Article 1: Definitions

    For the purposes of these Terms and Conditions, the following terms shall have the meanings indicated unless the context requires otherwise:

    • Platform: The designated website or application used to manage collaboration, document instructions, payments, and notifications.
    • Accounts: Social media accounts created for the benefit of the contracting entity on TikTok, Instagram, YouTube Shorts, or any other platform formally approved.
    • Content: All visual, audio, or textual materials published through the Accounts.
    • Views: Genuine views from real users as recognized by the relevant social media platform's algorithms, excluding artificial or fraudulent methods.
    • Minimum Payout Threshold: An amount of 500 SAR per payment cycle, as specified in Article 7.

    Article 2: Scope of Collaboration

    • The service provider shall create and manage the Accounts on behalf of the contracting entity and comply with all instructions communicated through the Platform.
    • No Content may be published without prior written approval via the Platform.
    • The service provider may produce original Content provided that prior approval and applicable rules are observed.
    • Artificial methods to increase Views are strictly prohibited.
    • The contracting entity reserves the right to review or remove any Content without liability for compensation.

    Article 3: Term and Termination

    • These Terms come into effect from the date of activation and remain valid for an indefinite period.
    • Either party may terminate the collaboration with at least three (3) days' notice via the Platform, email, or mobile number, without obligation to state reasons.
    • The contracting entity may terminate immediately and without compensation if the service provider breaches any material obligation.
    • If terminated by the service provider or due to breach, no unpaid amounts below the Minimum Payout Threshold shall be due.

    Article 4: Ownership and Intellectual Property

    • All Accounts and Content published therein shall remain the exclusive property of the contracting entity.
    • The service provider may not reuse, transfer, or republish the Accounts or Content without prior written consent.
    • The service provider irrevocably waives any intellectual property rights relating to the Accounts or Content in favor of the contracting entity.

    Article 5: Obligations

    Obligations of the Service Provider:

    • Create and optimize the Accounts in line with best practices.
    • Publish Content in accordance with the approved schedule and instructions.
    • Refrain from publishing Content that violates laws, public order, morality, or third-party rights.
    • Maintain confidentiality of all information received.
    • Provide periodic performance reports upon request.

    Obligations of the Contracting Entity:

    • Provide timely instructions and Content (if available).
    • Pay amounts due in accordance with Article 7.
    • Provide access to the Platform and tools necessary for performance, at its discretion.

    Article 6: Financial Compensation

    • The service provider shall be compensated per one thousand (1,000) valid Views at the rate announced on the Platform at the time the Views are achieved.
    • The contracting entity may amend the rate at any time. Amendments apply only to Views generated after the effective date of the change.

    Article 7: Payment Terms

    • Payments are made twice monthly, on the 1st and 15th of each Gregorian month.
    • Payment is conditional upon the service provider's accumulated balance reaching at least 500 SAR.
    • If the Minimum Payout Threshold is not reached, the balance is carried forward to the next cycle.
    • Payments are made via bank transfer to the service provider's registered account details.

    Article 8: Confidentiality

    • The service provider shall maintain confidentiality of all information, data, and documents related to the contracting entity during the collaboration and for six (6) months thereafter.
    • In case of breach, the contracting entity shall be entitled to compensation for direct damages incurred.

    Article 9: Liability and Indemnity

    • The service provider shall be liable for any violation of platform policies, third-party intellectual property rights, or prohibited Content published.
    • The service provider shall indemnify the contracting entity against any direct loss, damage, or third-party claims arising from such breaches.
    • The contracting entity shall not be liable for indirect, special, or consequential damages suffered by the service provider.

    Article 10: Force Majeure

    No party shall be deemed in breach where performance is prevented by an unforeseeable event beyond its reasonable control. If such event persists for more than five (5) consecutive days, either party may terminate without liability.

    Article 11: Notices

    • Formal notices shall be made via the Platform, email, or registered mobile number and deemed received within twenty-four (24) hours of sending.
    • Updated contact details shall only be valid once formally communicated.

    Article 12: Governing Law and Jurisdiction

    These Terms shall be governed and interpreted in accordance with the laws of the Kingdom of Saudi Arabia. The Commercial Court in Riyadh shall have exclusive jurisdiction over disputes arising hereunder.

    Article 13: General Provisions

    • Entire Agreement: These Terms constitute the full agreement and supersede prior understandings.
    • Amendments: No amendment shall be valid unless in writing and formally signed/accepted.
    • Assignment: No party may assign rights or obligations without prior written consent.
    • Severability: Invalidity of any clause shall not affect the validity of the remainder.
    • Headings: Section titles are for convenience only and shall not affect interpretation.
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