Clifford Lenox Ambassador Contract

This Clifford Lenox Ambassador Agreement (“Agreement”) is entered into between you, (“Clifford Lenox Ambassador”) and Clifford Lenox (“Company”), the parties agree as follows: 

1. Services: Clifford Lenox Ambassador will perform certain services in connection with the Company and is currently contemplated to engage with the Company’s current and future social channels, including but not limited to: Twitter, Facebook, Instagram, YouTube, and TikTok. 

2. Compensation: In consideration of the full performance of Clifford Lenox Ambassador’s services hereunder and the rights and releases granted herein, the Company shall compensate you and you agree to accept the compensation as outlined below.

a) Clifford Lenox Ambassador will receive a one-time 30% discount code for personal use

b) Clifford Lenox Ambassador will receive a specific and personalized discount code (and corresponding link) from the Company to be used and shared. This personalized code will give 15% off all online orders made through www.cliffordlenox.com

c) Purchases completed using this personalized code will be tracked and evaluated on a monthly basis

d) Each tracked revenue month will begin on the first of the month and end at midnight eastern time on the last day of the month.

e) For any tracked revenue month, if your net sales exceed $300, a 10% commission will be paid out at the end of the month

3. Ownership Rights: Clifford Lenox Ambassador acknowledges that the results and proceeds of the services provided hereunder, including without limitation, all ideas, photographs, images, themes, materials, and designs developed, created and/or provided by Clifford Lenox Ambassador (the “Work”) is owned by the Company, for all purposes. To the extent that any Work is deemed not to be a work made for hire, and without limiting the foregoing, Clifford Lenox Ambassador hereby assigns and transfers all right, title, ownership and interest therein, presently known or hereafter ascertained, including, but not limited to, all copyright rights therein, the right to secure the copyright (and all renewals, reissues and extensions thereof) throughout the world, without any restrictions as to use, to the Company. For the sake of clarity, and without in any way limiting the foregoing, the Company may reproduce, modify, adapt, create derivative works from, distribute, display, license, assign, transfer and/or otherwise use the Work, and all elements and derivatives thereof, in whole or in part, in all media now known or hereafter developed (including without limitation in social media, including), worldwide, in perpetuity, royalty-free and without restriction of any kind. Clifford Lenox Ambassador acknowledges the ownership and validity of the Company’s copyrights, brands, trademarks, trade dress and patent rights, whether or not created by or contributed to by Clifford Lenox Ambassador. 

4. Use of Likeness: Clifford Lenox Ambassador further grants to the Company the irrevocable right and permission to film, videotape, photograph and/or otherwise record Clifford Lenox Ambassador and to reproduce, publish, distribute, display, broadcast, exhibit, and/or in any other way use Clifford Lenox Ambassador’s image, likeness, signature, voice, photographs, name (including nicknames), actual and/or paraphrased statements, biographical information and/or any other information or attribute identifying and/or otherwise associated with Clifford Lenox Ambassador (collectively, “Likeness”), in whole or in part, distorted, altered, modified and/or adapted in character and/or in form, alone and/or accompanied by other material, in perpetuity and royalty-free, for any purpose whatsoever, including without limitation for the purpose of advertising, publicity, promotion, and/or other marketing for the Company and/or the Work, in all media now known or hereafter developed (including without limitation on social media). 

5. No Right of Approval: Clifford Lenox Ambassador hereby irrevocably waives any and all right to inspect and/or approve the Company’s use of the Work and/or Clifford Lenox Ambassador’s Likeness, including without limitation any text, image and/or other creative elements that may be used in connection with the Work and/or Clifford Lenox Ambassador’s Likeness. 

6. Confidentiality: Clifford Lenox Ambassador will regard and retain as confidential and will not divulge to any third party, or use for any unauthorized purposes (including Clifford Lenox Ambassador’s own benefit) either during or after Clifford Lenox Ambassador’s engagement with the Company, any proprietary, or confidential information or know-how that Clifford Lenox Ambassador has acquired during Clifford Lenox Ambassador’s service or in consequence of Clifford Lenox Ambassador’s service or contacts with the Company without the written consent of an authorized representative of the Company. Clifford Lenox Ambassador agrees to return to the Company all such documentation and any other confidential information upon termination of Clifford Lenox Ambassador’s engagement with the Company. 

7. Representations and Warranties: Clifford Lenox Ambassador represents and warrants that: (i) Clifford Lenox Ambassador has the full and unrestricted right and authority to enter into and perform this Agreement and to grant the rights granted herein; (ii) Clifford Lenox Ambassador has complied and will comply with all applicable laws, rules and regulations in rendering the services to be performed under this Agreement; (iii) the Work is original to the Clifford Lenox Ambassador; (iv) the use of the Work and/or Clifford Lenox Ambassador’s Likeness does not and will not violate the rights of any third party, including without limitation, any contract, copyright, trademark, or rights of privacy or publicity of any third-party; (v) the Work will not contain any disparaging, pornographic, defamatory and/or offensive material; and (vi) Clifford Lenox Ambassador will perform the services in a timely and professional manner. 

8. Release/Indemnity: Clifford Lenox Ambassador hereby irrevocably and unconditionally releases, discharges and agrees to indemnify and hold harmless the Company, its parents, subsidiaries, registered trade names, and affiliates, and the irrespective officers, directors, employees, agents, assignees, designees and licensees (together, the “Company Parties”), from and against all actions, claims, demands, causes of action, liabilities, damages, judgments, losses, costs, and expenses (including reasonable attorneys’ fees) of any kind what- soever, whether known or unknown, arising at any time out of and/or relating to the use of the Work and/or Clifford Lenox Ambassador’s Likeness and/or any breach or alleged breach of any of the terms of this Agreement. 

9. Term: This Agreement will be effective as of the date/time registration is submitted/completed and will remain in effect for at least three months thereafter unless terminated in accordance with Section 10 below and will automatically renew for successive three-month periods unless written notice of termination is given by either party to the other party prior to the end of the then-applicable term. 

10. Termination: the Company shall have the right, at its sole option, to terminate this Agreement immediately at any time, for any reason it sees fit. Specific reasons for termination include, but are not limited to: (i) Clifford Lenox Ambassador fails, neglects or refuses to fully perform any of the obligations to be performed hereunder or specified in the code of conduct; (ii) Clifford Lenox Ambassador materially breaches the terms of this Agreement or any of the warranties or representations made herein; (iii) Clifford Lenox Ambassador commits any act or does anything that is or shall be an offense involving moral turpitude under federal, state or local laws, or which brings Clifford Lenox Ambassador, or any Company Party into public disrepute, contempt, scandal, or ridicule, or which insults or offends the community or any substantial organized group thereof, or which might tend to injure the success of any Company Party. 

11. Independent Contractor: Each party is an independent contractor in relation to the other party with respect to all matters arising under this Agreement and nothing herein shall be deemed to establish a partnership, joint venture, association or employment relationship between the parties. Clifford Lenox Ambassador shall have no express or implied right or authority to assume or create any obligations on behalf of or in the name of the Company or to bind the Company to any contract, agreement or undertaking with any third party. 

12. Assignment: Any or all of the Company’s rights and obligations under this Agreement may be assigned by the Company without Clifford Lenox Ambassador’s consent, and upon any such assignment, the Company shall have no further obligation to Clifford Lenox Ambassador, and shall no longer be liable to Clifford Lenox Ambassador, in respect to any obligation so assigned. Clifford Lenox Ambassador’s rights and obligations under this Agreement may not be assigned by Clifford Lenox Ambassador without the Company’s prior written approval. 

13. Miscellaneous: This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements between the parties with respect to the subject matter hereof and shall bind each party and its successors and permitted assigns. No amendment or modification of this Agreement shall be valid or binding on the parties unless made in writing and executed on behalf of each party by its duly authorized representative. No waiver by any party of any of the provisions hereof shall be effective unless explicitly set forth in writing and signed by the party so waiving. No waiver by any party shall operate or be construed as a waiver in respect of any failure, breach or default not expressly identified by such written waiver, whether of a similar or different character, and whether occurring before or after that waiver. No failure to exercise, or delay in exercising, any right, remedy, power or privilege arising from this Agreement shall operate or be construed as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege. If any part of this Agreement is determined to be invalid or unenforceable, then the invalid or unenforceable provision will be deemed superseded by a valid enforceable provision that most closely matches the intent of the original provision, and the remainder of the Agreement shall continue in effect.

Terms & Conditions of the program

Welcome to the Clifford Lenox Ambassador program! Thank you for submitting your application.

These following terms and conditions apply to individuals who are accessing or using the Program both as a merchant (“we” or “merchant”) and an affiliate (“you” or “affiliate”) who refers customers to use product or service from the merchant.

By participating in the Program, Affiliate agrees to use the Program in the manner specified in, and are bound by, these Terms and Conditions. If you do not agree to these Terms and Conditions in their entirety you are not authorized to register as an Affiliate or participate in the Program in any manner.

1. Approve or Reject of the Registration

We reserve the right to approve or reject ANY Affiliate Program Registration in our sole and absolute discretion. You will have no legal recourse against us for the rejection of your Affiliate Program Registration.

2. Affiliate Links and Coupon

Affiliate link is automatically generated, but you can also generate an affiliate link for a specific product or collection. If a person clicks on someone else’s referral link and then later they click on yours, yours is the one that counts.

Affiliate might or might not be assigned to one coupon code with details and usage clarified on Dashboard. If customer both click on the affiliate link and use coupon code, you will not receive a double commission. If you’re not assigned a branded coupon, then you’re not allowed to promote the coupon.

Affiliate may also advertise merchant website on online channels such as Facebook, Instagram,... or offline classified channel ads, magazines, and newspapers.

3. Commissions and payment

Refer any customer to make a purchase on our website, you will get a commission amount which is calculated based on Commission structure. Commission amount is dependent on order value and not including extra fee (tax, shipping cost,...).

For an Affiliate to receive a commission, you need to specify the payment details on Settings. Payment schedule will be notified on Affiliate Guide page.

Payments will only be sent for transactions that have been successfully completed. Use of the Affiliate Program is subject to a fair use policy which gives merchant the right to review each and every referral order. Status of commission if displayed in Commission tab, any paid commission will be listed on Payment tab. Transactions that result in charge backs or refunds will not be paid out.

4. Marketing tool

We may share promotion media such as banner, logo or specific collection promotion to you through Marketing tool tab. You can download the media or get the HTML embed code in order to share on affiliate channels.

5. Network

If Network tab is activated, affiliate can invite others to become their downline affiliate. If any downline affiliate brings order to merchant shop, upline affiliate will also get network commission which depends on merchant settings.

To invite other affiliates into the system, share network link and any other affiliate who click on that link and sign up will become a downline affiliate.

6. Cookie

We use cookies to track people who have clicked on your link, so they need to be using cookies for us to track them.

If a person doesn't allow cookies or clears their cookies then we can't track them so can't pay earnings on that person's activity.

'Cookies day' is the first day a customer clicks on the affiliate's link or uses the coupon code. Within the cookie time, every order made by this customer at merchant website will automatically result in commissions to the affiliate (There’s no need for the customer to click on the affiliate link then).

7. Removal from Referral Program

If an affiliate wishes to be removed from the affiliate program, they can do so by contacting: amanda@armsracenutrition.com.

Go forward and sell product!

We're very glad you've made it to the end of this important document. You can always re-visit these Affiliate Program terms and conditions in the future and if you have any questions you can send email to amanda@armsracenutrition.com for support.