Brand Ambassador Terms and Conditions

​

 ATTENTION:  If you are a Brand Ambassador for STACILUNA.COM (“SL”) or you are applying to become one, you are required to read and agree to these Brand Ambassador Terms and Conditions. 

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY!

​

BY CLICKING “I AGREE,” on the application page, you are entering into a legally binding contract with SL and are agreeing to be bound by these Brand Ambassador Terms and Conditions which will govern the relationship between you, as a participant in the Brand Ambassador Program (the “Program”), and SL. 

​

IF YOU DO NOT AGREE TO THESE AMBASSADOR TERMS AND CONDITIONS DO NOT SUBMIT YOUR APPLICATION OR CONTINUE YOUR PARTICIPATION IN THE PROGRAM. 

In addition, if at any time you no longer wish to be bound by these Ambassador Terms and Conditions, you must immediately notify SL.  

​

1. Program Scope.  

Upon your selection as an Ambassador by SL, you become an important part of the SL team.  SL is relying upon you, and you agree, to actively promote the SL Products in the United States and, as applicable, throughout the U.S. territories (including American Samoa, Guam, Northern Mariana Islands, Puerto Rico and the U.S. Virgin Islands). You agree, at all times during your participation in the Program and performance of Promotional Activities to comply with all Ambassador Terms provided to you from time to time.

​

2. Application for Enrollment. 

To become an Ambassador, you (a real live person) must complete and submit the online application for a specific Ambassador Account.  You may not use any “bot” or other automated method to apply for or otherwise participate in the Program.  All information included in your application must be true and correct, and it is your duty to notify SL if anything changes after you become an Ambassador, authorized to engage in Promotional Activities using an Approved Account.  If you would like to use a new Ambassador Account or designate a second Approved Account, you will need to reapply to the Program.  SL reserves the right to accept or reject any application submitted for any or no reason.  

​

3. Eligibility Criteria. 

You must satisfy the following eligibility criteria beginning on the date that you submit your application and continuing throughout your participation in the Program (the “Participation Term”). Upon request of SL at any time, you may be required to provide documentary evidence showing that you satisfy these criteria.  If you are unable to produce such evidence, you may be terminated from the Program immediately.

During the Participation Term, you represent, warrant and covenant to SL as follows:

​

a. You have read, understand, and agree to be bound by the Ambassador Terms.

b. You are 18 years of age or older.

c. You reside in the United States.

d. You maintain (at least one) social media having no less than approximately 1,000 followers (or the equivalent as determined by SL), which is kept in public mode (except as authorized by SL) and used for Promotional Activities.

​

4. Compliance.  

During the Participation Term, you must comply with all Applicable Laws, all Ambassador Terms and any other terms and conditions applicable to your use of the website or the media for your Approved Accounts. For example, you must disclose that certain Ambassador Content you create for SL with the expectation of payment, whether such payment will take the form of SL Product or Commissions, is “sponsored.”  In addition, your application and any forms or documents you provide to SL from time to time must be accurate and complete, and updated as needed to remain so. 

​

5. Promotional Activities.  

General. 

As an Ambassador, you agree to use your best efforts to frequently engage in Promotional Activities on at least one Approved Account.  All Promotional Activities must be conducted in a manner that is consistent with the authorized use for each SL Product/Service  as outlined on product labels and any marketing or promotional materials provided by SL from time to time.  Promotional Activities include, without limitation, the following:  

​

i. posting original posts on your social media accounts.

ii. Sharing and promoting your personal discount code given to you by SL.

iii. Communicating, networking and/or collaborating with social media influencers. You are free to give your discount codes to as many people as you’d like. You will only be compensated for the coupon codes that are actually used on the website to make a purchase.

 

6. Use of Ambassador Content. 

You agree that SL may post, re-post, upload and/ or use any and all of the Ambassador Content in any form, for any purpose and in any medium, such as but not limited to, its own social media accounts, websites, in online or retail marketing channels, emails or print mailers, as determined in its discretion, in perpetuity, with or without notice or compensation. 

 

Ambassador Responsibilities.

You acknowledge and agree that you are responsible for:

a. Any and all activity undertaken in connection with your participation in the Program and on your social media Accounts;

b. Conducting yourself at all times with the highest degree of professionalism.

c. Behaving in a legal, ethical and business-like manner and maintaining the highest standards of integrity, honesty and responsibility in your dealings with SL, its staff, all fellow Ambassadors and other persons related to or representing SL, customers and sales representatives.

d. Presenting and demonstrating SL Products in a positive, truthful and sincere manner.

​

7. Prohibitions/ Restrictions.

You are expressly prohibited from taking any of the following actions, each of which shall be a material breach of the Ambassador Terms:

​

a. Purchasing followers and/ or likes;

b. Making any representations, claims or promises on behalf of SL, other than those contained in SL’s official marketing and promotional materials (i.e. on the label or SL website);

c. Promoting SL Products through unsolicited or Spam communications (including via emails, direct messages, product reviews, posting comments, providing codes on any platform);

d. Engaging in, promoting, contributing to, or creating a platform for offensive or pornographic images or videos, violence, discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age, or of any Ambassador Content that is unlawful, harmful, threatening, defamatory, obscene or harassing;

e. Transmitting messages or images inconsistent with the positive image and/or goodwill of SL;

f. Engaging in any activity that may divert Commissions from other Ambassadors in the Program;

g. Engaging in any activity that violates or breaches SL’s or any third party’s legal rights;

h. Engaging in any advertising or marketing practices that are deceptive, misleading or fraudulent;

i. Presenting SL’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);

j. Posting any links to the SL website or any other SL platform on any website in which users can post content, including, without limitation, Reddit.com, and any sub-page, sub-domain, or sub-thread thereof;

k. Posting, directly or indirectly, Ambassador’s promotional code or another SL Ambassador’s promotional code on any website, including, without limitation, RetailMeNot.com, Coupons.com and CouponCodes.com; 

l. Using any promotional coupon or code that is not provided to Ambassador by SL for the Program, or running any ad with any of SL’s URLs offering brand ambassador Commissions;

m. Reading, intercepting, recording, redirecting, interpreting or filling in the contents of any electronic form or other materials submitted to SL by any person or entity; and

n. Selling or re-selling any of the SL Products, or offering a cash incentive or discount on SL Products as a means of promotion that is not within the context of the Program.

​

8. Monitoring; Removal of Content.

SL reserves the right to monitor all Ambassador Accounts, including Approved Account(s) and to preview Ambassador Content.  From time to time, SL may request changes to and/or removal of Ambassador Content from any and all of Ambassador’s Accounts.  If you refuse to make any requested changes, SL may terminate or limit your participation in the Program. 

 

9. Term; Termination.

Your Participation Term will begin on the date that SL accepts your application and will automatically renew for successive one (1) year periods, so long as you continue to meet the eligibility criteria set forth in Section 3.  The Participation Term may be terminated by SL immediately at any time and for any or no reason, upon SL’s written notice to you; and by you upon thirty (30) days written notice to SL.  Such termination will end your participation in the Program; you will be disqualified from receiving any additional Points, Commission, recognition, communication, or compensation from SL; you must stop making any representations, publicly or privately, in which you could be construed as representing SL or SL Products.  The obligations related to Confidential Information and SL Intellectual Property will continue perpetually after any termination of the Participation Term.

 

10. Compensation for Services. 

In consideration of your performance of Promotional Activities and the rights granted to SL with respect to Ambassador Content, you will be compensated as follows: 

Brand Ambassadors will be compensated with money per sale made. Once selected, you will notify us with your selected mode of payment between wire transfer, direct deposit, Venmo, and CashApp. For every sale made on the Staciluna Shop (only t-shirts and home items), Ambassadors will get $5 per clothing item and $3 per home item. Smaller items like journals and masks are not included in the program. For sales made on the Appointment page (email and ribbon readings are excluded from this program), Ambassador will receive the following compensation:
$8 for every 30-min appointment & Life Coaching Appointment,
$15 for every 1-hour appointment, 
$16 for every Home Energy Clearing & Duo Session Appointment,
$25 for every Group Session.

​

Commissions will be paid on a monthly through your selected mode of payment at the time of enrolment. Payments will be sent out in the first week of each month. Ambassadors need to have at least $10 in their ambassador program to receive payment. If the amount is less than $10, it will be rolled to the next month & Ambassador will receive the payment in the next pay cycle.

​

Exclusions. 

No payments will be made based on any sales or amounts that are attributed to Spam, credit card fraud, or returned SL Products.  If a sale is canceled or refunded for any reason, any amount pre-paid to Ambassador will be deducted from the amount owed to the Ambassador.  Ambassador will not be paid a Commission on sales or orders that are in delinquent status.  Commissions are counted and final numbers are deemed final at the sole discretion and decision of SL. SL also reserves the right to change the dates of Commission payout. While SL makes every reasonable effort to accurately track and pay Commissions for all Ambassador sales, SL is not responsible and shall not be held liable for any technical difficulties, outside events, actions by other Ambassadors, or other uncontrollable events that may disrupt or interfere with SL’s ability to track sales or pay Commissions. SL has the right to pay Commissions to any other person, in its discretion. 

​

11. Independent Contractor.

By entering into the Ambassador Terms, you agree that you are customarily engaged in an independent business of performing Promotional Activities and/ or Approved Activities, and are not an employee of SL. Therefore, you are not entitled to any benefits provided by SL 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.

​

a. SL will not have control or exercise direction over the methods by which you perform the Promotional Activities. You are responsible for creating Ambassador Content and determining when your Ambassador Content will be shared, with the exception of time-sensitive projects as identified by SL. 

b. 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 Promotional Activities under the Ambassador Terms. If applicable, SL will report amounts paid to you by filing Form 1099-Misc. with the Internal Revenue Service, as required by Applicable Law.

c. You understand and agree that SL will not withhold or make payments for social security, unemployment insurance or disability insurance contributions on your behalf. You agree to indemnify and defend SL 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 Promotional Activities under the Ambassador Terms. 

​

12. Intellectual Property. 

a. General. 

All SL 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 “SL Intellectual Property”) is the property of SL, and you agree not to use such SL Intellectual Property except in the form provided to you through the Program, and solely for the purpose and in the manner specifically authorized by SL.  

​

b. Restrictions.  

You agree that you will not take any of the following actions:

i. Modify any SL Intellectual Property or use any modified or derivative version of any SL Intellectual Property.

ii. Purchase, use or register any domain name, or any social media profile name, handle, or moniker, that comprises or incorporates any SL Intellectual Property or any variations, derivatives, or misspellings thereof. 

iii. Publish, host, or promote any SL Intellectual Property or other material that misrepresents your relationship with SL or implies that you are an official site, authorized dealer, or otherwise specially connected with or sponsored by SL.

c. Ambassador Content.  You agree that any and all Ambassador Content will be the sole and exclusive property of SL, and you irrevocably assign to SL all right, title and interest in any Ambassador Content that you create, or to which you contribute, including all intellectual property rights contained therein.  You acknowledge and agree that all Ambassador Content is deemed specially requested by SL (whether or not actually requested), and further agree that it constitutes a work made for hire within the meaning of the copyright laws of the United States (together with any modifications, improvements, or enhancements.  You acknowledge and agree that SL is expressly authorized to use your name, likeness, voice, signature, photograph, image, distinctive appearance, gestures, or mannerisms as part of any Ambassador Content, such use will not constitute an infringement of any of your rights, and all your rights relating to or embodied in any Ambassador Content are hereby waived. 

​

13. Confidential Information.

SL may disclose to you certain of its confidential or proprietary information and trade secrets from time to time (collectively, “Confidential Information. 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 SL is (and will remain) the sole and exclusive owner of all right, title and interest in and to the Confidential Information, and all SL Intellectual Property.  You further agree that you will not, and will cause any employees and other agents to not, use SL’s Confidential Information for the benefit of anyone other than SL.  You agree not to use SL’s Confidential Information for any purpose except in the performance of your obligations under the Ambassador Terms.

​

14. Indemnity.

You will at all times defend, indemnify and hold harmless SL (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 arising from or related to: (i) any violation of Applicable Laws committed by you or your agents; (ii) your participation in the Program; and/ or (iii) your breach of any obligation, representation or warranty set forth in the Ambassador Terms.  Your obligation to indemnify and defend SL as set forth in this Section shall include reimbursement of any and all legal fees and related costs and expenses incurred by SL in connection with any such claim.  

​

15. Limitation of Liability.

SL 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 SL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  IN NO EVENT SHALL SL’S CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO YOUR PARTICIPATION IN THE PROGRAM, WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL AMOUNTS PAID OR PAYABLE TO YOU BY SL IN THE SIX (6) MONTHS PRECEDING THE EVENT WHICH GIVES RISE TO THE CLAIM.

​

16. Disclaimer.

SL MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES OF ANY KIND TO AMBASSADOR, AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED AND EXCLUDED.

​

17. Modification.

SL may change the Ambassador Terms in the future. Unless the Ambassador Terms specify otherwise, SL will give you prior notice of any significant change and if you find the change unacceptable, you have the right to withdraw from the Program. However, if you continue to participate in the Program, or you continue to provide services as an ambassador, you will be deemed 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.

​

18. Miscellaneous.

The Ambassador Terms contain the entire agreement with respect to your independent contractor relationship with SL and supersede any prior verbal and/or written agreements or representations regarding said relationship, and will be governed by the laws of the State of California (without regard to conflict of law principles).  Each party agrees to do all such acts, matters and things and shall sign or execute and deliver all such documents as may in the reasonable opinion of the other party be necessary or expedient to carry into effect the provisions of the Ambassador Terms further and more effectually.  You may not assign or transfer any of your rights or obligations under these Ambassador Terms.  Both you and SL agree to resolve all disputes related to the Ambassador Terms, to the fullest extent permitted by Applicable Law, by final, binding, and confidential arbitration in the San Joaquin County, State of California. By agreeing to this arbitration procedure, you agree to waive the right to resolve any such dispute through a trial by jury or judge or by administrative proceeding. All claims, disputes, or causes of action under the Ambassador Terms, whether by you or SL, must be brought in an individual capacity, and shall not be brought as a plaintiff (or claimant) or class member in any purported class or representative proceeding, nor joined or consolidated with the claims of any other person or entity. The arbitrator may not consolidate the claims of more than one person or entity and may not preside over any form of representative or class proceeding. The Ambassador Terms are made under the provisions of the Federal Arbitration Act (9 U.S.C., Sections 1-14) ("FAA") and will be construed and governed accordingly.  Nothing herein shall prevent any party from obtaining injunctive relief in court to prevent irreparable harm pending the conclusion of any such arbitration. Both parties may conduct discovery to the same extent as would be permitted in a court of law.  SL and you shall each be responsible for its/your own costs and expenses in connection with the arbitration.