“BROOKS RUN HAPPY TEAM” TERMS AND CONDITIONS

Please read these terms and conditions of use (Terms) carefully. The Terms contain important information. By submitting your application to be part of the Brooks Run Happy Team, each applicant (You) agrees to the applicability of the Terms.

Your Brooks Run Happy Team Application 1. These Terms apply to the ‘Brooks Run Happy Team’, (hereinafter referred to as Run Happy Team) from Brooks Sports B.V. Olympisch Stadion 33 1076 DE Amsterdam, The (hereinafter referred to as Brooks).

2. The Run Happy Team application created by You is a closed personal application and is not publicly visible.

3. Applications to join the Run Happy Team are open to all persons aged 18 years or older and resident in the United Kingdom, Ireland, Germany, Austria, Switzerland, Italy, France, Spain, The Netherlands and Belgium. Persons under the age of 18 years are excluded from participation. In order to apply, You must complete the registration form in full, including providing your personal Instagram account that is publicly visible and submitting an answer to the question ‘why you want to be part of the Brooks Run Happy Team’.

4. Run Happy Team members will be selected based enthusiasm and engagement within running communities. Criteria we use include:  Audience that consists of fellow runners and highly active people  Posts that are positive and inspiring for people who want to run and be active

5. Applications to be part of the Run Happy Team will be open until the 15th of January 2019. Before February 1 st 2019 everybody will be contacted by Brooks.

The following provisions are applicable to You if you are selected to be a Run Happy Team member:

Benefits for You as part of the Run Happy Team 6. You will be a member of the Run Happy Team from 01/03/2019 to 31/12/2019.

7. During the Term You will receive: a. The latest Brooks (minimum of 3 pairs) and seasonal apparel (minimum of 4 items) in 2019. The Brooks products You receive are for your use only and are not for resale. b. The opportunity to attend Brooks running events across Europe. c. Advice and training from Brooks experts and professionals. d. Exposure on Brooks social channels.

Deliverables from You as part of the Run Happy Team 8. During the Term, You agree to the following deliverables described below (“Deliverables”) a. Be a positive role model and an inspiration for others to run and be active. b. Post regularly throughout the months featuring Brooks gear with logo on Instagram including at least the hashtags #runhappy #runhappyteam #brooksrunning #running and the local @brookrunning-handle. c. Give your honest opinion and reviews about Brooks shoes on Your own social channels and on brooksrunning.com to help us become even better. d. Be actively involved in Brooks seasonal campaigns, by creating and sharing visual and written campaign related content on your social channels. e. You agree to leave the images and copy posted on Instagram and Facebook for a minimum of six (6) months, with exception of stories.

Brooks and Member Property 9. Brooks Property. Any Deliverables shall be owned exclusively by Brooks. Deliverables are “works made for hire” under copyright laws, and the Deliverables have been specially ordered and commissioned by Brooks.

10. Excluded from the definition of Deliverables is any intellectual property made or owned by You prior to the Term, such as your name, social media handles, likeness, trademarks, logos, or business names (“your Pre-existing IP”).

11. Member Property. As part of the Run Happy Team, You agree that Brooks may refer to you by using your image, blog, website, your name, or other identifying content, in its use of the Deliverables. You grant to Brooks a worldwide, perpetual, royalty-free, fully paid up, sub- licensable, non-exclusive license to use, reproduce, distribute, display, prepare derivative works of, and incorporate your Pre-existing IP into any Brooks marketing channel or marketing collateral. Deliverables owned by Brooks. Brooks is not obligated to use or publish any Deliverables. You shall not bring any claim (including without limitation any copyright, trademark, right of publicity, right of privacy, defamation, or false/negative light claim) against Brooks relating to or arising from our use of your Deliverables. You waive the benefit of “Droit Morale” or moral rights or any similar law, that you may have with respect to the rights granted herein.

Conflict of Interest 12. You can use competitor brands. But when you share content about Brooks product drops, Brooks seasonal campaigns and when you share content while attending a Brooks event during the Term, you agree to not include competitive brands (i.e. ASICS, , Nike, , ON and ) in those posts.

Termination 13. As part of the Terms, Brooks may terminate your participation in the Run Happy Team at any time by providing You with written notice. You will not be entitled to any compensation.

Confidentiality 14. Any non-public information concerning Brooks’ business, including but not limited to business plans, marketing plans, marketing strategy, consumer information, customer lists, sales data, and financial information (“Confidential Information”), is confidential and/or proprietary. Should You receive any Confidential Information from Brooks, You agree to keep it in strict confidence and never disclose it to any third party, except as required by law or authorized by Brooks.

Representations 15. The content You produce as part of the Run Happy Team should not contain any obscene, indecent, inappropriate, hateful, tortious, defamatory, slanderous or libelous material; You will not be sexually explicit or suggestive, profane or pornographic, violent or derogatory of any ethnic racial, gender, religious, professional or age group; You should not promote alcohol, illegal drugs, tobacco, firearms/weapons (or any use of the foregoing), any activities that may appear unsafe or dangerous, or any political agency or message;

16. You have the full and unrestricted right and authority to enter into and perform this Agreement and to grant the rights granted herein and are under no contractual restriction that would prohibit You from creating the Deliverables Your execution, delivery and performance of this Agreement will not violate any other employment, nondisclosure, confidentiality, consulting or other agreement to which You are a party or by which You may be bound;

17. If You are employed by, work for, or provide content to, any means of mass communication, such as newspapers, magazines, radio, television or the Internet (collectively, the “Media”), then You will not speak about or refer to Brooks' products, directly or indirectly, in such capacity through the Media, without disclosing that You have been or are being compensated by Brooks. The form of any such disclosure shall be mutually agreed upon by the Brooks and You.

18. You have and will comply with all applicable laws which require marketers and bloggers to disclose any material connection, whether by payment or free product, between themselves and a company, as well as any applicable Facebook, Twitter, Pinterest, Instagram or other social networking site’s policies and procedures

Independent Contractor 19. You are an independent contractor, not an employee or agent, of Brooks. You will not be entitled to any pension, deferred compensation, welfare, insurance or other employee benefits afforded by Brooks on account of your involvement with the Brooks Run Happy Team.

Indemnification and Waiver 20. You agree to defend, hold harmless, and indemnify Brooks, its parent company, and affiliates from all claims, suits, and expenses, including reasonable attorneys’ fees, which arise out of this Agreement or the Deliverables, such as infringement, privacy, and misappropriation of likeness claims.

Cross posts: 21. You agree that Brooks and its retail partners may cross-promote posts related to the Run Happy Team on their own social channels (Facebook, Twitter, Instagram) for up to six (6) months after the completion of Term as long You are tagged or credited.