Consultant Trading Terms and Conditions
FOXXGLOW CONSULTANT PROGRAMME
By Registering to become a Foxxglow Consultant you are agreeing to be bound by the following terms and conditions.
Foxxglow reserves the right to update and change these Terms & Conditions from time to time without notice. Any new features that augment or enhance the current Programme, including the release of new tools and resources, shall be subject to the Terms of Service. Continued use of the Programme after any such changes shall constitute your consent to such changes.
Violation of any of the terms below will result in the termination of your Account and forfeiture of any outstanding Consultant commission payments earned during the violation. You agree to use the Consultant Programme at your own risk.
- You must be 18 years or older to be part of this Programme.
- You must live in the New Zealand or Australia to be a Foxxglow Consultant.
- You must be a human. Accounts registered by “bots” or other automated methods are not permitted.
- You must provide your legal full name, a valid email address, and any other information requested in order to complete the signup process.
- You are responsible for all Content posted and activity that occurs under your account.
- You may not use the Programme for any illegal or unauthorised purpose. You must not, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).
Terms of the Agreement and Programme
The terms of this Agreement will begin upon our acceptance of your Programme application and will end when terminated by either party. Either you or we may terminate this Agreement at any time, with or without cause, by giving the other party written notice of termination. Upon the termination of this Agreement for any reason, you will immediately cease use of, and remove from your site or socials, all links to www.foxxglow.com, and all of our trademarks, and logos, and all other materials provided by or on behalf of us to you pursuant hereto or in connection with the Programme. Foxxglow reserves the right to end the Programme at any time. Upon programme termination, Foxxglow will pay any outstanding earnings accrued above $20.
Your responsibilities when using your Discount Code, creative banners on your site, in your emails, or other communications:
You will be solely responsible for the development, operation, and maintenance of your site/social accounts and for all materials that appear on your site or social media accounts. For example, you will be solely responsible for:
– The technical operation of your site/socials and all related equipment.
– Ensuring the display of Creative Banners on your site do not violate any agreement between you and any third party (including without limitation any restrictions or requirements placed on you by a third party that hosts your site).
– The accuracy, truth, and appropriateness of materials posted on your site/social media accounts (including, among other things, all Product-related materials and any information you include within or associate with your Coupon Code).
– Ensuring that materials posted on your site or social media accounts do not violate or infringe upon the rights of any third party (including, for example, copyrights, trademarks, privacy, or other personal or proprietary rights).
– Ensuring that materials posted on your site or social media accounts are not libellous or otherwise illegal.
Once you have registered to become a Consultant, please allow up to 72hours to receive your commission discount code to share across your social media handles along with your 'Consultant discount code online account activation email" to enable you to be able to purchase products for on-hand stock.
You are permitted to place links, banners, or other graphics we provide with your Consultant discount code on your site, on your social media accounts, in your emails or in other communications. We will provide you with guidelines, link styles, and graphical artwork to use when linking to Foxxglow.
To permit accurate tracking, reporting, and referral fee accrual, we will provide you with a discount codesto be used in all communications between your site/social media accounts and Foxxglow. You must ensure that you provide your correct code to your friends and followers. You will earn a 10% commission only with respect to sales on a Foxxglow product occurring directly through your Discount Code; we will not be liable to you with respect to any failure by you or someone you refer to use your Discount Code or incorrectly type your Discount Code, including to the extent that such failure may result in any reduction of amounts that would otherwise be paid to you pursuant to this Agreement.
FURTHER TERMS & CONDITIONS
1. Services: Consultant will perform certain services in connection with Foxxglow and is currently contemplated to engage with Foxxglow’s social channels, including but not limited to: Facebook, Instagram, YouTube, Pinterest & Snapchat.
(i) Online Sales
In consideration for the full performance of Consultant’s services hereunder and the rights and releases granted herein, Foxxglow shall compensate Consultant and Consultant agrees to accept the compensation of 10% Commission on all Online Sales.
For a Product sale to be eligible to earn a referral fee, the customer MUST checkout with your Discount Code through www.foxxglow.com and complete an order for a product during that session or when on returning to our site the customer must use your Discount Code when successfully making an order.
We will not pay commissions if someone says they purchased or someone says they entered a Discount Code if it was not tracked by our system. We can only pay commissions on business generated through properly formatted Discount Codes that were automatically tracked by our systems.
We reserve the right to disqualify commissions earned through fraudulent, illegal, or overly aggressive, questionable sales or marketing methods.
Payments only begin once you’ve earned more than $20 of Online Sales Consultant income. If your account never crosses the $20 threshold, your commissions will not be released or paid. We are only responsible for paying accounts that have crossed the $20 threshold.
(ii) On-hand Stock
On Activation of you Consultant Application you will receive an email with a link to your Consultant Account on www.foxxglow.com where you can purchase on-hand stock where you will make a 30% commission per unit. To purchase on-hand stock we provide online payment gateway, Laybuy, Partpay, Oxipay and Afterpay. If you pay for your on-hand stock via a third party site, you acknowledge and accept payment is to made to the third party via their terms and conditions.
You may not purchase products through your discount code solely for your own use. Such purchases may result (in our sole discretion) in the withholding of referral fees and/or the termination of this Agreement.
3. Identifying yourself as a Foxxglow Consultant: You may not issue any press release with respect to this Agreement or your participation in the Programme; such action may result in your termination from the Programme. In addition, you may not in any manner misrepresent or embellish the relationship between us and you, say you develop our products, say you are part of Foxxglow or express or imply any relationship or affiliation between us and you or any other person or entity except as expressly permitted by this Agreement (including by expressing or implying that we support, sponsor, endorse, or contribute money to any charity or other cause).
4. Customer definition: Customers who buy products through this Programme will be deemed to be our customers. Accordingly, all of our rules, policies, and operating procedures concerning customer orders, customer service, and product sales will apply to those customers. We may change our policies and operating procedures at any time. For example, we will determine the prices to be charged for products sold under this Programme in accordance with our own pricing policies. Product prices and availability may vary from time to time. Because price changes may affect Products that you have listed on your site/social media accounts, you should not display product prices, however if you wish to display pricing, it is your responsibility to check frequently that the prices are correct. We will use commercially reasonable efforts to present accurate information, but we cannot guarantee the availability or price of any particular product.
5. Ownership Rights: Consultant 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 Consultant (the “Work”) is owned by Foxxglow, for all purposes. To the extent that any Work is deemed not to be a work made for hire, and without limiting the foregoing, Consultant hereby assigns and transfers all rights, 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 Foxxglow. For the sake of clarity, and without in any way limiting the foregoing, Foxxglow 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 without limitation Pinterest), worldwide, in perpetuity, royalty-free and without restriction of any kind. Consultant acknowledges the ownership and validity of Foxxglow’s copyrights, brands, trademarks and patent rights, whether or not created by or contributed to by Consultant.
6. Use of Likeness: Consultant further grants to Foxxglow the irrevocable right and permission to film, videotape, photograph and/or otherwise record Consultant and to reproduce, publish, distribute, display, broadcast, exhibit, and/or in any other way use Consultant’s image, likeness, signature, voice, photographs, name (including nicknames), actual and/or paraphrased statements and/or any other information or attribute identifying and/or otherwise associated with Consultant (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 Foxxglow and/or the Work, in all media now known or hereafter developed (including without limitation in social media).
7. No Right of Approval: Consultant hereby irrevocably waives any and all right to inspect and/or approve Foxxglow’s use of the Work and/or Consultant’s Likeness, including without limitation any text, image and/or other creative elements that may be used in connection with the Work and/or Consultant’s Likeness.
8. Confidentiality: Consultant will regard and retain as confidential and will not divulge to any third party, or use for any unauthorised purposes (including Consultant’s own benefit) either during or after Consultant’s engagement with Foxxglow, any proprietary, or confidential information or know-how that Consultant has acquired during Consultant’s service or in consequence of Consultant’s service or contacts with Foxxglow without the written consent of an authorised representative of Foxxglow. Consultant agrees to return to Foxxglow all such documentation and any other confidential information upon termination of Consultant’s engagement with Foxxglow.
9. Representations and Warranties: Consultant represents and warrants that: (i) Consultant has the full and unrestricted right and authority to enter into and perform this Agreement and to grant the rights granted herein; (ii) Consultant has complied and will comply with all applicable laws, rules and regulations in rendering the services to be performed under this Agreement, including without limitation, the current Company Guidelines, the Use of Endorsements and Testimonials in Advertising and all related disclosure requirements; and, notwithstanding the termination provisions set forth herein, Foxxglow reserves the right to immediately terminate this Agreement if Consultant fails to make social media or other disclosures in the manner set forth in Foxxglow Guidelines, which failure shall be deemed a material breach of the Agreement; (iii) the Work is original to Consultant; (iv) the use of the Work and/or Consultant’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) Consultant will perform the services in a timely and professional manner.
10. Release/Indemnity: Consultant hereby irrevocably and unconditionally releases, discharges and agrees to indemnify and hold harmless Foxxglow, 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 whatsoever, whether known or unknown, arising at any time out of and/or relating to the use of the Work and/or Consultant’s Likeness and/or any breach or alleged breach of any of the terms of this Agreement.
11. Term: This Agreement will be effective as of your Consultant Account being accepted and will remain in effect for three months thereafter unless terminated in accordance with Section 12 below, and will automatically renew for successive three-month periods unless Consultant has not sold a minimum of 10 units in the given three month period or written notice of termination is given by either party to the other party prior to the end of the then-applicable term.
12. Termination: Foxxglow shall have the right, at its sole option, to terminate this Agreement immediately in the event that: (i) Consultant fails, neglects or refuses to fully perform any of the obligations to be performed hereunder; (ii) Consultant materially breaches the terms of this Agreement or any of the warranties or representations made herein; (iii) Consultant commits any act or does anything that is or shall be an offence involving moral turpitude under national or international laws, or which brings Consultant, or any Company Party into public disrepute, contempt, scandal, or ridicule, or which insults or offends the community or any substantial organised group thereof, or which might tend to injure the success of any Company Party. Foxxglow, in its sole discretion, has the right to suspend or terminate your account and refuse any and all current or future use of the Programme, or any other Foxxglow service, for any reason at any time. Such termination of the Service will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture and relinquishment of all potential or to-be-paid commissions in your Account if they were earned through fraudulent, illegal, or overly aggressive, questionable sales or marketing methods. Foxxglow reserves the right to refuse service to anyone for any reason at any time.
13. 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. Consultant shall have no express or implied right or authority to assume or create any obligations on behalf of or in the name of Foxxglow or to bind Foxxglow to any contract, agreement or undertaking with any third party.
14. Assignment: Any or all of Foxxglow’s rights and obligations under this Agreement may be assigned by Foxxglow without Consultant’s consent, and upon any such assignment, Foxxglow shall have no further obligation to Consultant, and shall no longer be liable to Consultant, in respect to any obligation so assigned. Consultant’s rights and obligations under this Agreement may not be assigned by Consultant without Foxxglow’s prior written approval.
15. Compliance with Laws: As a condition to your participation in the Programme, you agree that while you are a Programme participant you will comply with all laws, ordinances, rules, regulations, orders, licenses, permits, judgments, decisions or other requirements of any governmental authority that has jurisdiction over you, whether those laws, etc. are now in effect or later come into effect during the time you are a Programme participant. Without limiting the foregoing obligation, you agree that as a condition of your participation in the Programme you will comply with all applicable laws that govern marketing email, and all anti-spam laws.
16. 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 authorised 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.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO ALL ITS TERMS AND CONDITIONS. YOU UNDERSTAND THAT WE MAY AT ANY TIME (DIRECTLY OR INDIRECTLY) SOLICIT CUSTOMER REFERRALS ON TERMS THAT MAY DIFFER FROM THOSE CONTAINED IN THIS AGREEMENT OR OPERATE WEB SITES THAT ARE SIMILAR TO OR COMPETE WITH YOUR WEB SITE. YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THE PROGRAMME AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS SET FORTH IN THIS AGREEMENT. YOU ACCEPT THE PROCESS OF WHICH THIS CONSULTANT PROGRAMME CONSISTS OF AND AGREE TO PROMOTE FOXXGLOW IN AN ACCEPTABLE AND PROFESSIONAL MANNER.
(c) Foxxglow Limited (2018)