AMBASSADOR TERMS AND CONDITIONS


Brand Ambassador Agreement

The document is intended to provide general information and guidelines only. It is not a substitute for legal advice. All promotional campaigns should be analyzed on a case-by-case basis for legal compliance.

The Company and the Ambassador agree:

  1. Appointment. The Company would like the Ambassador’s assistance in promoting / offering / selling the Company’s products via their social media accounts and other media outlets. The Company hereby appoints the Ambassador as its representative on a non-exclusive, non-employee basis to endorse and promote its services to the target audience.
  2. Term. This Agreement shall have an initial term of one year and shall automatically renew for additional one-year terms thereafter unless either party provides thirty days prior written notice of its intention of nonrenewal.
  3. Deliverables. The Ambassador will deliver the agreed number of posts on the agreed platforms on behalf of the Company according to the delivery schedule specified by the Company. The Services shall conform to the specifications and instructions of the Company as outlined in detail in the attached Schedule A, abide by the rules of the relevant social media platforms, and are subject to the Company's acceptance and approval. The Company has a maximum of 2 days to reject any deliverable in accordance with this Section and must notify the Ambassador within 1 days of receipt of work that additional revisions and/or amendments will be requested.
  4. Cancellation. Either party may terminate this agreement upon ten days prior written notice if the other party breaches this agreement and does not cure such breach within such time period. In addition to any right or remedy that may be available to the Company under this agreement or applicable law, In addition, in the event that the Ambassador has breached this agreement, the Company may (i) immediately suspend, limit or terminate the Ambassador ‘s access to any Company account and/or (ii) instruct the Ambassador to cease all promotional activities or make clarifying statements, and the Ambassador shall immediately comply. Either party may terminate this agreement at any time without cause upon thirty days prior written notice to the other party. Failure on Ambassador’s part to fulfill minimum promotion requirements as outlined on Schedule A, will be cause for termination of Ambassador’s participation in Company’s Brand Ambassador Program.
  5. Collateral Details. The Company shall provide the necessary content and briefing materials to enable the Ambassador to perform the Ambassador marketing services. If the Ambassador has obtained employees or agents (the " Ambassador Personnel"), the Ambassador shall be solely responsible for all costs associated with the Ambassador Personnel.
  6. Items to Avoid in Ambassador Posts: The Ambassador agrees to avoid mentioning the following agreed competitors of The Company: ______________________________N/A________. The Ambassador agrees to abide by all guidelines set in the Brand Rule Guidelines. (For example, all blog posts, social media statuses, tweets, and/or comments should be in good taste and free of inappropriate language and/or any content promoting bigotry, racism or discrimination based on race, gender, religion, nationality, disability, sexual orientation, or age).
  7. Approval and Content Origination: The Ambassador understands that all promotions and products they promote as part of this agreement are controlled by the Company. The Ambassador assumes all responsibility for verifying that the campaign materials used meet the Company’s approval.   
  8. Confidentiality and Exclusivity. During the Ambassador’s performance of services for the Company, the Ambassador will receive, have access to and create documents, records and information of a confidential and proprietary nature to the Company and customers of the Company. The Ambassador acknowledges and agrees that such information is an asset of the Company or its clients, is not generally known to the trade, is of a confidential nature and, to preserve the goodwill of the Company and its clients must be kept strictly confidential and used only in the performance of the Ambassador’s duties under this Agreement. The Ambassador agrees that he/she will not use, disclose, communicate, copy or permit the use or disclosure of any such information to any third party in any manner whatsoever except to the existing employees of the Company or as otherwise directed by the Company in the course of the Ambassador’s performance of services under this Agreement, and thereafter only with the written permission of the Company. Upon termination of this Agreement or upon the request of the Company, the Ambassador will return to the Company all of the confidential information, and all copies or reproductions thereof, which are in Ambassador ‘s possession or control. The Ambassador agrees that during the tenure of this contract, and for a three-month term afterward, the Ambassador will not undertake Ambassador marketing for a competitor in the same vertical as the Company.
  9. Compensation. In full consideration of the Ambassador’s performance, his / her obligations and the rights granted herein, the Ambassador shall be paid the amount agreed upon between the Ambassador and Company as per Schedule B. This includes any agreed bonus incentives should the Ambassador meet the agreed targets. The Ambassador will otherwise perform the services at his/her own expense and use his/her own resources and equipment. The Ambassador acknowledges that the agreed upon compensation represents the Ambassador’s entire compensation with respect to this agreement and the Company shall have no other obligation for any other compensation to or expenses or costs incurred by the Ambassador in connection with the performance of its obligations under this agreement.
  10. Material disclosures and compliance with FTC Guidelines. When publishing posts/statuses about the Company’s products or services, the Ambassador must clearly disclose his/her “material connection” with the Ambassador, including the fact that the Ambassador was given any consideration, was provided with certain experiences or is being paid for a particular service. The above disclosure should be clear and prominent and made in close proximity to any statements that the Ambassador makes about the Company or the Company’s products or services. Please note that this disclosure is required regardless of any space limitations of the medium (e.g. Twitter), where the disclosure can be made via

Hashtags, e.g. #sponsored or #ad. The Ambassador’s statements should always reflect the Ambassador‘s honest and truthful opinions and actual experiences. The Ambassador should only make factual statements about the Company or the Company's products which the Ambassador knows for certain are true and can be verified.

 

  1. Payment Terms. Payment can be made by PayPal or ACH to the banking information given by the Ambassador. Payments will be due seven days after the agreed invoice date.
  2. Force Majeure. If either party is unable to perform any of its obligations by reason of fire or other casualty, strike, act or order of public authority, act of God, or other cause beyond the control of such party, then such party shall be excused from such performance during the pendency of such cause.
  3. Independent Contractor. The Ambassador is retained as an independent contractor of the Company. The Ambassador acknowledges and agrees that (i) The Ambassador is solely responsible for the manner and form by which the Ambassador performs under this Agreement, and (ii) The Ambassador is a self-employed individual, who performs services similar to the services outlined in the attached Schedule of Services for various entities and individuals other than the Company. The Ambassador is responsible for the withholding and payment of all taxes and other assessments arising out of the Ambassador’s performance of services, and neither the Ambassador nor any of the Ambassador’s employees or independent clients shall be entitled to participate in any employee benefit plans of the Company.
  4. Choice of Law. This Agreement shall be construed and enforced pursuant to the laws and decisions of the State of California, USA.

 

 

 

Schedule A

 

  1. Ambassador shall publish a minimum of _____4_____ posts monthly via their social media accounts.
    1. In order for a post to count towards the minimum, the Company must be tagged on that post
    2. A minimum of ____2_____ post per month must be published on Ambassadors Instagram account
    3. Other valid social media accounts:
      1. Snapchat
      2. Facebook
  • Twitter
  1. YouTube
  1. Ambassador will promote the Company via any other media outlets at their own discretion as long as Ambassador follows the Company guidelines as set forth in this Agreement.

 

 

 

 

 

Schedule B

 

  1. All Ambassador’s sales must derive from Ambassador’s affiliate link or promo code which will be issued to them once the Agreement is finalized.
    1. Ambassadors affiliate link will be similar to caligreenclothing.com/name
    2. A promo code will be issued to ambassador once registration is complete. The promo code is to be used as a promo code on www.caligreenclothing.com
  2. For a sale to be commissionable, Ambassador’s affiliate link or promo code must be utilized by the buyer/customer.
  3. Commission Break down
    1. Up to 15% commission of total sale amount when Ambassador’s affiliate link or promo code is used by a buyer/customer
  4. Ambassador referral commission
    1. If and when Ambassador refers the Company any other Ambassador (Referred) that meets the Company requirement, the Ambassador will receive 2% merchandise credit of total sale amount when Referred affiliate link or promo code is used by a buyer/customer.
    2. Referred must meet requirements set forth by Company to qualify as an Ambassador.
  5. Commission payout
    1. All commissions will be paid out on or before 15 days following the ending of that calendar month.
    2. Company will not send any commission payments if commission total is $50 or less.
    3. In the event that Ambassador’s commission does not equal $50 for that pay period, commission balance will be carried over month over month until Ambassador amasses the minimum of $50 in commission. At which point Ambassadors commission will be paid out on the following pay period.
    4. Commission will be paid out via PayPal
      1. PayPal requires Ambassador to have a valid PayPal account
    5. Merchandise Credit
      1. All merchandise credit will reflect on Ambassadors Affiliate account on or before 15 days that transaction is completed by buyer/customer.
    6. Reporting
      1. Ambassador will be able to access commission reporting via Ambassadors Affiliate account.
      2. Merchandise Credit reporting will be issued to Ambassadors registered email address on a weekly basis.