KAT BURKI SKINCARE, INC. (“KAT BURKI SKINCARE”) AMBASSADOR PROGRAM TERMS & CONDITIONS
By accepting these Kat Burki Brand Ambassador Terms and Conditions, you as the Brand Ambassador Applicant (hereinafter referred to as the “Brand Ambassador”) agree to the following Terms and Conditions which apply to your application, and will apply to you if you are selected as Brand Ambassador.
BRAND AMBASSADOR ACKNOWLEDGEMENTS.
- I am 18 years of age or older.
- As a Brand Ambassador, I am not an employee, agent, franchisee, subcontractor, affiliate, independent contractor or partner of Kat Burki Skincare.
- I cannot act on behalf of Kat Burki Skincare. I do not have any authority to incur debt, obligation, or liability on behalf of Kat Burki Skincare.
- I am the lawful owner of certain content and intellectual property, including but not limited to creative works, written materials, photographs, videos, original music, my likeness and any other form of content which I will post in connection with the Kat Burki Brand Ambassador Program (collectively referred to as the "Content");
- I have the right to grant Kat Burki Skincare the rights into and the Content as set forth herein.
- I will not post any Content that I do not have the rights in and to, including Content which includes the names or likenesses of third parties for which I do not have written consent to post.
- BRAND AMBASSADOR RIGHTS & OBLIGATIONS.
- The Brand Ambassador agrees to the following posting and communication requirements:
- I agree to post about Kat Burki Skincare products (and tag @katburkiskincare) using the gifted products on your Instagram Feed and/or Instagram Reels at least once each calendar month.
- I agree to post about Kat Burki Skincare products (and tag @katburkiskincare) using the gifted products on your Instagram Stories at least once each calendar month.
- I agree to email the posted video/photo deliverables (without background music or text overlay) to email@example.com within twenty-four (24) hours of posting.
- I agree to engage with @katburkiskincare on Instagram by commenting on at least one post by @katburkiskincare every calendar week.
- The Brand Ambassador hereby grants to Kat Burki Skincare the right to use, distribute, and modify the Content for social media and marketing purposes, including but not limited to commercial and promotion
- The Brand Ambassador hereby grants to Kat Burki Skincare the right to use, distribute, and modify the Content for social media and marketing purposes, including but not limited to commercial and promotional use, in perpetuity without the need for further consent or payment.
- Brand Ambassador agrees to follow the posting, content and filming guidelines provided by the Kat Burki Skincare Brand Ambassador Program.
- INTELLECTUAL PROPERTY OWNERSHIP.
- Kat Burki Skincare acknowledges and agrees that the Brand Ambassador shall retain all ownership rights, including copyright, in and to the Content, exclusive of any Kat Burki Skincare intellectual property rights contained therein (e.g. Kat Burki Skincare trademarks, logos, etc.)
- Brand Ambassador acknowledges that Kat Burki Skincare owns all right title and interest in and to the Kat Burki Skincare Products, trademarks, logos and other intellectual property (collectively “Kat Burki Skincare Materials”). Nothing herein confers any rights in or to the Kat Burki Skincare Materials to the Brand Ambassador.
- BRAND PROTECTION
- Brand Ambassador will not: (i) disparage Kat Burki Skincare, the Products or any of its affiliates, directors, officers, or employees on social media or otherwise, (ii) publish any Content that is defamatory, offensive, pornographic, contrary to the Social Media Guidelines or that violates the publicity rights, privacy rights or other similar rights of any person; (iii) publish any Content (on social media or otherwise) that violates any law, is misleading or deceptive, or that could reasonably be seen to impair the reputation or goodwill of Kat Burki Skincare. Kat Burki Skincare may require Brand Ambassador to remove or delete any content that violates these Terms and Conditions. This paragraph will survive termination of these Terms and Conditions.
- The Brand Ambassador represents and warrants that: (i) Brand Ambassador is the sole and lawful owner of the Content and has the full right, power, and authority to grant the rights set forth in these Terms and Conditions; (ii) Brand Ambassador’s Content and other activities in connection with Kat Burki Skincare and any Kat Burki Skincare products (the “Products”) will not infringe, misappropriate or otherwise violate the intellectual property, publicity, privacy or other rights of any person; (iii) these Terms and Conditions do not in any way conflict with any existing commitment of the Brand Ambassador; (iv) all facts, opinions, and information contained in any posts will be accurate and not misleading; (v) Brand Ambassador will comply with all applicable laws, regulations and regulatory guidelines, including the Federal Trade Commission’s Endorsement Guide (which is available at https://www.ftc.gov/business-guidance/resources/ftcs-endorsement-guides-what-people-are-asking; and (vii) Brand Ambassador and its affiliates will comply with applicable third-party terms of service.
- Brand Ambassador shall indemnify and save harmless Kat Burki Skincare and its affiliates, officers, directors, contractors and agents (the “Kat Burki Skincare Indemnities”) of and from any and all claims, actions, losses, expenses, costs or damages (including, without limitation, any and all legal expenses) which Kat Burki Skincare Indemnities may suffer or incur as a result of: (i) any act or omission of Brand Ambassador; (ii) any breach or threatened breach of these Terms and Conditions, the Social Media Guidelines, applicable law, or applicable third-party terms of service by Brand Ambassador; (iii) infringement by the Brand Ambassador on the intellectual property rights of any third party; (iv) any claim by the Brand Ambassador or other third-party or governmental entity that the Brand Ambassador is an employee of Kat Burki Skincare or any of its affiliates; and/or (v) any liability relating to statutorily required source deductions on payments to Ambassador.
- Kat Burki Skincare will control the defense or settlement of any claim under this Section and Brand Ambassador will (i) provide to Kat Burki Skincare, at Brand Ambassador’s cost, reasonable assistance to defend or settle such claims, as elected by Kat Burki Skincare in its sole discretion, and (ii) reimburse Kat Burki Skincare for its reasonable costs and expenses of any defense and settlement, including the reasonable costs and expenses charge by Kat Burki Skincares’ attorneys and experts, as well as any costs and expenses incurred by Kat Burki Skincare for alternative dispute resolution, if pursued by Kat Burki Skincare in its sole discretion. Brand Ambassador may elect to be represented by counsel of its choosing at any proceeding or settlement discussions related to any matter to defend the claims for which Brand Ambassador is obligated to indemnify Kat Burki Skincare.
- This Section will survive termination of these Terms and Conditions.
LIMITATION OF LIABILITY
TO THE EXTENT FOR BRAND AMBASSADOR’S OBLIGATIONS OF INDEMNIFICATION AS SET FORTH HEREIN, (A) IN NO EVENT WILL EITHER PARTY HAVE ANY LIABILITY TO THE OTHER PARTY FOR ANY LOST PROFITS OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL OR COVER DAMAGES OF ANY KIND OR NATURE HOWEVER CAUSED; AND (B) NEITHER PARTY’S LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT WILL EXCEED 1,000.00. THIS LIMITATION WILL NOT APPLY WHERE PRECLUDED BY APPLICABLE LAW.
- TERM AND TERMINATION
- The term of these Terms and Conditions will commence on the date that the Brand Ambassador completes the Kat Burki Skincare Brand Ambassador Program Application and shall continue until terminated as set forth herein.
- Either party may terminate these Terms and Conditions and Brand Ambassador’s participation in the Kat Burki Skincare Brand Ambassador Program at any time upon written notice to the other (email acceptable).
- Upon termination of these Terms and Conditions for any reason, Kat Burki Skincare shall retain ability to use Content previously submitted by Brand Ambassador as set forth above.
Kat Burki Skincare maintains the right to change these Terms and Conditions, and any of the terms or requirements of Brand Ambassador Program at any time. Kat Burki Skincare will notify Brand Ambassador of any changes in writing, (email acceptable) at which point the Brand Ambassador will have the option to terminate their participation in the Kat Burki Brand Ambassador Program by providing Kat Burki Skincare an email pursuant to Section 8 b above, should the Brand Ambassador not agree to any such changes.
This Agreement shall not be assignable by Brand Ambassador without the express written consent of Kat Burki Skincare. This Agreement constitutes the full and complete understanding of the parties, supersedes any prior oral or written understandings or agreements, and may not be modified except by a single writing signed by both parties. All notices shall be in writing and shall be deemed to be delivered when sent by email to the email address as the parties may designate from time to time. A wavier by either party of any breach of these Terms and Conditions by the other party shall not be considered a waiver by such party of any subsequent or other breach by the other party. This Agreement shall be governed by the laws of the State of Connecticut and jurisdiction shall be exclusively in the federal and state courts located in Stamford, Connecticut. The prevailing party in any dispute concerning these Terms and Conditions shall be entitled to an award of costs and reasonable attorneys' fees incurred in enforcing same. Each party hereto hereby waives its right to trial by jury as to any dispute hereunder. The terms of any provision required to give effect thereto shall survive the expiration or termination of these Terms and Conditions. The execution and delivery of this Agreement has been duly authorized and constitutes the legal, valid and binding obligation on each of the parties. This Agreement may be executed and transmitted in electronic format which shall be deemed an original signature for the purpose of these Terms and Conditions.