by any court or tribunal with proper authority to order its disclosure.
For the purposes of the General Data Protection Regulations and Data Protection Act 2018 (collectively, the “DPA”), as amended, Participant agrees and consents to New Look holding and processing personal data relating to you in any form, whether electronically or otherwise, provided that New Look complies at all times with all applicable data protection laws and best practices.
The personal data you provide will be processed in accordance with the New Look PRIVACY POLICY.
The Participant is not authorised to process any personal data (as defined by the DPA) on behalf of New Look without express written permission and is not appointed as a data processor on behalf of New Look for the purposes of the DPA.
10. INDEMNITY
Participant shall defend, indemnify and hold New Look and its officers, directors and employees harmless from all claims, damages, and expenses (including, without limitation, reasonable legal fees) relating to Participant's breach of this Agreement or gross negligence.
11. LIMITATION OF LIABILITY
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU UNDERSTAND AND AGREE THAT NEW LOOK SHALL NOT BE LIABLE TO YOU WHATSOEVER IN CONTRACT, TORT (INCLUDING NEGLIGENCE, MISREPRESENTATION, RESTITUTION, BREACH OF STATUTORY DUTY AND ANY OTHER TORT), SAVE AS EXPRESSLY PROVIDED IN THIS AGREEMENT. FURTHER, OUR TOTAL LIABILITY TO PARTICIPANT ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT AND THE PROGRAM WILL NOT EXCEED ONE HUNDRED POUNDS (£100.00).
12. DISCLAIMER OF WARRANTY
THE PROGRAM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT REPRESENTATIONS, WARRANTIES OR GUARANTEES OF ANY KIND. NEW LOOK EXPRESSLY DISCLAIMS ANY REPRESENTATIONS, WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, WITH RESPECT TO THE PROGRAM OR ANY PRODUCTS SOLD THROUGH THE PROGRAM (INCLUDING, WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, NON-INFRINGEMENT, OR ANY IMPLIED WARRANTIES ARISING OUT OF A COURSE OF PERFORMANCE, DEALING, OR TRADE USAGE). IN ADDITION, NEW LOOK MAKES AND GIVES NO WARRANTY (i) THAT THE PROGRAM WILL MEET YOUR REQUIREMENTS, (ii) THAT THE PROGRAM WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, AND (iii) THAT THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE PROGRAM WILL MEET YOUR EXPECTATIONS. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE PROGRAM IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF ANY SUCH MATERIAL. NEW LOOK FURTHER MAKES NO REPRESENTATION THAT THE OPERATION OF THE NEW LOOK WEBSITE AND/OR THE LOUDCROWD WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, AND WE WILL NOT BE LIABLE FOR ANY SUCH INTERRUPTIONS OR ERRORS.
13. TERM AND TERMINATION
The term of this Agreement will begin as soon as Participant enrols into the Program and will end when terminated by either party (the "Term"). Either party may terminate this Agreement at any time, with or without cause, by giving the other party notice.
New Look expressly reserves all rights to terminate the Program, in whole or in part, at any time for any or no reason, as determined in its sole discretion, by giving Participant notice by email.
Upon termination of this Agreement, Participant shall promptly remove all Program-related content from Participant's Social Platform. Participant is only eligible to earn Rewards for Posts displayed during the Term. Any provisions that by their express terms do, or by their nature should, shall survive the termination of this Agreement.
14. MODIFICATION
We reserve the right to modify this Agreement, the Program, available Rewards, or any element or feature thereof, at any time, for any reason. We will notify you of material changes to the Agreement or the Program by email to the address associated with your account or by other means as may be permitted or required by applicable law. The updated Agreement will be effective as of the time of posting, or upon such later date or by such other method as specified by New Look. The updated Agreement will apply to your participation in the Program beginning as of their effective date. In the event of Program termination, New Look will not pay out with respect to Rewards that are not earned prior to the effective date of termination.
If any modification is unacceptable to you, your only recourse is to terminate this Agreement, in which event you shall be entitled to your rights under the unmodified Agreement prior to the date of the applicable modification. Your continued participation in the Program following our posting of any modification will constitute binding acceptance of the change.
15. INDEPENDENT CONTRACTOR RELATIONSHIP
The relationship of the Participant to New Look will be that of independent contractor and nothing in this Agreement shall render it or the Participant an employee, worker, agent or partner of New Look. You will have no authority to make or accept any offers or representations on our behalf. Participant has no authority to act for or on behalf of New Look or to bind New Look in any legal contracts.
Prior to enrolment, the Participant will confirm whether they are engaged through an intermediary such as a personal services company. Where the Participant is engaged through an intermediary such as a personal services company, the Participant will promptly give to New Look all such information and documentation as it may reasonably require at any time in order to determine whether the engagement of the Participant is or will constitute an engagement to which Chapter 10 of Part 2 of the Income Tax (Earnings and Pensions) Act 2003 applies ("Deemed Employment"). The Participant will promptly inform New Look of any change to their status, or any information or documentation previously provided in compliance with this clause and shall also promptly provide any other information or documentation that it considers (or ought reasonably to consider) to be materially relevant to determining whether the engagement of the Participant is Deemed Employment.
16. MISCELLANEOUS
Program notices will be transmitted, in New Look’s sole discretion through the Program accounts, e-mail, regular mail, or through other methods as may be deemed appropriate by New Look or permitted under this Agreement or applicable law.
Notices required from Participant to New Look under this Agreement shall be delivered by nationally recognised commercial overnight courier with written verification or receipt; or mailed postage prepaid by certified or registered mail, return receipt requested, to New Look, ATTN: Customer Care Team, New Look Retailers Ltd, Mercury Road, Weymouth, Dorset.
If any provision of this Agreement is found to be invalid or unenforceable by a court of competent jurisdiction, such invalidity or unenforceability shall not impair, affect or render invalid or unenforceable any other provision of this Agreement, and such invalid or unenforceable provision shall be replaced by a provision that is valid and enforceable and that comes closest to expressing the intention of such invalid or unenforceable provisions.
17. GOVERNING LAW
This Agreement shall be governed by and construed under the laws of England and Wales. Both parties submit to the exclusive jurisdiction of the English courts in relation to any dispute concerning this Agreement.
18. ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the parties relating to this subject matter and supersedes all prior or simultaneous representations, discussions, negotiations and agreement, whether written or oral.