1. Introduction

By accessing, registering for, or using the services of Dong Phuong Star Media & Entertainment Co., Ltd (NSMEDIA) ("NSMEDIA", "we"), you ("Idol", "you", "user") agree to comply with these Terms of Use. These terms constitute a legally binding contract between you and NSMEDIA. If you do not agree with any of the terms, please stop using our services immediately.

2. Definitions

In these terms, the following words are understood as follows:

• Idol: TikTok content creators managed, trained, and supported by NSMEDIA.
• Platform: The ngoisao.media website, Idol management application, AI tools, online training system.
• Training Program: Courses, 1:1 mentor sessions, learning materials, creative support tools.
• Income: Money from TikTok livestreams, the Bảo Cấp, Chuyên Cần, PKQT reward systems, and other legal bonuses.
• Account: A registered account on the NSMEDIA platform to access services.
• Content: Any video, image, audio, or text created and uploaded by the Idol.

3. Participation Requirements

To become an NSMEDIA Idol, you must simultaneously meet the following conditions:

• Aged 18 or older (if under 18, must have written consent from a parent or legal guardian).
• Have a valid TikTok account that is operating normally and not functionally restricted.
• Provide accurate and complete personal information, and update it when there are changes.
• Commit to complying with TikTok community guidelines and related social media platforms.
• Not violate Vietnamese law, including but not limited to: cybersecurity law, intellectual property law, advertising law.
• Agree to the NSMEDIA Terms of Use and Privacy Policy.

4. Idol Rights and Obligations

4.1. Idol Rights:

• Receive free training with professional 1:1 mentors with real-world experience.
• Use AI tools to support content creation, data analysis, and income management.
• Receive income according to published reward tables and sharing ratios.
• Participate in the Idol community, offline/online events, and special reward programs.
• Receive technical support, content consulting, and connections with suitable brands.
• Be protected for ownership of original content created by yourself.

4.2. Idol Obligations:

• Livestream regularly according to the schedule committed to NSMEDIA (minimum as required by the program).
• Strictly comply with TikTok community guidelines, Vietnamese law, and professional ethics.
• Do not share platform login accounts, passwords, or authentication information with third parties.
• Keep confidential customer information, brand partner information, and NSMEDIA internal information.
• Actively cooperate with the marketing team when there are advertising campaigns and events.
• Do not use content that violates copyright, is pornographic, violent, hateful, or fraudulent.
• Notify NSMEDIA within 7 days if there are changes to personal information or bank account.

5. Income Policy

Idol income is specifically regulated as follows:

• Sharing Ratio: Idols receive from 60% to 85% of income from TikTok livestreams, depending on rank and performance.
• Payment: Made on the 15th of each month via registered bank transfer.
• Tax: The Idol is responsible for declaring and paying personal income tax in accordance with Vietnamese law. NSMEDIA has the obligation to support by providing necessary documents.
• Brand deals: Income from brand contracts is split according to each specific contract agreement, usually the Idol receives 70-80%.
• Advance: Idols can apply for an advance of up to 50% of current accumulated income, maximum 2 times/month.

6. Content Ownership and Intellectual Property

• The Idol retains full ownership of original content created on their personal TikTok account.
• NSMEDIA has the right to use the Idol's images, videos, and information for marketing and PR purposes with prior written or message confirmation consent.
• AI tools, training materials, and platform software are the intellectual property of NSMEDIA. Idols may not copy, distribute, or resell them.
• Idols may not use the NSMEDIA logo or brand for personal purposes without permission.

7. Termination of Cooperation

Cooperation between the Idol and NSMEDIA may be terminated in the following cases:

• Voluntary by Idol: Send notice 14 days in advance via official email. Accumulated income will still be paid in full.
• Serious Violation: NSMEDIA has the right to terminate immediately if the Idol engages in spam, fraud, violates the law, or damages NSMEDIA's reputation.
• Not Meeting Requirements: After 30 consecutive days of not livestreaming without a valid reason or prior notice.
• Termination by NSMEDIA: In the case of termination not due to violation, NSMEDIA will notify 30 days in advance and support the Idol's transition.

Upon termination, the Idol will still receive all accumulated income and payment within 15 business days. AI tools and platform accounts will be deactivated 30 days from the termination date.

8. Limitation of Liability

To the extent permitted by law, NSMEDIA is not liable for:

• Lost or reduced income due to technical issues from TikTok or third-party platforms.
• TikTok accounts being restricted, locked, or banned due to violations of TikTok policy.
• Personal information leaked due to third-party errors outside of NSMEDIA's reasonable control.
• Indirect, incidental, special damages, or due to the Idol's own actions.
• Content created by the Idol that violates third-party intellectual property rights.

NSMEDIA's total liability in all cases does not exceed the total income paid to the Idol in the most recent 3 months.

9. Security and Privacy

The collection, storage, and processing of personal data is carried out in accordance with NSMEDIA's Privacy Policy. The Idol agrees to allow NSMEDIA to process necessary personal data to provide services. All sensitive information (bank account, ID card) is only used for payment and identity verification purposes.

10. Amendment of Terms

NSMEDIA has the right to amend these Terms at any time. All changes will be notified via registered email and updated on the website at least 15 days before taking effect. For non-significant changes, notification may be shorter. Continuing to use the service after the changes take effect means accepting the new terms.

11. Governing Law and Dispute Resolution

These Terms are governed by the laws of the Socialist Republic of Vietnam. Any disputes arising from or related to these terms will first be resolved through negotiation. If unsuccessful within 30 days, the dispute will be brought to the competent People's Court in Ho Chi Minh City, Vietnam.

12. Contact

For any questions, complaints, or requests related to the Terms of Use, please contact:

• Email: lienhe@ngoisao.media (response within 48 business hours)
• Hotline: lienhe@ngoisao.media (Business hours, Monday - Friday)
• Address: Ho Chi Minh City, Vietnam