最終更新: November 21, 2022
Please read these terms and conditions (“Agreement”) carefully before you submit an application for the Revolve Ambassador Program (“Program”). This Agreement is entered into by and between you (“you” または “あなたの” または “アンバサダーダッシュボード”) and Eminent, Inc. d/b/a Revolve the owner of www.revolve.com, and FWRD, LLC, the owner of www.fwrd.com (each of which are collectively referenced in this Agreement as “Revolve” または “we” または “our” または “us).” The websites located at www.revolve.com ~ www.fwrd.com, and all sales channels in connection therewith (e.g. mobile apps, etc.), are each individually referenced as a "Website" and collectively, the "Websites" in this Agreement. The purpose of the Program is to promote the bona fide sale of products from the Websites (“Products”) by End Customers (hereinafter defined).
By applying or participating in the Program, you attest that you are a natural person (i.e., an individual human being as opposed to an organization or entity otherwise created by operation of law) at least 18 years old or the age of majority in your state or country (whichever is older). By participating in the Program, you agree to be bound by this Agreement and the Terms of Service (located at https://www.revolve.com/termsofuse/ ~ https://www.fwrd.com/fw/content/customercare/termsofuse/), each of which is incorporated herein by reference and constitutes a legally binding contract between you and us regarding your participation in the Program. Please also read the Privacy Policies available athttps://www.revolve.com/privacypolicy ~ https://www.fwrd.com/fw/content/customercare/privacy/ for information about how we collect, use, and disclose your personal information. Your participation in the Program is expressly conditioned upon your compliance with this Agreement and with all present and future terms, regulations, policies and procedures that we may, in our discretion, adopt from time-to-time.
We reserve the right to suspend or terminate this Agreement (or you as an Ambassador), modify this Agreement or the Program, withhold payments, and take any other action we believe is necessary or appropriate for any violations of this Agreement at any time, in our sole discretion. Employees of Eminent, Inc., Alliance Apparel Group, Inc., FWRD, LLC, and each of their respective licensees, parent companies, subsidiaries, affiliates, suppliers, advertising and promotional agencies, and immediate family members (herein defined as spouse, parents, siblings, or children and each of their respective spouses, regardless of residence, and any person living in such a person's household, whether related or not) are not eligible to participate in the Program.
1. AMBASSADOR PROGRAM ELIGIBILITY AND ENROLLMENT REQUIREMENTS
You must complete and submit an application on the Website to become an Ambassador (“Ambassador Application”) and update us with any changes to your application or contact information. This Agreement will commence upon the date that we accept your application (in our sole discretion)(“Effective Date”). You must include all website and/or social media accounts you intend to use for the Program in your Ambassador Application. Only websites and social media accounts specified in your Ambassador Application, or otherwise approved by us, may participate in the Program. We may deny your Ambassador Application for any reason. All notices from us will be provided to you at the contact information submitted on your Ambassador Application. You must have an active account in good standing on our Websites in your name and keep all information for that account accurate and up-to-date.
- Trackable Links. We will provide you with links or URLs that hyperlink to certain Products on our Websites that are unique to you which allows us to track purchases made through your unique link or URL(“Trackable Link(s)”).
You agree that you are responsible for all taxes and fees associated with the Commissions you earn through the Ambassador Program on each respective Website. If you earn more than a certain amount in Commissions, you may be required to complete certain forms and provide the requested information, including but not limited to, your Social Security Number and/or Federal Employer Identification Number for tax reporting purposes. If you are an Ambassador in the Ambassador Program and earn Commissions on both Websites, you will need to complete separate tax forms for each Website, including two separate 1099 forms, and provide requested information to each separate entity (Eminent, Inc. d/b/a Revolve and FWRD, LLC) for the respective Website. You understand and agree that if you do not complete and return all forms as requested by us, you will not be eligible to receive Commissions.
- Beginning on the Effective Date, you may earn cash (USD) or Store Credit (defined below) for Qualified Sales (defined below) on each respective Website(“Commission(s)”). Commissions are calculated with regard to Qualified Sales made on each Website separately. Commissions for Qualified Sales of preorder items will be calculated after such preorder items are shipped to the End Customer. If you choose to receive Commissions in cash, you will receive an amount equal to 15% of each Qualified Sale. If you choose to receive Commissions as Store Credit, you will receive 20% of each Qualified Sale. Without limiting the foregoing, you and we may agree in writing to modify the amounts of Commission and the placement of Trackable Links, including in connection with you granting us permission to post your Ambassador Advertising Materials (as defined below) in our advertising. However, no such modifications will be effective unless agreed upon in writing by you and one of our authorized representatives.
- To permit accurate tracking and reporting, you must use the Trackable Link we provide to you. All verifications of Trackable Links and determinations of Commission amounts will be made by us, in our sole discretion. You will only earn Commissions for Qualified Sales. Only one Ambassador shall be eligible to receive Commission for each Qualified Sale. For purposes of this Agreement, “Qualified Sale(s)” are defined as sales of Products by an End Customer: (1) that are made during the term of this Agreement; (2) that comply with this Agreement; (3) that we can verify through our tracking systems were made using your unique Trackable Link; (4) that are made within seven (7) days of the first time the corresponding End Customer clicks on your Trackable Link; (5) that are made on the same device that the End Customer used to click on your unique Trackable Link; (6) where the cookie placed on the End Customer’s device after the End Customer clicks on your unique Trackable Link is available at the time of the sale; (7) that do not result in a customer return, refund, or chargeback; and (8) are not made using a promo code, coupon, or other discount promotion unless the terms and conditions of the promotion explicitly indicate that they can be used to earn Commissions. If an End Customer completes a Qualifying Sale after clicking on more than one Ambassador’s Trackable Link, only the Ambassador whose Trackable Link was last clicked by the End Customer before the Qualified Sale will receive the corresponding Commission (provided that the End Customer completed the Qualified Sale within seven days of the time he or she first clicked on such Ambassador’s Trackable Link). Otherwise, no Ambassador shall be eligible for Commissions related to such sale. We reserve the right to impose exclusions on products or brands eligible for Commissions, and you agree that you will not be entitled to any Commissions for excluded products or brands. We may withhold your Commissions to ensure that all purchases are valid and payments from customers are legitimate (as determined by us in our sole discretion). We will withhold or setoff Commissions, and you will not be paid Commissions for purchases we determine are fraudulent or which result in a customer chargeback, refund, or return. For purposes of this Agreement, “End Customer” is a third-party natural person (i.e., an individual human being as opposed to an organization or entity otherwise created by operation of law) who engages in a bona fide purchase of Products for use by such natural person who is not the Ambassador (as determined by us in our sole discretion).
- We may offer (in our sole discretion) certain Ambassadors the opportunity to earn Commissions on posts that we select (in our sole discretion) to advertise on social media (“Paid Ads”). To be eligible for these Commissions, you must enter a separate written agreement with us, enroll via our designated vendor, and provide access to your social accounts via the vendor’s platform to enable us to access your posts for the purpose of posting Paid Ads. Commission amounts for Paid Ads shall be set forth in a separate agreement between you and us. Ambassador shall not receive multiple Commissions for one purchase. If an End Customer completes a purchase after clicking on both a Paid Ad featuring Ambassador and Ambassador’s Trackable Link within the seven days of the End Customer first clicking on Ambassador’s Trackable Link, Ambassador shall only be eligible for the Commission for Qualified Sales made via Ambassador’s Trackable Link.
- Payout. Earned Commission payments will be calculated on the 15th and 30th of each month. Payable Commission amounts will be made available in your Ambassador Dashboard on the Websites (“Available Earnings”). You may only redeem your Available Earnings if your Available Earnings are $100 USD or more on each respective Website. Your Available Earnings may be redeemed for either (1) cash payable to You via PayPal (you must have a PayPal account), or (2) store credit to use towards your purchases on the Websites (“ストアクレジット”). Available Earnings will not be combined among the Websites for redemption purposes. You may redeem your Available Earnings in part or full. If you choose Store Credit, your Available Earnings for www.revolve.com ~ www.fwrd.com will be available in your account on the Websites, and Store Credits may be used between Websites. If this Agreement is terminated, you may receive all Available Earnings, regardless of whether you reach the $100 threshold.
- Brand Ambassador Promotions. From time-to-time, we may offer special promotions, offers, gifts or prizes to Ambassadors(“Brand Ambassador Promos”), which may be subject to additional terms and conditions that we post on the Website, on one of our social media accounts, on your Ambassador Dashboard, or that we communicate to you in some other way. Please review the terms and conditions for these Brand Ambassador Promos carefully if you choose to participate in any of them, as you will be subject to those terms, as well as the terms and conditions of this Agreement.
You are responsible for creating and posting any materials you use to advertise and promote our brands and the Products and for linking to the Websites via the Trackable Links (collectively,“Ambassador Advertising Materials”). You are solely responsible for the Ambassador Advertising Materials, including the accuracy of the materials, and for ensuring that any and all Ambassador Advertising Materials you publish do not violate any law or infringe upon the rights of any third party.
By participating in the Program as an Ambassador, you also agree to the following:
- You will use any Trackable Links as we provide them and will not change or manipulate the Trackable Links.
- All domains and websites (including social media profiles) that use the Trackable Links must be listed in your application and must be provided in writing to us, or otherwise approved by us in writing.
- You will comply with all applicable federal, state, and local laws, rules, and regulations, including but not limited to the Federal Trade Commission Act and all guidance, orders, rules, and regulations promulgated thereunder, including Federal Trade Commission Guides Concerning the Use of Endorsements and Testimonials in Advertising(“FTC Guides”) and any relevant guidance issued by the FTC, as well as any instructions or guidelines we publish or provide to you, including ourBrand Ambassador Guidelines に Attachment A (“Policy”), and all federal and state privacy laws. You understand and agree that we will monitor compliance with this Policy.
- All advertising claims you make about our Products, and all places where you promote the Products or place the Trackable Links must be truthful, substantiated, non-misleading, and must not be deceptive. All required disclaimers must be clearly and conspicuously disclosed.
- You will not use any email marketing, telemarketing, text message marketing (including SMS, Smart Messaging, or MMS) to promote the Products unless you do so in compliance with applicable laws, including, but not limited to, obtaining all necessary consents.
- You will not use pop-ups, false or misleading links or cookie stuffing techniques that set the affiliate tracking cookie without the referred customer’s knowledge (e.g., iframe). You will not attempt to mask referring URL information.
- You will comply with the terms and conditions of any third-party website or platform where you promote the Products or place the Trackable Links.
- You will not use redirects to hide or manipulate where any user’s click originated from.
- Except as expressly set forth by us in writing, you will not use surveys or offer incentives, including but not limited to points, rewards, cash, contest entries, sweepstakes, promotions, or prizes, to consumers in return for their response to your advertisements.
Your Ambassador Advertising Materials must not:
- Violate any law, rule, or regulation.
- Infringe or violate our or anybody else’s rights, including intellectual property, publicity, privacy, or other rights.
- Contain content that is threatening, harassing, defamatory, obscene, harmful, or contains nudity, pornography, or sexually explicit materials, or otherwise inappropriate in our judgment.
- Contain any viruses, Trojan horses, worms, time bombs, cancelbots, or other malicious codes or computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept, or expropriate any system, data, or personal information.
- Contain software or use technology that attempts to intercept, divert or redirect traffic to or from any other website, or that diverts commissions from another website.
If we determine in our sole discretion that any of your Ambassador Advertising Materials violate this Agreement, we reserve the right to require you to edit or delete such advertising. You must edit or delete such advertising immediately, but in no event any later than twenty-four (24) hours after we notify you.
4. LICENSE AND USE OF REVOLVE INTELLECTUAL PROPERTY
When you are accepted as an Ambassador, we grant you a non-exclusive, limited, non-transferable, non-sublicensable, revocable license to: (a) use the Trackable Links solely in accordance with the terms of this Agreement; and (b) solely to use our trademarks and logos and marketing assets provided by us to you (collectively,“Intellectual Property”) for the purpose of promoting our brands, the Websites, and the Products. You agree to include the appropriate symbols and ownership attributions whenever you use our Intellectual Property.
You must not:
- use any of our Intellectual Property (or any variations or misspellings thereof or other term or terms confusingly similar), without our prior express written permission;
- use our Intellectual Property in a domain or website name, the text of any online advertising, including search engine advertising or for bidding on keywords for any online advertising, including in any source code, metatags, or keywords; or
- use the Trackable Links or our Intellectual Property in any manner that disparages or otherwise portrays us, or any of our customers, suppliers, employees, contractors, or representatives in a negative light.
Your use of our Intellectual Property in any manner other than permitted in this Agreement shall constitute a breach of this Agreement and unlawful infringement of our Intellectual Property. We reserve all of our rights in our Intellectual Property. We may revoke the license granted hereunder at any time, and this license will terminate upon expiration or termination of this Agreement.
By creating any Ambassador Advertising Materials, you grant us a worldwide, non-exclusive, fully paid right and license to host, store, transfer, display, perform, reproduce, modify, and distribute such content, in whole or in part, in any media formats and through any media channels now known or hereafter developed. We will pay you a Commission for sales generated through advertising containing the Ambassador Advertising Materials within the seven (7) days following such dissemination. All such payments shall be calculated through our tracking systems and determined in our sole discretion. By creating and submitting Ambassador Advertising Materials to us or publishing or disseminated Ambassador Advertising Materials, you represent and warrant that you have the rights to grant this license to us and that our use and dissemination of the Ambassador Advertising Materials does not violate any law, rule, regulation, or the rights of any third party.
5. TERM AND TERMINATION
This Agreement shall begin on the Effective Date and shall end when terminated by us or you. Either you or we may terminate this Agreement at any time, with or without cause. To terminate this Agreement, you must email [email protected] We may disable the Trackable Links or terminate your participation in the Program or this Agreement, or terminate or change the Program or this Agreement, at any time and for any reason. Any changes to this Agreement are effective upon posting on the Website, or when we otherwise notify you by e-mail you or a separation notification. Please check this Agreement periodically for changes. Your continued participation in the Ambassador Program following any changes to this Agreement means that you accept and agree to those changes. Upon termination of this Agreement, you shall immediately stop all use of and delete all Trackable Links, stop using our Intellectual Property, and stop promoting our products and services.
The Program is provided “as is” and “as available.” We make no express or implied warranties or representations with respect to the Program or the amounts you will earn from the Program. We do not represent that the Program or the Trackable Links will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or downtime, including Commissions during this period.
7. RELATIONSHIP OF THE PARTIES
You agree that you are an independent contractor, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and us. You agree not to make any statement or take any action inconsistent with this relationship.
8. LIMITATION OF LIABILITY
We will not be liable for indirect, special, incidental, punitive, or consequential damages, loss of revenue, profits, or data, in connection with this Agreement or your sale of any of our Products. Without limiting this, our total liability to you, for any cause of action, will not exceed the total Commissions paid or payable to you under this Agreement during the 3-month period immediately preceding the event allegedly giving rise to such liability.
You agree to indemnify, defend, and hold harmless Eminent, Inc. d/b/a Revolve and FWRD, LLC and our parents, subsidiaries, and affiliates, and each of their respective directors, officers, managers, employees, agents, shareholders, partners, members, owners, and assigns, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys’ fees and costs) arising out of or relating to: (a) any alleged failure or breach of this Agreement by you; (b) any misuse by you (or a party under your reasonable control or obtaining access through you) of the Trackable Links or our Intellectual Property; (c) your negligence or willful misconduct; (d) your violation of any law, rule or regulation; or (e) your infringement of any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of any third party.
10. GOVERNING LAW; DISPUTES
All disputes arising hereunder shall be resolved pursuant to Section 19 of the Revolve Group, Inc. Terms of Service. Thus, this Agreement is governed by the laws of the State of California without regard to conflict of law principles. You and we submit to binding arbitration administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules for resolution of any dispute. This agreement will be governed by the Federal Arbitration Act, and the arbitrator has exclusive authority to resolve any Dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement. YOU AND WE AGREE TO RESOLVE ANY AND ALL DISPUTES, CLAIMS OR CONTROVERSIES BETWEEN US ON AN INDIVIDUAL BASIS, AND THAT ANY SUCH CLAIMS WILL BE BROUGHT IN AN INDIVIDUAL CAPACITY, AND NOT ON BEHALF OF, OR AS PART OF, ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. YOU AND WE AGREE NOT TO PARTICIPATE IN ANY CONSOLIDATED, CLASS, OR REPRESENTATIVE PROCEEDING (EXISTING OR FUTURE) BROUGHT BY ANY THIRD PARTY RELATED TO THIS AGREEMENT OR THE PROGRAM.
11. ASSIGNMENT; WAIVER
You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. However, this Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. Our failure to enforce strict performance of any provision of this Agreement shall not constitute a waiver of our right to enforce such provision or any other provision of this Agreement.
Ambassador agrees that the content provided as in the Agreement between Eminent, Inc. d/b/a Revolve and FWRD, LLC and Ambassador and all posts, tweets, tags, comments, statements, images, videos in connection with the services provided, shall comply with the following as applicable to the specific nature of the content and posts:
- Be accurate: Ambassador shall refrain from making unsubstantiated or non-factual statements like “this product will make you look 10 years younger.” Such statements may violate the law and subject Ambassador and us to potential liability. To help Ambassador avoid this, before any social media posting, upon request, we may provide Ambassador with accurate and correct information about each product or service. Any photos posted of our Products should not be retouched.
- Tell the truth: Ambassador can (and should) express Ambassador’s own genuinely held opinions. However, Ambassador agrees that any non-opinion, factual information Ambassador presents will be consistent with the information that we provide Ambassador. For Ambassadors with a non-U.S. following, avoid using absolute words such as “best,” “most,” or “greatest”.
- Disclose prominently that you are paid by us: Ambassador shall include in each and every post, early in the post, information identifying Ambassador as a blogger/influencer and compensated by us. Ambassador will include at the beginning of each written post #ad or #paid. If the post includes video, within the video itself Ambassador will include the required written disclosure at the beginning of the video and/or will state orally in the same language used in the video at the beginning of the video post that “This video includes an advertising message from Revolve.” It may not be enough to simply use the platform tag.
- Be clean: Ambassador will not use any illegal, false, obscene, threatening, harassing, defamatory, inaccurate, misleading, offensive, defamatory and/or language or content showing or encouraging reckless or dangerous behavior.
- Respect the rights of others: Ambassador will post only original content and ideas or content or ideas it has the rights to use and will not violate the intellectual property rights of others, including, but not limited to, the use of unlicensed music in any content that you generate promoting our brands, the Products, or the Website.
- Follow the law: Ambassador shall comply with all relevant local, state, and federal laws, including but not limited to, the FTC Endorsement Guides and all FTC guidance.
- Right to Review: Upon our request, all posts uploaded to Ambassador’s blog/platform may be submitted and reviewed by us before being posted to the Ambassador’s blog/platform site. We reserve the right to edit for any reason, including length and clarity, legal liability reasons related to false, inappropriate, or misleading statements, or failure to disclose adequately that you are being paid by us and the content is advertising. We will send Ambassador the final edited piece for review and approval before posting their edited material on site. Further, we reserve the right to require Ambassador to edit and update any posts for any reason, including length and clarity, legal liability reasons related to false, inappropriate, or misleading statements or failure to disclose adequately that you are being paid by us and the content is advertising.
- Feedback: We may also ask for Ambassador’s feedback, either individually or as part of a group, on products, ideas, and other services and initiatives. Ambassador is not required to provide feedback, but any comments, suggestions, ideas, notes, drawings, concepts, recipes or other information disclosed or offered to us will become freely usable by Revolve in any form, without additional compensation to Ambassador.
- Compliance: We may periodically monitor compliance with these Brand Ambassador Guidelines and reserve the right to discipline or terminate any Ambassador who fails to comply.