MODEL AGREEMENT 

Made in Bulgaria on 30/09/2024

BETWEEN:The company YOU AN ME FANS LTD, registered with the Bulgarian Trade and Companies Register under number 207483653, whose registered office is located at Sofia 1303, Sofia District, Vazrazhdane Street, "Antim l-vi" No. 14, Floor 2, Law Firm, BULGARIA (hereinafter referred to as "YOU & ME" or "the Operator"), publishes and operates the online platform accessible at the following address: https://platform.youandme.fans (​

hereinafter referred to as "YOU & ME",

AND:

The Creator/Model, hereinafter referred to as "the Ambassador",

PREAMBLE

YOU & ME operates a platform that enables Creators to offer exclusive content to Users. To support its growth, YOU & ME seeks to collaborate with Ambassadors to promote the platform, attract new Creators, Agencies, and Fans (hereinafter collectively referred to as "Affiliates"), and consequently reward Ambassadors based on the Revenues generated by their sponsored Affiliates.

The Ambassador desires to promote YOU & ME and receive compensation based on the Revenues generated by the Affiliates they sponsor.

The parties hereby agree to the following terms and conditions:

Article 1. Definitions

  • "Creator": Any individual or legal entity registered on the YOU & ME platform as a Creator, offering exclusive content to Users.
  • "Affiliate": Any individual or legal entity who has registered on the platform using the Ambassador's Unique Sponsorship Link.
  • "Revenues": The amounts received by YOU & ME from validated Earnings of Affiliated Creators, Fans, or Agencies, as defined in this Agreement.
  • "Unique Sponsorship Link": A specific URL provided to the Ambassador for sponsoring new Affiliates.

Article 2. Purpose of the Agreement

This Agreement outlines the terms and conditions under which the Ambassador will promote the YOU & ME platform and receive compensation based on the Revenues generated by their sponsored Affiliates.

Article 3. Obligations of the Ambassador

The Ambassador agrees to:

  1. Promotion of the Platform:

    • Actively promote YOU & ME to potential Affiliates using their Unique Sponsorship Link.
    • Ensure that all information shared about YOU & ME is accurate, honest, and not misleading.
    • Respect the independence of Creators, refraining from exerting any pressure to influence their rates or activities.

  2. Compliance with Policies:

    • Adhere to the General Terms of Use of the Platform.
    • Comply with the Anti-Exploitation Policy and Content Policy of YOU & ME.
    • Refrain from using the Platform to send unsolicited messages or engage in illicit activities.

  3. Management of Information:

    • Provide accurate and up-to-date information during registration and update their details as necessary.
    • Keep their login credentials confidential and not share them with third parties.

Article 4. Obligations of YOU & ME

YOU & ME agrees to:

  1. Compensation:

    • Pay the Ambassador, as long as the Affiliate's account remains active, Revenues as follows:
      • 10% of validated Earnings from Affiliated Creators.
      • % of expenses made on the platform by Affiliated Fans.
      • % of the commission amount earned by YOU & ME from Affiliated Agencies.

  2. Transparency and Tracking:

    • Provide the Ambassador with detailed access to Revenues through their Account.
    • Supply tools for tracking and managing Revenues.

  3. Fraud Management:

    • Implement measures to detect and manage fraudulent activities.
    • Promptly inform the Ambassador in case of suspected fraud affecting their Account.

  4. Support and Assistance:

Article 5. Payment Terms

  1. Withdrawal Requests:

    • The Ambassador can request withdrawal of their earnings through their Account via bank transfer, cryptocurrency, or PayPal.

  2. Payment Conditions:

    • Payments will be made once the total Revenues exceed €100.
    • The Ambassador can suspend Revenue payments at any time and reactivate them as needed.

  3. Taxation:

    • The Ambassador is responsible for all necessary tax, administrative, and regulatory procedures related to their Ambassador activities.
    • If the Ambassador has created an Account as a professional in France and provided a VAT number, YOU & ME will increase Revenues by 20%, corresponding to the current VAT rate in France, with the Ambassador responsible for declaring and paying the VAT.

Article 6. Intellectual Property

  1. YOU & ME’s Rights:

    • All trademarks, logos, slogans, graphics, photographs, animations, videos, software solutions, texts, and other Media on the Platform and Ambassador Portal are the exclusive intellectual property of YOU & ME.
    • The Ambassador may not reproduce, copy, represent, translate, adapt, modify, or create derivative works from any part of the Platform without express authorization from YOU & ME.

  2. License of Use:

    • YOU & ME grants the Ambassador a personal, non-exclusive, and non-transferable license to use the Ambassador Portal and its content in accordance with this Agreement.

Article 7. Duration and Termination

  1. Duration:

    • This Agreement is concluded for an indefinite period starting from the date of signing.

  2. Suspension and Termination:

    • Suspension: In case of continuous, serious, or repeated violations of these terms or applicable laws and regulations, YOU & ME may automatically suspend the Ambassador’s Account without compensation, providing a durable medium with the reasons for suspension.
    • Termination Following Suspension: If the Ambassador does not satisfactorily address the issues within ten (10) days following the first day of suspension, YOU & ME may terminate the Agreement and delete the Account.
    • Termination for Breach: In cases of serious or repeated breaches by either party, the non-breaching party may terminate the Agreement after a 30-day notice period following a formal notice of breach.
    • Termination for Convenience: The Ambassador may terminate this Agreement at any time by deleting their Account.

  3. Consequences of Termination:

    • Automatic deactivation of the Unique Sponsorship Link.
    • Cessation of Revenue payments from Sponsorship.
    • Confidentiality and Data Protection clauses remain in effect for three (3) years post-termination.

Article 8. Confidentiality

The Ambassador agrees not to disclose any confidential information related to YOU & ME and its operations. This confidentiality obligation remains in effect throughout the term of the Agreement and for three (3) years after its termination.

Article 9. Liability

  1. YOU & ME’s Liability:

    • YOU & ME declines all responsibility in cases of technical malfunctions, viral attacks, or illicit use of the Ambassador Portal.
    • YOU & ME is not liable for the actions of the Ambassador or Affiliates.

  2. Ambassador’s Liability:

    • The Ambassador is solely responsible for their use of the Ambassador Portal and the Unique Sponsorship Link.
    • In cases of illicit use, the Ambassador assumes full responsibility for the consequences.

Article 10. Governing Law and Dispute Resolution

  1. Amicable Resolution:

    • In the event of a dispute, the parties will strive to resolve it amicably.

  2. Mediation:

    • If no amicable agreement is reached, the dispute may be submitted to impartial mediation.

  3. Jurisdiction:

    • This Agreement is governed by French law. In case of unresolved disputes, only French courts will have jurisdiction.

Article 11. General Provisions

  1. Entire Agreement:

    • This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements.

  2. Amendments:

    • Any amendments to this Agreement must be made in writing and signed by both parties.

  3. Non-Waiver:


ANTI-EXPLOITATION POLICY 24/07/2024

DECLARATION OF ANTI-SLAVERY POLICY

Modern slavery is a crime and a violation of fundamental human rights. It takes various forms, such as slavery, servitude, forced and compulsory labor, and any form of human trafficking, all of which involve the deprivation of a person's freedom by another for personal or commercial exploitation purposes. YOU & ME adopts a zero-tolerance approach to modern slavery and any form of exploitation of vulnerable individuals and commits to acting ethically and with integrity in all its transactions and business relationships, as well as implementing and enforcing effective systems and controls to minimize the risks of modern slavery to the maximum extent possible, whether within our company, our partners and other subcontractors, or among our creators. We also commit to ensuring transparency in our own activity and in the processes implemented to combat modern slavery. We expect the same level of uncompromising stance from all our creators, suppliers, and other business partners. Thus, within our contractual processes, we include specific prohibitions against the use of forced, compulsory labor or trafficking, or any person held in slavery or servitude, whether adult or child, and we expect our suppliers to impose the same standards on their own suppliers. This policy applies to all persons working for us, with us, or on our behalf, in any capacity whatsoever, including employees at all levels, directors, managers, temporary workers, detached workers, volunteers, interns, agents, contractors, external consultants, third-party representatives, and business partners.

Policy Responsibility

YOU & ME has the general responsibility to ensure that this policy complies with our legal and ethical obligations and that all persons associated with it comply with it. We are responsible for implementing this policy, monitoring its use and effectiveness, addressing any issues related to it, and auditing internal control systems and procedures to ensure they are effective in combating modern slavery. Management, at all levels, must ensure that its employees and other representatives understand and respect this policy and receive adequate and regular training on it and on the issue of modern slavery in supply chains. You are invited to comment on this policy and suggest ways to improve it. Comments, suggestions, and questions are encouraged and must be sent to [email protected].

Policy Detail Regarding Creators

YOU & ME aims to combat all forms of human trafficking that would be directly or indirectly linked to the content provided by creators listed on its platform. To this end, YOU & ME systematically conducts age and consent verifications for persons appearing in content. In practice, YOU & ME:

  1. Subjects Each Creator to a Certification Process

    • Thus, any candidate Creator must provide their identity document as well as a real-time selfie to prove their majority and consent. These data are processed and authenticated by an artificial intelligence solution.

  2. Requires Any Third Party Appearing in Content to Provide Proof of Their Consent and Majority

    • YOU & ME seeks to ensure that any person appearing in content published on its platform and who is not the Creator themselves is indeed of majority age and consents to the content in which they appear being broadcast on its platform. Each Creator is thus contractually obliged to guarantee and be able to prove that any person appearing in their content is of majority age and formally agrees for the content in which they appear to be broadcast and commercialized on YOU & ME.

    • Furthermore, YOU & ME analyzes, via an artificial intelligence solution, all content uploaded by creators to automatically detect potentially illicit elements. If a creator offers content featuring multiple third parties, they must then provide proof of these persons' consent (image rights transfer and authorization for broadcasting).

    • Additionally, during random checks, a creator may be required, retrospectively, to provide proof of consent and majority for a third party appearing in content.

    • Finally, YOU & ME requires any agency that presents itself as the agent of a creator registered on the platform to provide:

      • A duly executed contract concluded with the mandating creator, containing a transfer of image rights and broadcasting authorization;
      • The present Anti-Exploitation Policy signed.

    • Similarly, Ambassadors registered on YOU & ME must, upon completing the General Sponsorship Terms and Conditions, sign and unconditionally accept this Anti-Exploitation Policy.

Respect for the Policy

You must ensure that you read, understand, and comply with this policy. Prevention, detection, and reporting of modern slavery are the responsibility of all those who work with us or under our control. You are required to avoid any activity that could lead to or suggest a violation of this policy. You must inform your hierarchical superior OR your contact at YOU & ME as soon as possible if you believe or suspect that a conflict with this policy has occurred or could occur in the future. We encourage you to express your concerns regarding any question or suspicion of modern slavery within any of our creators, ambassadors, or business partners, as soon as possible. If you are unsure whether a particular act, general treatment of workers, or their working conditions at any level of our supply chains constitute one of the various forms of modern slavery, ask your hierarchical superior or by writing to [email protected]. We wish to encourage open-mindedness and will support any person who in good faith raises genuine concerns under this policy, even if they prove to be mistaken. We commit to ensuring that no one suffers detrimental treatment for having in good faith reported their suspicion that modern slavery, in any form, is or may be practiced in any part of our company or in one of our supply chains. Detrimental treatment includes dismissal, disciplinary measures, threats, termination of established business relationships, or any other unfavorable treatment related to raising a question or concern.

Communication and Awareness of this Policy

Training on this policy and on the risk our company faces due to modern slavery may be offered to any employee, ambassador, or creator working with us. Our zero-tolerance approach to modern slavery must thus be communicated to everyone working for or with us.

Uploading Content

Creators must ensure that all content uploaded to the platform adheres to YOU & ME's Anti-Exploitation Policy. Specifically, the following types of content are strictly prohibited:

  • Drug-Related Content: Any depiction, promotion, or discussion of illegal drugs, their use, or distribution.
  • Firearms and Weapons: Any content that depicts, promotes, or facilitates the use, sale, or distribution of guns or other weapons.

Automated Detection and Account Suspension

YOU & ME utilizes an artificial intelligence (AI) system to monitor and analyze all uploaded content for compliance with the Anti-Exploitation Policy. The AI system is designed to detect prohibited content such as drug-related materials and firearms.

  1. Detection:

    • If the AI system detects content that violates the Anti-Exploitation Policy, the content will be automatically flagged for review.

  2. Account Suspension:

    • Upon detection of policy-violating content, YOU & ME reserves the right to immediately suspend the Ambassador’s Account without prior notice.
    • The Ambassador will be notified of the suspension along with the reasons for the action via email to [email protected].
    • The suspension will remain in effect until a thorough review is conducted. If the violation is confirmed, the account may be permanently terminated.

  3. Appeals Process:

    • The Ambassador has the right to appeal the suspension by contacting YOU & ME’s support team at [email protected] within seven (7) days of suspension notification.
    • The appeal should include any relevant information or evidence to contest the suspension.
    • YOU & ME will review the appeal and make a final decision within fourteen (14) days.

  4. Consequences of Repeated Violations:

    • Repeated or severe violations of the Anti-Exploitation Policy may result in permanent termination of the Ambassador’s partnership with YOU & ME.
    • In cases of severe violations, such as the promotion of illegal activities, legal action may be pursued.

Reporting Violations

Ambassadors are encouraged to report any suspicious or violating content they encounter on the platform by using the reporting tools available on the platform or by contacting [email protected] directly.

Responsibility for Compliance

It is the Ambassador’s responsibility to ensure that all content they promote or facilitate through their sponsorship links complies with the Anti-Exploitation Policy. Failure to adhere to this policy will result in disciplinary actions, including but not limited to account suspension or termination.

Commitment to Zero Tolerance

YOU & ME is committed to maintaining a safe and respectful environment on its platform. This Anti-Exploitation Policy is a core component of our commitment to combating modern slavery and ensuring ethical standards are upheld by all participants on the platform.