MAIN TERMS

•   This personal management agreement is between Link-Media Services LTD (the “Agent”) and (client name), an individual (the “Talent”).
•   Agreement length 2 weeks at a fixed rate 20%
•   The Talent is engaged in Onlyfans / Fanvue.
•   The “Agent” is engaged in the business of providing personal management services to talent in the entertainment industry.
•   The “Talent” wishes to engage the “Agent” to advise the Talent, and direct and manage the development of the Talent’s career.
•   This contract relates only to OnlyFans and Fanvue, any other contractual agreements within your career are not included within this contract.

The parties therefore agree as follows:

ENGAGEMENT:  SERVICES

The Talent hereby engages Agent, and the Agent hereby accepts the engagement, to serve as the Talent’s exclusive personal manager, representative, and advisor, throughout the world and perform the services described in this agreement in connection with this management (the “Services”). Services. Without limiting the scope of Services described in subsection(a).

Agents Obligations. The Agent shall:

•   be available at reasonable times and places to counsel the Talent on the Talent’s career goals;
•   at the Talent’s direction, or as authorised previously, use best efforts to supervise the Talent’s professional career, effectuate the Talent’s decisions, and represent the Talent;
•   devote as much productive time, energy, and ability to the performance of its duties and the powers and authorities granted under this agreement as may be necessary to provide the required Services;
•   perform the Services in a reasonable manner and with professional diligence and skill, using fully-trained, skilled, competent, and experienced personnel;
•   notify “the Talent” of any matter that may require legal attention;
•   advice and counsel the Talent about matters relating to publicity, public relations. sponsorships, endorsements, advertising and compensation;
•   the selection of materials to showcase the Talent’s abilities and talents.
•   the selection of other talent to assist or accompany the Talent;
•   the Talent’s physical appearance, wardrobe, and other material;
•   the selection of agencies, agents, firms, and other entities to represent the Talent or procure employment for the Talent;
•   policies and practices in the entertainment industry;
•   business negotiations and dealings relating to the Talent’s career; and pursuant to the irrevocable power of attorney granted by the Talent to the Manager in section 5 below and after obtaining the Talent’s consent in each instance:
•   approve and permit the use of the Talent’s name, likeness, photograph, voice, recording, and other material in advertising, publicity, or the promotion of any products and services;
•   sign and deliver any agreement either relating to the Talent’s services and talents or to effectuate any decision of the Talent;
•   engage, supervise, and discharge any talent agents, employment agencies, other entities or individuals to perform services or obtain contracts, deals, engagements or employment for the Talent;
•   represent the Talent in business negotiations and dealings; and until the Talent retains an accountant or financial representative, collect and receive money payable to the Talent and endorse the Talent’s name on and deposit any cheques payable to the Talent for the Talent’s services, and retain any amounts owed to the Agent.
• The Agent shall provide the Talent with a weekly statement detailing the Commission, as defined in section 3 below collected, received, and deposited by the Agent on the Talent’s behalf and any permissible deductions taken including for the Commission, as defined in section 3 below.
•   Legal Compliance. The Agent shall perform the Services in accordance with standards prevailing in the industry and in accordance with applicable laws, rules, or regulations. The Agent shall obtain all permits or permissions required to comply with those standards, laws, rules, or regulations, and the Agent shall obtain all permits or permissions required to comply with these standards, laws, rules or regulations.

Talent’s Obligations. The Talent shall:

•   engage the Agent to be the Talent’s exclusive personal manager of the Talent’s career;
• be solely responsible for payment of all of the Talent’s union dues, publicity costs, promotion or exploitation expenses (with prior consent), traveling expenses (with prior consent), wardrobe expenses, and other expenses related to the Talent’s career, including reasonable expenses arising from the performance of the Services by the Agent;
•   assist and cooperate with the Agent to enable the Agent to provide the Services;
•   do all things necessary and desirable to promote and further the Talent’s career:
•   If ‘Talent chooses to leave the contract before end of contract. Loss of earnings will be claimed from the ‘Talent’;
•   “Talent’ should not engage on social media and talk about our name and company;
• inform the Agent of any employment opportunities or inquiries the Talent receives; and use proper agencies to obtain employment opportunities and engagements and instruct those agencies to remit any compensation received by them to the Agent on the Talent’s behalf.

TERMS AND TERMINATION

This agreement is effective as of the Effective Date and shall continue in force, unless otherwise terminated in accordance with subsection(b) below, for a period of (the “Initial Term”).

Termination. This agreement may be terminated:

•   by either party for a material breach of any provision of this agreement by the other party, if the other party’s material breach is not cured within 30 days of receipt of written notice of the breach;
•   by either party at any time and without prior notice if the other party is convicted of any crime or offence or is guilty of serious misconduct in connection with its performance under this agreement; or
•   automatically, on the death of the Talent.

Responsibilities after Termination

Following the termination of this agreement for any reason, the Talent shall pay the pay the Agent any outstanding Commission (as defined below) owed to the Agent for Services rendered before the effective date of the termination.

COMPENSATION.

As compensation for the Services, the Talent shall pay the Agent of the Net Income (as defined below) earned by the Talent and derived from the Talent’s activities in any capacity in the entertainment industry during the Initial Term (the “Commission”).

“Gross Income” means salaries, bonuses, earnings, fees, royalties, gifts in lieu of income, shares of profit, shares of stock, partnership interests, percentages and the total amount paid for a package television or radio program (live or recorded), motion picture, or other entertainment package, earned or received, directly or indirectly, by the Talent, its heirs, successors, and assigns, or any other person as a result of the activities described in subsection (b) below.

Gross Income includes recoveries of claims for damages (GROSS of actual costs and expenses, including reasonable attorneys’ fees paid by the Talent related to those claims, but excluding punitive damages) from entertainment-related claims, or any other type of income recovered (based on claims asserted by or on behalf of the Talent) or otherwise received or credited during the Term by the Talent or its heirs, successors, or assigns or anyone else (including the Manager) on the Talent’s behalf and related to the Talent’s career in the entertainment industry.

Exclusions.

Gross Income does not include, and the Agent will not be entitled to a Commission on the following:

•   amounts actually paid to unrelated third parties for recording costs (except advances and amounts paid to the Talent for its services in connection with that recording), including producers’ fees and royalties actually, paid by the Talent or on the Talent’s behalf to those record producers;
•   amounts actually paid to unrelated third parties for video or television production costs (except for amounts paid to the Talent for the Talent’s services in connection with those productions);
•   amounts paid to unrelated third parties for tour support, including sound and light expenses, transportation, and equipment rentals;
•   amounts paid by the Talent or charged to the Talent for opening acts (Other than the Talent) in connection with appearances or tours performed by the Talent;
•   amounts received from corporate sponsorships, that are actually paid to unrelated third parties for expenses like tour support, video production, and in-kind contributions from third parties like equipment, clothing, and products;
•   union or guild pension, health or welfare contributions paid to or made on behalf of the Artist.
• Income Sources. The income sources on which the Commission is based include amounts earned by the Talent from: OnlyFans /Fanvue earnings

Property. If the Gross Income is in the form of stock, the right to buy stock, or ownership of all or part of an entertainment property, the Agent may receive the Agents pro rata share of that Gross Income. However, if the Talent is required to make any payment to receive that Gross Income, the Talent shall pay the Agents pro rata share of that payment or will be deemed to have forfeited its right to any such share.

Payment. 

The Talent shall pay the Commission to the Agent every 7 days.

After the termination of the agreement, the Agent is entitled to Commission for any Gross Income that the Talent earns, receives, or becomes entitled to pursuant to any engagement or agreement entered into during the Initial Term under this agreement and will be payable to the Agent. 30 days after the termination of the agreement, the Agent will no longer be entitled to any Commission under the

agreement

•   Each party shall each maintain accurate books and records of all transactions under the agreement. Each party shall be permitted reasonable access to the books and records of the other party for purposes of inspection. Any discrepancies between the Agent Commission and the books or records shall be corrected within 30 days of the Talent’s receipt of written notification of that discrepancy from the Agent.
•   During the Initial Term, if the Talent gets a regular full-time employment engagement and becomes unavailable to perform other career activities during that engagement, the Talent understands that the Services required of the Agent may be reduced. This will not affect the Talent’s obligation to pay the Commission.

REIMBURSEMENT; ADVANCES.

The Agent shall invoice the Talent monthly, for reimbursement of actual out-of-pocket costs or fees (the “Expenses”) reasonably incurred on the Talent’s behalf in connection with the Agents performance of the Services.

Expenses may include wardrobe, publicity costs, travel costs, union dues, copying, phone calls, and courier expenses. The Agent shall allocate any Expenses that also benefit another client or clients managed by the Agent on a pro rata basis between the Talent and those other clients. The Talent shall pay the invoices for Expenses within 30 days of receipt. The Agent shall provide to the Talent substantiating receipts or paid bills before any payments are due. The Agent may not incur any single-item Expense greater than £500.00, or aggregate Expenses greater than £500.00 in a 30-day period without the prior consent of the Talent.

Advances. At the Agent sole option, the Agent may make loans or advances to the Talent. The Talent shall repay any such loans or advances within 30 days of receipt, unless the parties agree otherwise.

POWER OF ATTORNEY.

The Talent appoints the Agent for the Initial Term, as the true and lawful attorney in fact for the Talent and authorizes the Agent to act in the name of the Talent solely for the purposes and within the scope of this agreement. The power of attorney granted to the Agent is coupled with an interest and is irrevocable during the Initial Term.

DISCLAIMER.

The Agent is not licensed as a theatrical, artist’s, employment, booking, or talent agent and will not assume the duties of those agents. The Talent acknowledges that the Agent has not offered, attempted or promised to obtain or provide information for obtaining employment or engagements for the Talent, or to perform services that require a professional licence, and that the Agent is not obligated or authorised to do so.

OTHER ACTIVITIES.

The Agent is providing exclusive services to the Talent and devoting its entire time or that of its staff to the Talent or the Talent’s affairs. The Agent may engage in the same or similar services for other talent or any other business activity.

GOVERNING LAW.

Choice of Law. The laws of the United Kingdom govern this agreement (without giving effect to its conflicts of law principles).

Choice of Forum. Both parties’ consent to the personal jurisdiction of the state and federal courts.

AMENDMENTS. No amendment to this agreement will be effective unless it is in writing and signed by both parties or its authorised representative.

ASSIGNMENT AND DELEGATION

No Assignment. Neither party may assign any of its rights under this agreement, except with the prior written consent of the other party. All voluntary assignments of rights are limited by this subsection.

No Delegation. The Agent may not delegate any performance under this agreement, except with the prior written consent of the Talent.

Enforceability of an Assignment or Delegation. If a purported assignment or purported delegation is made in violation of this section, it is void.

COUNTERPARTS; ELECTRONIC SIGNATURES.

Counterparts. The parties may execute this agreement in any number of counterparts, each of which is an original but all of which constitute one and the same instrment.

Electronic Signatures. This agreement, agreements ancillary to this agreement, and related documents entered into in connection with this agreement are signed when a party’s signature is delivered by facsimile, email, or another electronic medium. These signatures must be treated in all respects as having the same force and effect as original signatures.

SEVERABILITY.

If any one or more of the provisions contained in this agreement is, for any reason, held to be invalid, illegal, or unenforceable in any respect, that invalidity, illegality, or unenforceability will not affect any other provisions of this agreement, but this agreement will be construed as if those invalid, illegal, or unenforceable provisions had never been contained in it, unless the deletion of those provisions would result in such a material change so as to cause completion of the transactions contemplated by this agreement to be unreasonable.

NOTICES

Writing; Permitted Delivery Methods. Each party giving or making any notice, request, demand, or other communication required or permitted by this agreement shall give that notice in writing and use one of the following types of delivery, each of which is a writing for purposes of this agreement: personal delivery, mail (registered or certified mail, postage prepaid, return-receipt requested), nationally recognized overnight courier (fees prepaid), facsimile, or email. Addresses. A party shall address notices under this section to a party at the following addresses:

If to the Manager:

Link Media Services LTD

86-90 Paul Street,

London,

England,

EC2A 4NE

WAIVER

No waiver of a breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this agreement will be effective unless it is in writing and signed by the party waiving the breach, failure, right, or remedy. No waiver of any breach, failure, right, or remedy will be deemed a waiver of any other breach, failure, right, or remedy, whether or not similar, and no waiver will constitute a continuing waiver, unless the writing so specifies.

ENTIRE AGREEMENT.

This agreement constitutes the final agreement of the parties. It is the complete and exclusive expression of the parties’ agreement about the subject matter of this agreement. All prior and contemporaneous communications, negotiations, and agreements between the parties relating to the subject matter of this agreement is expressly merged into and superseded by this agreement. The provisions of this agreement may not be explained, supplemented, or qualified by evidence of trade usage or a prior course of dealings.

Neither party was induced to enter this agreement by, and neither party is relying on, any statement, representation, warranty, or agreement of the other party except those set forth expressly in this agreement.

Except as set forth expressly in this agreement, there are no conditions precedent to this agreement’s effectiveness.

HEADINGS. The descriptive headings of the sections and subsections of this agreement are for convenience only, and do not affect this agreement’s construction or interpretation.

EFFECTIVENESS. This agreement will become effective when all parties have signed it. The date this agreement is signed by the last party to sign it (as indicated by the date associated with that party’s signature) will be deemed the date of this agreement.

NECESSARY ACTS; FURTHER ASSURANCES. Each party shall use all reasonable efforts to take, or cause to be taken, all actions necessary or desirable to consummate and make effective the transactions this agreement contemplates or to evidence or carry out the intent and purposes of this agreement.

[SIGNATURE PAGE FOLLOWS]

Each party is signing this agreement on the date stated opposite that party’s

Date Signed:

Agent Name: Link Media Services LTD

Agent Signature: Joe Armstrong

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Date Signed: (below)

Talent Name: (below)

Talent Signature: (below)

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