PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE SUBMITTING YOUR WORK AND MATERIALS AS PART OF CREDA’S AMBASSADOR PROGRAM CALLED “AMBASSABIRDS”!
WITH YOUR ENGAGEMENT AND CONTRIBUTED MATERIALS (DOCUMENTS, PHOTOS OR ANY OTHER WORK) YOU AGREE TO THE TERMS AND CONDITIONS OF THIS CREDA BRAND AMBASSADOR AGREEMENT BETWEEN YOU AND CREDA, WHICH WILL GOVERN YOUR RELATIONSHIP WITH CREDA BY PARTICIPATING IN THE CREDA AMBASSADOR PROGRAM (THE “PROGRAM”), YOU (ON BEHALF OF YOURSELF AND THE BUSINESS YOU REPRESENT) AGREE TO BE LEGALLY BOUND BY AND COMPLY WITH THESE BRAND AMBASSADOR TERMS AND CONDITIONS, INCLUDING ALL APPLICABLE POLICIES.
IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, DO NOT SUBMIT ANY OF YOUR WORK IN ANY WAY. As used in these terms and conditions, “You” or “Your” shall mean the individual who is applying to be a brand ambassador for CREDA, and his/her employees, agents, business affiliates, and permitted successors and assigns.
By submitting Your work and participating in the Program, You agree as follows:
Your performance as an Ambassador is subject to these terms and conditions, and any separate agreement CREDA may require you to execute as well as any CREDA policies, standard operating procedures or guidelines provided to you from time to time (collectively, the “Ambassador Terms”).
1. Eligibility. To enroll in the Program, You must complete and submit your work. Initial approval of Your work does not mean that all information or actions set forth in the application comply with the Ambassador Terms, and it is Your continuing duty to ensure Your compliance. We may reject Your work and/ or dismiss You from the Program at any time at our sole discretion.
2. You don’t need to provide Your full and accurate legal name, a valid email address, mailing address, mobile phone number, or any other information required to take part in Program. You will only need to provide your blockchain wallet address if you want to claim possible rewards you win within Program. You need to provide true and accurate information to CREDA, and will update any such information as necessary to ensure that such information is kept complete and accurate. You will not use any “bot” or other automated method to enroll or participate in the Program.
3. You acknowledge and agree that You meet the following eligibility criteria:
· You have read, understand, and agree to be bound by the Ambassador Terms.
· You are eighteen (18) years of age or older.
· You maintain and actively use an account on at least one form of social media, including Medium, Twitter, Telegram, Discord, Reddit, or YouTube, which have been approved by CREDA (collectively, “Approved Media”). Your accounts on Approved Media are referred to as “Accounts.”
· You are in compliance with all FTC guidelines and the Ambassador Terms.
· You have at least one hundred (100) followers on any Approved Media.
4. Responsibilities. You agree to use Your best efforts to market and promote the CREDA Products on Your Accounts (the “Promotional Services” or the “Services”) in a manner consistent with the authorized by CREDA through its Campaigns.
You are required regularly check the CREDA Medium platform, which will be used to post new activities for the Program. All payouts and rewards will be issued by CREDA.
You are required to notify CREDA of Your Accounts on Approved Media and add CREDA as a friend/ follower. You will be notified of any additional Approved Media as it becomes available.
4.1. You agree to perform the following Promotional Services:
· Create and post photo and video content promoting the CREDA Products and/ or any related campaign as CREDA may request from time to time (“Content”). That content should abide by Content/Brand Guidelines provided by CREDA.
· Share and promote Your personal invite code or link for CREDA Products to encourage followers to use them.
· Communicate, network and/ or collaborate with social media influencers, CREDA’S social media followers and customers, and any other individuals proposed by CREDA, to promote the CREDA Products.
· Promptly respond to communications from CREDA Admin team in text, or any other form.
· Read the briefs and guidelines provided by CREDA.
4.2. You agree that CREDA may post, re-post, upload, and otherwise re-use any of Your Content at any time, without compensation other than what is provided in the Ambassador Program. You acknowledge and agree that You are responsible for:
· Any and all activity undertaken in connection with Your participation in the Program;
· Maintaining Your Accounts to ensure compliance with all applicable laws, rules, regulations and policies (collectively, the “Law”), including providing any notifications to followers as necessary to effect compliance with Law;
· Conducting Yourself at all times with the highest degree of professionalism, behaving in a legal, ethical and business-like manner and maintaining the highest standards of integrity, honesty and responsibility in Your dealings with CREDA, its staff, customers and community members;
· Presenting and demonstrating CREDA Products in a positive, truthful and sincere manner and not engaging in any activity or action that may damage CREDA’s reputation or the reputation of its products or services;
· Not using CREDA, or any trademarks, copyrighted materials, or other Intellectual Property of CREDA in any advertising, social media, or in literature other than material published by CREDA, without first obtaining the express written permission of CREDA team (CreDA Admin/Moderator); and
4.3. Prohibitions/ Restrictions. The Ambassador agrees and understands that if any Content posted by or associated with Ambassador is deemed offensive or inappropriate, that Ambassador will be deemed, at the sole discretion of CREDA, ineligible to participate in the Program. The Ambassador will then be disqualified from receiving any further reward, recognition, communication or compensation from CREDA. Ambassador will also be disqualified in the event it takes any of the following actions, each a material breach of the
Ambassador Terms:
· Makes any representations or warranties on behalf of CREDA, other than the ones contained in CREDA’s marketing and promotional information;
· Promotes CREDA Products through unsolicited or spam emails or otherwise violates any Laws regulating electronic communications;
· Engages in, promotes, or contributes to, or creates a platform for, the publishing, hosting, or promotion of sexually explicit materials, scantily clad images or video, violence, discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age, or of any content that is unlawful, harmful, threatening, defamatory, obscene, harassing or otherwise objectionable to CREDA in CREDA’s sole discretion;
· Transmits messages or images inconsistent with the positive images and/ or good will with which CREDA wishes to associate;
· Engages in, promotes, or contributes to any activity, software, or materials that may divert commissions from other participants in the Program;
· Engages in, promotes, or contributes to any illegal activity or violates CREDA’s or any third party’s legal rights, and/ or intellectual property rights;
· Engages in “spam” advertising, sends unsolicited commercial email, posts commercial messages to any forum that prohibits such messages, or engages in any other advertising or marketing practices that are deceptive, misleading, fraudulent, or otherwise objectionable in SF’s sole discretion. You may not present CREDA’s banners, images or videos as if they are Your own or any other site’s (which is usually referred to as copyright or trademark infringement, and is illegal) as it may cause a customer to opt-in thinking they are signing up to receive CREDA communications rather than Yours;
· Posts any links to the CREDA website or any other CREDA platform on Reddit.com or any sub-page, sub-domain, or sub-thread thereof;
· Creates or links to a website that copies, resembles, has the look and feel of or creates the impression that it is the CREDA website or any other platform of CREDA;
· Reads, intercepts, records, redirects, interprets or fills in the contents of any electronic form or other materials submitted to CREDA by any person or entity;
· Uses any promotional rewards that is not provided to Ambassador by CREDA for the Program, or runs any ad with any of CREDA’s URLs offering brand ambassador commissions;
· Sells or re-sells any of the CREDA’s Products, or offers a cash incentive or any other benefits for CREDA Products as a means of promotion; or
· Takes any action (or fail to take an action), that is deemed to be unsuitable to CREDA, in its sole discretion.
5. Rights of CREDA.
CREDA reserves the right to preview Ambassador’s Content upon request and reserves the right to request changes to and/or removal of Content in its sole discretion. We have the right to monitor Your Accounts at all times to ensure that Your Accounts comply with the Ambassador Terms, the Law, and any other requirements. We may notify You of any changes to Your Content or Accounts that we feel should be made. Without limiting our rights as stated herein, we may terminate Your participation in the Program if You do not make any changes to Your Account that we feel are necessary or appropriate. We reserve the right to terminate Your participation in the Program immediately and without notice to You should we suspect that You have committed fraud or otherwise violated the Ambassador Terms. If such fraud or abuse is detected, CREDA shall not be liable to You for any commissions for such fraudulent sales.
6. Independent Contractor. By entering into the Ambassador Terms, You agree that:
· You are customarily engaged in an independent business providing marketing and brand ambassador services, and are not an employee of CREDA. Therefore, You are not entitled to any benefits provided by CREDA to its employees, including, without limitation, worker’s compensation benefits or group insurance. Nothing in the Ambassador Terms should be construed to create an employer-employee relationship or any other relationship other than that of an independent contractor.
· CREDA will not have control or exercise direction over the methods by which You perform the Services. You are responsible for creating content and determining when Your Content will be shared, with the exception of time-sensitive projects as identified by CREDA
· You are responsible for Your own federal, state and local income, social security, unemployment, sales, disability and any other applicable local, state or federal taxes arising out of Your performance of Services under the Ambassador Terms.
· You understand and agree that CREDA will not withhold or make payments for social security, unemployment insurance or disability insurance contributions on Your behalf. You agree to indemnify and defend CREDA against any and all such taxes or contributions. You are also responsible for all costs, liabilities and expenses You may incur in connection with performing Services under the Ambassador Terms.
7. Payment.
7.1. Reward for Services. In consideration of the Promotional Services and rights granted to CREDA with respect to Content, Ambassador will be compensated as follows:
· A reward to be communicated to You in writing by CREDA representative and paid to You by blockchain wallet address you provide. All rewards are publicly announced as part of Program and reward payout will accrue only if you announced winner;
7.2. Reward will not be paid based on any sales or amounts that are attributed to spam, credit card fraud, or refunded for any reason, any paid commission elsewhere and/or any subsequent payment. Ambassador will not be paid a reward on any sales or orders that are not part of Program or preapproved by CREDA.
7.3. Ambassador rewards are counted and final numbers are deemed final at the sole discretion and decision of CREDA. CREDA also reserves the right to change the dates of the commission payout.
7.4. Ambassador should clearly advise followers/ customers to use the Ambassador’s program and read before Terms and Conditions.
7.5. While CREDA makes every reasonable effort to accurately track and pay rewards for all Ambassador work, CREDA is not responsible nor shall be held liable for any technical difficulties, outside events, actions by other Ambassadors, or other uncontrollable events that may disrupt or interfere with CREDA’s ability to track activities or pay rewards. CREDA has the right to pay rewards to any other person, in its discretion.
8. Intellectual Property. All CREDA trade names, trademarks, logos, slogans, domain names, trade dress, coupons, hypertext links, promotional codes, designs, works of authorship, and other advertising and marketing material (collectively, the “CREDA Intellectual Property”) is the property of CREDA, and You will not use such CREDA Intellectual Property except in the form provided to You through the Program, and solely for the purpose and in the manner specifically authorized by CREDA.
· Unless and only to the extent explicitly authorized by CREDA, You will not modify any CREDA Intellectual Property or use any modified or derivative version of any CREDA Intellectual Property.
· Unless and only to the extent explicitly authorized by CREDA, You will not purchase, use or register any domain name, or any social media profile name, handle, or moniker, that comprises or incorporates any CREDA Intellectual Property or any variations, derivatives or misspellings thereof
· You will not publish, host, or promote any CREDA Intellectual Property or other material that misrepresents Your relationship with CREDA or implies that You are an official site, authorized dealer, or otherwise specially connected with or sponsored by CREDA. Without limiting the foregoing, You will not publish, host, or promote any press releases, print advertising, or co-branding items that reference CREDA or make use of any CREDA Intellectual Property or any variations or derivatives thereof, except to the extent expressly authorized by CREDA.
· You agree that any and all content, photos, videos, verbiage, pictures, writings, other work product and/ or works of authorship generated as part of the content or otherwise related to the work that You do for CREDA (collectively, the “Content”) shall be sole and exclusive property of CREDA, and You irrevocably assign to CREDA all right, title and interest in any Content that You create, or to which You contribute, including all intellectual property rights contained therein. You acknowledge and agree that CREDA is expressly authorized to use Your name, likeness, voice, signature, photograph, image, distinctive appearance, gestures or mannerisms as part of any Content, such use will not constitute an infringement of any of Your rights, and all Your rights relating to or embodied in any Content are hereby waived.
· CREDA may post any and all of the Content on social media outlets (including but not limited to YouTube, Medium and Discord) at its discretion, in perpetuity, at no charge. CREDA may use and/or re-use the Content, alone or with other material, in its sole discretion, without any obligation to give You any ownership, credit or remuneration.
9. Confidential Information. CREDA may disclose to You confidential or proprietary information and trade secrets from time to time (collectively, “Confidential Information”). CREDA’s Confidential Information includes, without limitation, all non-public or proprietary information and CREDA Intellectual Property, including, but not limited to specifications, ingredients and other proprietary information relating to the CREDA Products, sales figures, customers, names and contact information, event format, presentation content, inventions, financial information, business plans, business processes, marketing plans, marketing strategies, marketing copy, financial projections, personal information of employees and agents, sponsorship strategies, relationships with vendors, technical data, software designs, drawings, specifications, models, source code, object code, documentation, diagrams, flow charts, inventions, techniques, marketing and other future plans. You agree to hold all Confidential Information in the strictest confidence and not to disclose the Confidential Information to any third party. You agree that CREDA is (and will remain) the sole and exclusive owner of all right, title and interest in and to the Confidential Information, and all CREDA Intellectual Property. You further agree that You will not and will cause any employees and other agents to not, use CREDA’s Confidential Information for the benefit of anyone other than CREDA. You agree not to use CREDA’s Confidential Information for any purpose except in the performance of Your obligations under the Ambassador Terms.
10. Term; Termination. The term of the Ambassador Terms shall begin upon submission of Your content and continue until terminated, with the Services subject to reasonable adjustment in CREDA’s discretion. The Ambassador Terms may be terminated by CREDA immediately at any time, with or without cause, upon CREDA’s written notice to You and by You. Ambassadors who do not follow the applicable requirements can be subject to termination, suspension, or their rewards being held until all requirements are followed. The obligations related to Confidential Information will continue perpetually after the termination of the Ambassador Terms.
11. Indemnity. You will at all times defend, indemnify and hold harmless CREDA (including, without limitation, all related and affiliated entities and their respective directors, officers, shareholders, agents and representatives) from and against any and all claims of whatever nature, including without limitation: (i) any violation of Law committed by You or Your agents; and/ or (ii) Your participation in the Program, and/ or Your breach of any obligation, representation or warranty set forth in the Ambassador Terms. Your obligation to indemnify and defend CREDA as set forth in this Section shall include reimbursement of any and all legal fees and related costs and expenses incurred by CREDA in connection with any such claim.
13. Limitation of Liability. CREDA WILL NOT BE LIABLE TO YOU UNDER ANY LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE OR GOODWILL OR ANTICIPATED PROFITS OR LOST BUSINESS), EVEN IF CREDA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THE AMBASSADOR TERMS, IN NO EVENT SHALL CREDA’S CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THE AMBASSADOR TERMS, WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL COMMISSIONS PAID TO YOU UNDER THE AMBASSADOR TERMS.
14. Disclaimer. CREDA MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING CREDA’S WEBSITE(s) OR ANY OTHER WEBSITES MAINTAINED AND OPERATED BY CREDA OR THE PRODUCTS OR SERVICES PROVIDED THEREON OR OTHERWISE OFFERED BY CREDA, AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED AND EXCLUDED. IN ADDITION, CREDA MAKES NO REPRESENTATION THAT THE OPERATION OF ANY CREDA WEBSITE WILL BE UNINTERRUPTED OR ERROR FREE, AND CREDA IS NOT LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
15. Modification. CREDA may change the Ambassador Terms in the future. Unless the Ambassador Terms or Law specify/(ies) otherwise, we will give You five (5) days prior notice of any significant change to the Ambassador Terms. If You find the change unacceptable, You have the right to terminate the Agreement. However, if You continue to receive the benefits of the Agreement after the end of the notice period of the change, You will be considered to have accepted the changes. You may not modify the Ambassador Terms by making any typed, handwritten, or any other changes to them for any purpose.
