Ambassador Program Terms and Conditions
Last Updated: 2022-03-07
PLEASE READ THIS ENTIRE AGREEMENT CAREFULLY.
BY SUBMITTING THIS AMBASSADOR APPLICATION FORM, YOU ARE AGREEING THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THAT YOU UNEQUIVOCALLY AGREE TO BE LEGALLY BOUND EACH AND EVERY TERM AND CONDITION.
The AMBASSADOR Program Agreement (the “Agreement”) is a legally binding contract between you (“Ambassador”, “you”, or similar terms) and andar global (“andar global”, “us”, “we”, or similar terms) and applies to your participation in the andar global Ambassador Program (the “Program”). Any person or entity that participates or attempts to participate in the Program must accept this Agreement without change. By registering for the Program, you agree to this Agreement.
1. Program Description. The Program permits you to monetize your social media user-generated content by placing on your social media profiles (“Your Profiles”) a personalized code (the “Ambassador Referrer Code”), as further described in Section 4 below. When our customers purchase eligible products from www.andar-global.com (the “andar global Site”) using the Ambassador Referrer Code, you are eligible to receive a commission for “Qualifying Purchases”, as further described (and subject to the limitations in) Section 5 below.
In addition to Commissions, we will be offering 1 bra top and 1 leggings as a welcome gift for our ambassadors. No extra charge nor fee will be asked. We will offer the Free Gift only once in the first month of the Program. We will offer the Agreement extension with the renewal of the discount voucher every month if you fulfill all the Ambassador Obligations as further described in Section 8. You and we are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and us or our respective affiliates. You will have no authority to make or accept any offers or representations on our or our affiliates’ behalf.
You will ensure that the information in your Program application and information otherwise associated, including your email address, mailing address, and other contact information, is at all times complete, accurate, and up-to-date. We may send notifications (if any), approvals (if any), and other communications relating to the Program and this Agreement to the email address enrolled in the Program. You will be deemed to have received all notifications, approvals, and other communications sent to that email address, even if the email address enrolled in the Program is no longer current. You can update your information by emailing us at: email@example.com
You can update your information by emailing us at: firstname.lastname@example.org
2. Enrollment in the Program. To begin the enrollment process, you need to submit a complete Program application. We will evaluate your application and will notify you of your acceptance or rejection. We may reject your application for any reason. If we accept you into the Program you will be an Ambassador for purposes of this Agreement. We encourage you to contact us if you feel we have made an incorrect decision.
3. Eligibility for Participation. To be eligible to participate in the Program, you must (a) be at least 18 years of age; (b) have an Instagram account; (c) have a PayPal account; (d) comply with this Agreement to participate in the Program and to receive Commissions.
4. Ambassador Referrer Code. We will provide a personalized code (the "Ambassador Referrer Code") to be placed on Your Profile or your social media content to permit accurate tracking, reporting, Commission accrual, and purchase benefits to referred buyers. By entering the Ambassador Referrer Code, the referred buyer can get a ten percent discount on their purchase of andar’s all products other than outlet products. Referred buyers can redeem each unique Ambassador Referrer Code only once. You shall not modify the Ambassador Referrer Code. You must ensure that the Ambassador Referrer Code is properly entered when referred buyers are making purchases. We will not be liable to you with respect to any failure by you or referred buyers to use the Ambassador Referrer Code, including to the extent that such failure may result in any reduction of amounts that would otherwise be paid to you pursuant to this Agreement.
5. Commissions We will pay you Commissions on Approved Transactions to customers as provided in herein. For a product sale to be eligible to earn a Commission, it must be an Approved Transaction, and the customer must enter the Ambassador Referrer Code when making purchases on our Site, accept delivery of the product at the shipping destination, and remit full payment to us (“Qualifying Purchase”). We maintain the right to not pay on Approved Transactions with failure to use the Ambassador Referrer Code.
You may not purchase products using the Ambassador Referrer Code for resale or commercial use of any kind. Such purchases may result, in our sole discretion, in the withholding of Commissions or the termination of this Agreement
Qualifying Purchases are disqualified and no Commission shall be due whenever (a) they occur in connection with a violation of this Agreement, or any other terms, conditions, specifications, statements, and policies that we may issue from time to time that apply to the Program; (b) any purchases that occur after termination of your Agreement; (c) any order where a cancellation, return, or refund has been initiated; or (d) any purchase that is not correctly tracked or reported because the Ambassador Referrer Code is not properly formatted or used.
We will use commercially reasonable efforts to accurately and comprehensively track Qualifying Purchases for the purposes of our internal tracking, and creating and distributing your Commissions. We may hold accrued Commissions for a reasonable period of time following any termination of this Agreement to ensure that the correct amount is paid.
The Commissions shall be calculated as a 10% of “Qualifying Revenues”, which are revenues derived by us from Qualifying Purchases, excluding revenues derived from and costs associated with shipping, taxes, and promotional discounts.
We will pay Commissions in United States Dollars via PayPal approximately within 30 days from the end of each calendar month in which they were earned. You are solely responsible for any PayPal fees, and any and all taxes. We are not responsible for any Commissions that are not received by you due to any suspension or termination of your PayPal account.
6. Taxes. We may deduct or withhold any taxes that we may be legally obligated to deduct or withhold from any amounts payable to you under this Agreement. From time to time, we may request tax information from you. If we request tax information from you and you do not provide it to us, we reserve the right (in addition to any other rights or remedies available to us) to hold any amounts otherwise payable to you in connection with the Program until you provide this information or otherwise satisfy us that you are not a person from whom we are required to obtain tax information.
7. License to use Affiliate Content. You will grant us the worldwide, sublicensable, royalty-free and irrevocable right, but not the obligation, and fully-paid-up license to use, change, edit, modify, reproduce, repost, compile, display, publish and otherwise use any copyrighted content, personality rights, and trademarks and/or in materials posted using the Ambassador Referrer Code, (the “Posts”) in any manner and in or on any form, method, platform, technology, or media now known or hereafter devised. We may use and publish content from the posts in compilations, republication email, posts and other marketing and advertising without limitation, without further compensation or Commission to you. You hereby waive any personality, publicity or other rights contained in the Posts, in favor of andar global.
8. Ambassador Obligations (Applies to B(SNS Ambassador) ONLY)
a. You must promptly provide us with any information that we request to verify your compliance with this Agreement.
b. You must upload at least two social user-generated content on your choice of the following social media channels set on public: Instagram, Twitter, TikTok, YouTube, and blogs. Each social user-generated content must include more than one image or video explicitly showing andar global’s product and logo in or on the content.
c. You must grant permission to promote your content affiliated with this Program as a branded content for advertising. Thereby you must toggle on the ‘Allow Business Partner to Promote’ button on your post upon our request.
d. You must solely present andar global and must not add other brands-related tags nor highlight other brands’ products in or on the content affiliated with this Program.
e. You must follow andar global’s Instagram account and add tags related to andar global in or on your content affiliated with this Program.
f. You shall use the Ambassador Referrer Code without manipulations.
g. You must be kind and respectful to all other Brand Ambassadors.
h. You shall not conduct any activities which are libelous, obscene, discriminatory, unlawful, and/or contain sexually explicit, pornograhic and violent content.
i. You shall comply with all applicable laws, regulations, and rules in connection with your participation in the Program. Your breach of any of the terms of this Agreement, or any other agreement between you and us, or in connection with the Program (e.g. the PayPal User Agreement) then, in addition to any other rights or remedies available to us, we reserve the right to permanently (to the extent permitted by applicable law) withhold (and you agree you will not be eligible to receive) any and all Commissions otherwise payable to you under this Agreement, whether or not directly related to such violation without notice and without prejudice to any right of andar global to recover damages in excess of this amount.
9. Warranties You represent, warrant, and covenant that (a) you will participate in the Program in accordance with this Agreement, (b) your participation in the Program, including without limitation, your creation, maintenance, or operation of Your Profile(s) will not violate any applicable laws, ordinances, rules, regulations, orders, licenses, permits, guidelines, codes of practice, industry standards, self-regulatory rules, judgments, decisions, or other requirements of any governmental authority that has jurisdiction over you (including all such rules governing communications, data protection, advertising, and marketing), (c) you are lawfully able to enter into contracts, (d) you have independently evaluated the desirability of participating in the Program and are not relying on any representation, guarantee, or statement other than as expressly set forth in this Agreement, (e) you will not participate in the Program if you are the subject of U.S. sanctions or of sanctions consistent with U.S. law imposed by the governments of the country where you are using the andar global Site; (f) you will comply with all U.S. export and re-export restrictions, and applicable non-US export and re-export restrictions consistent with U.S. law, that may apply to goods, software, technology and services, and (g) the information you provide in connection with the Program is accurate and complete at all times.
We do not make any representation, warranty, or covenant regarding the amount of traffic or Commissions 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.
10. Term and Termination The term of this Agreement shall commence on the date andar global accepts your request to be included in the Ambassador program and will end one month from commencement (the “Term”). After the original term, we may express intention to extend the Agreement at any time if you fulfill all the Ambassador Obligations, and we will extend the term for another month upon your consent. The extension can occur without limits.
Either party shall have the right to terminate this Agreement at any time, with or without cause upon fourteen (14) days prior written notice to the other party. We may immediately terminate the Agreement if you engage in any conduct in contravention (at our sole discretion) of our Code of Business Conduct, is convicted, accused of, or pleads guilty to a charge involving moral turpitude, or if you engage in misconduct or commit any act or become involved in any situation or occurrence that brings you into public disrepute, scandal or ridicule or shocks and offends the community, commit any illegal act or act involving moral turpitude, post derogatory, demeaning or inflammatory content, takes any action against us or makes or authorizes any statements in derogation of us or our products or services and such statements become known to the general public or become a matter of public record or reasonably derogates from the public image of or otherwise reasonably reflects unfavorably upon us or our products. Additionally, we may terminate this Agreement effective immediately if you violate the terms of this Agreement.
Upon termination of this Agreement all rights and obligations of the parties will be extinguished. No termination of this Agreement will absolve you of any liability for any breach of, or liability accruing under, this Agreement prior to termination.
11. Changes to this Agreement From time to time, we may change this Agreement. We may also choose to replace these terms in their entirety if, for example, the Program changes, or ends. If we change this Agreement, we will give you notice by posting the revised Agreement on the andar global Site. Those changes will go into effect on the “Last Updated” date shown in the revised Agreement. By continuing to participate in the Program, you unconditionally consent and agree to the revised Agreement.
12. Governing Law All matters or disputes relating to or arising under this Agreement shall be governed by and construed in accordance with the internal laws of Singapore without giving effect to any choice or conflict of law provision or rule. Any claim or cause of action arising under this Agreement may be brought only in the federal and state courts located in Singapore and we hereby irrevocably consent to the exclusive jurisdiction of such courts.
13. Waiver Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Agreement. The failure of either party to enforce any right or remedy shall not be deemed a waiver of said right or remedy.
14. Disclaimers The Program, the andar global Site, any products and services offered on the andar global Site, any coupon codes, link formats, content, our and our affiliates’ domain names, trademarks and logos, and all technology, software, functions, materials, data, images, text, and other intellectual property rights, information and content provided or used by or on behalf of us or our affiliates or licensors in connection with the program (collectively the “service offerings”) are provided “as is” and “as available.” Neither we nor any of our affiliates or licensors make any representation or warranty of any kind, whether express, implied, statutory, or otherwise, with respect to the service offerings. We and our affiliates and licensors disclaim all warranties with respect to the service offerings, including any implied warranties of title, merchantability, satisfactory quality, fitness for a particular purpose, or non-infringement and any warranties arising out of any law, custom, course of dealing, performance, or trade usage. We may discontinue any service offering, or may change the nature, features, functions, scope, or operation of any service offering, at any time and from time to time. Neither we nor any of our affiliates or licensors warrant that the service offerings will continue to be provided, will function as described, consistently or in any particular manner, or will be uninterrupted, accurate, error free, or free of harmful components. neither we nor any of our affiliates or licensors will be responsible for (a) any errors, inaccuracies, viruses, malicious software, or service interruptions, including power outages or system failures or (b) any unauthorized access to or alteration of, or deletion, destruction, damage, or loss of, your profiles or any data, images, text, or other information or content. No advice or information obtained by you from us or from any other person or entity or through the service offerings will create any warranty not expressly stated in this agreement. Further, neither we nor any of our affiliates or licensors will be responsible for any compensation, reimbursement, or damages arising in connection with (c) any loss of prospective profits or revenue, anticipated sales, goodwill, or other benefits, (d) any investments, expenditures, or commitments by you in connection with your participation in the program, or (e) any termination or suspension of your participation in the program. Nothing in this section will operate to exclude or limit warranties, liabilities, or representations that cannot be excluded or limited under applicable law.
15. Limitations on Liability andar global's liability arising out of or related to this agreement shall not exceed the amount of Commissions actually earned by you in the period of twelve (12) months immediately preceding the date on which you present us with a claim arising out of or related to this agreement.
NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR ANY LOSS OF REVENUE, PROFITS, GOODWILL, USE, OR DATA ARISING IN CONNECTION WITH THE SERVICE OFFERINGS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES. FURTHER, OUR AGGREGATE LIABILITY ARISING IN CONNECTION WITH THE SERVICE OFFERINGS WILL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE TO YOU UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE EVENT GIVING RISE TO THE MOST RECENT CLAIM OF LIABILITY OCCURRED. YOU HEREBY WAIVE ANY RIGHT OR REMEDY IN EQUITY, INCLUDING THE RIGHT TO SEEK SPECIFIC PERFORMANCE, INJUNCTIVE OR OTHER EQUITABLE RELIEF IN CONNECTION WITH THIS AGREEMENT. NOTHING IN THIS PARAGRAPH WILL OPERATE TO LIMIT LIABILITIES THAT CANNOT BE LIMITED UNDER APPLICABLE LAW.
16. Miscellaneous You acknowledge and agree that (a) we and our affiliates may at any time (directly or indirectly) solicit traffic on terms that may differ from those contained in this Agreement, (b) we and our affiliates may at any time (directly or indirectly) operate sites or applications that are similar to or compete with Your Profiles, (c) our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Agreement, and (d) any determinations or updates that may be made by us, any actions that may be taken by us, and any approvals that may be given by us under this Agreement can be made, taken, or given in our sole discretion and are only effective if provided in writing by our authorized representative.
You may not assign this Agreement, by operation of law or otherwise, without our express prior written approval. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns.
Any information relating to us or any of our affiliates that we provide or make accessible to you in connection with the Program that is not known to the general public or that reasonably should be considered to be confidential is our “Confidential Information” and will remain our exclusive property. You will use Confidential Information only to the extent reasonably necessary for your performance under this Agreement and ensure that all persons or entities who have access to Confidential Information in connection with your participation will be made aware of and will comply with the obligations in this provision. You will not disclose Confidential Information to any third party (other than your affiliates bound by confidentiality obligations) and you will take all reasonable measures to protect the Confidential Information against any use or disclosure that is not expressly permitted in this Agreement. This restriction will be in addition to the terms of any confidentiality or non-disclosure agreement between the parties.
Nothing contained in this Agreement should be understood as granting you any rights in and to any of our trademarks, service marks, logos, or other intellectual property owned by us or by any third party.
No delay, failure, or default by us with constitute a breach of this Agreement to the extent caused by acts of war, terrorism, hurricanes, earthquakes, other acts of God or of nature, strikes other labor disputes, riots or other acts of civil disorder, embargoes, or other causes beyond our reasonable control, including, without limitation, the interruption or discontinuance of services provided by third parties (e.g. PayPal, Refersion, etc.) in connection with the Program.
If you have any questions, please email us at email@example.com.