L'Oréal Brasil Open Affiliate Program (THE "PROGRAM")
Terms and Conditions FOR TIKTOK SHOP CREATORS
Effective as of August 12, 2025
1. Introduction.
By clicking the "Add Products" button or otherwise participating in the Program, you ("You", "Creator" or "Social Seller") agree to these L'OREAL Brasil ("We", "Us", "Our", or " L'Oréal Brasil") Open Affiliate Terms and Conditions (the " L'Oréal Brasil Terms") governing Your participation in the L'Oréal Brasil Open Affiliate Program on TikTok Shop.
2. These Terms.
These L'Oréal Terms are separate from TikTok Shop's Terms (including TikTok Shop Direct Seller Terms and TikTok Shop Creator Terms) ("TikTok Terms"). The TikTok Terms govern Your relationship with TikTok, while these L'Oréal Terms, in addition to TikTok Terms, govern the relationship between You and L'Oréal. These L'Oréal Terms shall take precedence when a conflict of terms arises between topics covered in these L'Oréal Terms and the TikTok Terms.
You hereby represent and warrant that You are lawfully able to enter into contracts, that You are 18 years of age or older, THAT YOU ARE NOT A MINOR IN YOUR JURISDICTION, that You are not an employee of L'Oréal Brasil, and that You are and will remain in compliance with these L'Oréal Terms, including the L'Oréal Social Commerce Value Charter (below). If these L'Oréal Terms are being agreed to by a company or other legal entity, then the person agreeing to these L'Oréal Terms on behalf of that company or entity hereby represents and warrants that they, he or she is authorized and lawfully able to bind that company or entity to these L'Oréal Terms.
If You violate these L'Oréal Terms or the L'Oréal Social Commerce Value Charter, We reserve the right to direct TikTok to permanently (to the extent permitted by applicable law) cease payment of (and You agree You will not be eligible to receive) any commission income attributable to this Program otherwise payable to You under these L'Oréal Terms and the TikTok Terms, whether or not directly related to such violation without notice and without prejudice to any right of L'Oréal Brasil to recover damages over this amount. By participating in this Program, You agree that You must promptly provide Us with any information that We request to verify Your compliance with these L'Oréal Terms.
3. L'Oréal Social Commerce Value Charter.
By participating in the Program, you agree to the Social Sellers' commitments of the L'Oréal Social Commerce Value Charter, set forth below.
L'Oréal Social Commerce Value Charter — Social Sellers' Commitments
1. You share with us the same Ethical principles and values of integrity, respect, courage, and transparency, and commit to communicating authentically, and to sharing creative, engaging, and valuable content, in line with these values and principles. You do not mislead our consumers to believe in the unachievable effects of our products, through any kind of techniques. You are free to share honest opinions about our products and brands while refraining from posting defamatory or untruthful content on them.
2. You commit to not posting or have previously posted content which is at odds with our values of respect, tolerance, and inclusion. In particular, partners will not share views or engage in behaviour which could be interpreted as racism, antisemitism, homophobia, misogyny, intolerance towards any religion, violence, hateful content, bullying or aggressiveness towards others, pornography or any criminal activity.
3. You will always respect the freedom of choice of the audience and will not force a purchase on a non-consenting consumer in any way.
4. Our partners commit to respecting the terms of the agreement including expectations, objectives and timelines, and to refrain from disclosing confidential information about our brands and products to any third party, or disparaging our products.
5. You are transparent about the nature of Your relationships with Us by fully disclosing Your commercial interests to Your audience, in accordance with the guidelines of Your local advertising standards (Brand Partnership, #SponsoredBy...).
6. You respect local regulations related to Your activity and are duly registered with the relevant local social security, tax, and administrative authorities.
7. You will respect all image and intellectual property rights of third parties (including trademarks designs, copyrights and moral rights, as well as neighboring rights) as well as all consumers' rights to data privacy. You will obtain all necessary authorizations from the rights owners (including models, photographers, music publishers and record labels) before using any third parties' image and works (including music) in any content, and ensure the prompt deletion of infringing content.
8. You will act and communicate respectfully with Your audience and peers as well as Our teams during all interactions.
4. Services.
Once You are an eligible and approved creator by TikTok under the TikTok Terms, You can access and use TikTok E-commerce Creator Center where You will find opportunities to be selected by Us to promote Our selected products through Your TikTok social media account by creating any content including without limitation, text, pre-cleared music from TikTok's Commercial Music Audio Library, photographs and videos (including live streamed and recorded) (herein after, "Your Content") in order to be eligible to earn a fixed commission set by Us if Your Content generates sales through TikTok's shop (the "TikTok Shop") for Us (herein after, the "Services"). Note that, for the avoidance of any doubt, any music you choose to include in Your Content must be the pre-cleared music from TikTok's Commercial Music Audio Library and no other music is permitted in Your Content. You shall perform Your Services and provide all of Your Content hereunder in accordance with any general creative, editorial, aesthetic, and technical requirements, as well as design features and other guidelines and specifications communicated by Us prior to the social media post(s) of Your Content. You shall also comply with any deadlines given by Us to provide Services (if any). Any amounts payable to You hereunder will not be paid by Us, but rather, will be paid through TikTok's payment service providers (herein after, "Third Party PSPs"), which may include Third Party PSPs (e.g., Hyperwallet, etc.) and which will be subject to such Third Party PSP's Terms of Service and Privacy Policies. For the avoidance of doubt, employees of L'Oréal Brasil shall not be eligible for any commissions under these L'Oréal Terms.
4.1. Content Creation Following Sample Requests
Creators who request and receive product samples from L'Oréal are strongly encouraged to create and publish trackable content featuring those products. This helps both the creator and L'Oréal understand the product's impact and reach. After three sample requests without subsequent trackable content creation, the creator may be ineligible for further sample requests and brand campaigns for the specific brand in question.
5. License on Your Content.
You grant to Us, and our current and future affiliates ("Affiliates"), for the legal duration of copyright protection in applicable laws, a worldwide, royalty-free, non-exclusive license to use Your Content. This license allows Us to reproduce, publicly display, and distribute Your Content, for advertising and marketing purposes in all formats and media. This license also permits Us to create derivative works, and to combine Your Content with other materials. We will exercise Our rights under this license while fully respecting Your moral rights as the author of Your Content. The license includes the right to use Your name, nickname, social media handle, image, likeness, photograph, and biographical information ("Your Information") in connection with Your Content. This license is in addition to any license you may grant Us for the Affiliate Creative Ads feature. You retain ownership of Your Content and Your Information. We retain ownership of all advertising and marketing materials that We develop, create, or otherwise own, excluding Your Content and Your Information.
You are responsible for obtaining all necessary rights and permissions for any third-party content included in Your Content, including trademarks and copyrighted material. You confirm that only music from TikTok's Commercial Music Library is permitted in Your Content and You hereby agree not to include any other music, songs, compositions in Your Content.
6. Representations and Warranties.
You represent and warrant that:
(i) You are the person appearing in Your Content, (ii) Your Content is original to You, or You have obtained all necessary licenses and rights to use any third-party material included in Your Content, including all Intellectual Property Rights, (iii) Your Content does not violate any law, (iv) You are not restricted by any agreement that would interfere with the rights and obligations granted in these L'Oréal Terms, (v) if You have received a product sample, You will verbally and visually disclose that receipt of that free product from Us, including with "Gifted by [Brand]" as a text overlay in a clear and conspicuous manner or as otherwise direct by Us, (vi) Your Content shall be in compliance with any endorsement and testimonials laws/regulations, including clearly and conspicuously disclosing Your material connection to Us, (vii) You will only make truthful statements that are not misleading about the performance and attributes of Our product (viii) You will not mention any competing products or any retailers in Your Content, (vix) You will not use artificial intelligence, including generative artificial intelligence, to produce Your Content unless preapproved by Us, (vx) Your Content shall not contain any disparaging remarks about L'Oréal Brasil or our competitors and shall not be hateful, intolerant, inappropriate, or reference any illegal drugs.
We have no obligation to remove or disable public access to Your Content posted on social media. We are not liable for third-party use of Your Content once it is made publicly available. We are not obligated to take action against third parties using Your Content without authorization.
You and We will be responsible for its own taxes as levied by the applicable taxing authorities.
7. Commission.
You must comply with these L'Oréal Terms to participate in the Program and receive commission income. However, We do not make any representation, warranty, or covenant regarding the amount of commission income You can expect at any time in connection with the Program, and We will not be liable for any actions You undertake based on Your expectations.
8. Right to Monitor.
We reserve the right to conduct a review of the materials You post on any social media platform and any public data available about You. This review involves Us looking at Your social media content and public profile to see if Your values match L'Oréal's values as set forth in L'Oréal's Social Commerce Value Charter (link below). We reserve the right at all times to require You to edit, take down, or otherwise remove Your social media content in Our sole discretion. You shall immediately modify, remove, or discontinue as We shall determine, in Our sole discretion, any content about Us, and any other references to Us upon Our notification to You.
9. L'Oréal Intellectual Property (i.e. trademarks, copyrights, products).
If We provide You with trademarks, products or any other material owned by Us ("Our Materials"), You agree to limit Your use of Our Materials to the provision of the Services. In the event that We provide any of Our Materials to You, You agree to use those products only in connection with the Services provided herein or for Your own personal use. You will not sell Our Materials to any third parties, nor use Our Materials as promotional items in giveaways, contests, or sweepstakes, without Our prior written approval.
10. Term and Termination.
We may terminate or suspend Your participation in the Program at any time for any reason, including but not limited to any of the following: (a) You are in breach of these L'Oréal Terms, (b) We believe that We may face potential claims or liability in connection with Your participation in the Program; (c) We believe that Our brand or reputation may be tarnished by You or in connection with Your participation in the Program; (d) Your participation in the Program has been used for deceptive, fraudulent or illegal activity; or (e) We have terminated or intend to terminate the Program or any part thereof as it pertains to You.
11. Privacy.
By participating in this Program, you acknowledge you have read and understood Our Privacy Policy and You shall comply with Your obligations under the Data Protection Regulation. You declare that You have (i) complied with all obligations under Data Protection Regulation applicable to the processing of personal data (including any data subject information obligation) and (ii) performed all notifications and submitted all requests for authorization to their respective data protection authority as may be required for the processing of the personal data under their responsibility.
We have also developed a Privacy Policy to inform You of Our practices with respect to the collection, use, disclosure, and protection of personal information. You can find this information in Our Privacy Policy (available here).
12. Confidentiality.
You will not disclose to any third party or otherwise utilize any confidential or proprietary information obtained pursuant to these L'Oréal Terms regarding Us, Our products, services, strategies, or activities. For purposes of these L'Oréal Terms, the term "Confidential Information" shall be deemed to include all information and materials furnished by or on behalf of Us to You and/or otherwise arising from and/or in connection with the Program.
13. Liability.
Neither We nor any of Our Affiliates or licensors will be liable for indirect, incidental, special, consequential, or exemplary damages, or any loss of revenue, profits, goodwill, use, or data arising in connection with the Program, even if We have been advised of the possibility of those damages. Nothing in this paragraph will operate to limit liabilities that cannot be limited under applicable law.
14. Indemnification.
To the maximum extent permitted by applicable law, You agree to defend, indemnify, and hold Us and Our respective Affiliates, licensors, employees, officers, directors, and representatives harmless from any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:
(a) Your breach of these L'Oréal Terms, including the L'Oréal Social Commerce Value Charter, (b) Your violation of any law or regulation, (c) Your negligence or willful misconduct related to Your participation in the Program or Your TikTok channel(s), (d) Any claim that Your Content infringes the intellectual property rights or other rights of any third party.
15. Independent Contractors.
You and We are independent contractors, and nothing in these L'Oréal Terms will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between You and Us or Our respective Affiliates, nor shall You represent to any third party that any of the foregoing relationships exists. You will have no authority to make or accept any offers or representations on Our or Our Affiliates' behalf. If You authorize, assist, encourage, or facilitate another person or entity to take any action related to the subject matter of these L'Oréal Terms, You will be deemed to have taken the action Yourself.
16. Arbitration.
The parties hereto shall use good faith efforts to settle any Dispute (as defined below). To this effect, the parties agree to first try to resolve the dispute through good faith negotiation, and if agreed by the parties, with the help of a mutually agreed-upon mediator in Rio de Janeiro/RJ. Any costs and fees other than attorneys' fees associated with such mediation shall be shared equally by the parties. If the dispute is not resolved through mediation the parties agree that such dispute shall be referred to and finally resolved by arbitration under the rules of arbitration of the International Chamber Of Commerce (ICC) in force as at the date of the Dispute. The arbitration shall be the sole and exclusive forum for resolution of any such dispute, and the award rendered shall be final and binding. Notwithstanding anything to the contrary, with respect to matters involving intellectual property rights validity and ownership and/or injunctive relief, either party may seek recourse in any court of competent jurisdiction.
17. Applicable Law.
These L'Oréal Terms and the contractual relationship between You and L'Oréal Brasil and its affiliates and brands shall be governed by the Brazilian laws.
18. Modifications.
We reserve the right to modify any of the terms and conditions contained in these L'Oréal Terms at any time and in Our sole discretion by posting a change notice or revised L'Oréal Terms. Your continued participation in the Program following the effective date of such change will constitute Your acceptance of the modifications. If any modification is unacceptable to You, Your only recourse is to terminate Your participation in the Program.
19. Who We are; Address or Notices.
L'Oréal Brasil
Av. Barão de Tefé, 27 — Saúde, Rio de Janeiro — RJ
20220-460
(Updated August 12, 2025)
