LÜK Policies

LÜK 1099 Payroll Pro Policy

This LÜK 1099 Payroll Policy (the "1099 Payroll Pro Policy") supplements, forms part of, and is subject to the LÜK Terms & Conditions (the "Terms") which govern your ("Customer" or "you") access to, and use of the Services (as defined in the Terms) offered by Contact Creatives Inc., a Delaware corporation dba LÜK ("LÜK", "we", or "us"). The Terms, together with this Policy constitute a legally binding agreement between LÜK and Customer. By utilizing the 1099 Payroll Services (as defined below) you agree to be bound by this Policy and understand and agree that the 1099 Payroll Services shall constitute part of the Services provided to you pursuant to the Terms. It is important that you carefully read and understand this Policy. Capitalized terms used in this Policy but not otherwise defined shall have the meanings given to them in the Terms.

1. 1099 Payroll.

1. Overview. The Services provided by LÜK pursuant to this 1099 Payroll Pro Policy include (1) comprehensive invoice bundling (the "1099 Payroll Pro" feature), whereby LÜK will consolidate into a single invoice all third-party invoices related to a particular Confirmed Booking and/or other bookings as agreed in writing between LÜK and Customer (collectively, "Covered Bookings"); (2) Independent Contractor payment reporting services (the "Payment Reporting Services"), (3) workers' compensation insurance coverage ("1099 Workers' Compensation Insurance"); (collectively, the "1099 Payroll Services").

2. Coverage on Your Terms. Customers may from time to time elect to utilize some or all of the 1099 Payroll Services, subject to the terms of this 1099 Payroll Policy and the Membership Agreement. The 1099 Payroll Services provided to you shall be subject to the scope of Services indicated in your Membership Agreement (or as agreed separately between LÜK and Customer in writing), as may be updated from time to time in writing between the parties.

2. Payments and Reporting Services.

1. Invoice Bundling. In the event Customer utilizes the 1099 Payroll Pro feature, then in connection with each Confirmed Booking, LÜK will generate a single invoice statement capturing all invoices generated by Agencies and other third-party service providers (collectively, "Service Providers") associated with the relevant Confirmed Booking, including those generated in connection with the Payment Reporting Services (a "Bundle Statement"). Promptly following receipt of a Booking Confirmation, Customer shall ensure delivery to LÜK of all information necessary for LÜK to generate the relevant Bundle Statement, including but not limited to relevant Service Provider identification and contact details, as well as tax information, Service Provider invoices, and necessary Payment Information, as applicable (collectively, the "Bundle Information").

2. Bundle Statement. LÜK will utilize the Bundle Information to prepare and deliver to Customer a Bundle Statement for each Confirmed Booking. Customer is responsible for timely reviewing, approving and ensuring the accuracy of the Bundle Statement. Customer must correct or provide any incorrect or missing information contained in a Bundle Statement, either through the Platform, or by notifying LÜK in the manner specified in the Bundle Statement and within the time period specified therein.

3. Payments. Once a Bundle Statement has been approved by Customer pursuant to the terms indicated in the relevant Bundle Statement (an "Approved Bundle Statement") LÜK will initiate payments to Service Providers in the amounts and according to such timing mechanics as indicated therein. All payments will be facilitated via LÜK Pay. Once a payment is initiated, Customer understands and acknowledges that it will not be able to cancel or amend such payments.

4. Payment Reporting Services. Payment Reporting Services are only available within the United States. In the event you elect to utilize the Payment Reporting Services, you authorize LÜK to provide the Payment Reporting Services to you and the Independent Contractors as indicated in a Bundle Statement. "Independent Contractors" shall include Talent, as well as other individual freelancers providing services associated with a Confirmed Booking as indicated in a Bundle Statement. To use the Payment Reporting Services, you must timely submit all Payment Information (as defined below) to LÜK. The Payment Reporting Services are available exclusively with respect to Covered Bookings. In addition, each covered Independent Contractor shall also be subject to 1099 Workers' Compensation Insurance coverage as further indicated in Section 3 below.

5. Payment Information. Promptly following receipt of a Booking Confirmation subject to the Payment Reporting Services, Customer shall ensure delivery of all relevant Payment Information necessary for LÜK to provide the 1099 Payroll Services for that particular Confirmed Booking. "Payment Information" includes all information provided to LÜK in connection with the Payment Reporting Services. Customer is responsible for reviewing and ensuring the accuracy of Payment Information before it is submitted to LÜK.

6. Payment Processing. For each Covered Booking subject to the Payment Reporting Services, LÜK will process payments to Independent Contractors as indicated in each Approved Bundle Statement. Customer will not be able to cancel or amend payment transactions once they have been initiated.

3. Workers' Compensation Insurance.

For Covered Bookings subject to the Payment Reporting Services, LÜK shall procure and maintain a policy of workers' compensation insurance for all Independent Contractors for the duration of this 1099 Payroll Pro Policy. 1099 Workers' Compensation Insurance coverage shall generally be maintained in an amount of not less than $1,000,000 for each accident and a $1,000,000 disease policy limit.

4. Additional Terms.

1. Independent Contractors. The 1099 Payroll Services are made available exclusively to Customer for the purposes of facilitating payments to individuals or entities that Customer engages with on a contract or assignment basis as independent contractors. By identifying a particular Independent Contractor for inclusion within the Payment Reporting Services, Customer represents that (1) the Independent Contractors will be free from the control and direction of LÜK in connection with the performance of any work as it relates to a Confirmed Booking, (2) the work performed by the Independent Contractor will fall outside the usual course of LÜK's business, and (3) the Independent Contractor is customarily engaged in an independent established trade.

2. Accuracy of Bundle Information. Customer represents, warrants and undertakes to timely submit Bundle Information and assumes sole responsibility for the accuracy, completeness and reliability of all information provided to LÜK in connection with the 1099 Payroll Services.

3. LÜK is Not a Fiduciary; No Advice. You acknowledge and agree that LÜK is not acting in a fiduciary capacity for you; any information that LÜK provides in connection with the Payment Reporting Services is for informational purposes only and should not be construed as legal, tax, or accounting advice.

4. Services Made Available to Independent Contractors. Customer understands that in conjunction with the 1099 Payroll Service, LÜK may provide Independent Contractors with certain services. Flash Pay is offered as a convenience for Independent Contractors to use at their voluntary election.

5. Fees. The 1099 Payroll Services are subject to such fees as indicated on each Approved Bundle Statement (the "1099 Payroll Service Fee"). Customer is solely and exclusively responsible for the payment of all such Fees to LÜK in accordance with the terms outlined in this 1099 Payroll Pro Policy.

6. LIMITATION OF LIABILITY. In no event shall LÜK or its affiliates be liable for any damages whatsoever resulting from Customer's use of the 1099 Payroll Services.

7. Indemnification. Customer agrees to defend, indemnify, and hold LÜK harmless from any claims, actions, or demands arising or resulting from Customer's access to, use, or misuse of the 1099 Payroll Services.

LÜK General Policy

This LÜK General Policy (the "Full General Policy") supplements, forms part of, and is subject to the LÜK Terms & Conditions (the "Terms") which govern your access to, and use of the Services offered by LÜK. The Terms, together with this Policy constitute a legally binding agreement between LÜK and Customer.

1. Conditional Release

Any and all releases provided by the talent to Customer are conditioned upon Customer's payment of LÜK's invoice in full and in a timely manner.

2. Communicable Diseases

The Customer represents and warrants that it has put in place preventative measures to reduce the spread of communicable diseases including regulations and recommendations of health agencies.

Effective: November 28, 2023