|Conversion action||Online purchase with processed valid payment|
|Cookie days||30 day(s)|
|Commission type||Percent of Sale|
If you are a grower, open minded, trustworthy and want to help positively impact the lives of other growers - we want you to become a Humboldts Secret Supplies Ambassador Today! As an Ambassador you'll be sharing our mission to make growing easier to succeed at by using our premium fertilizers.
What you'll do:
Share your love for Humboldts Secret in a creative and fun way, be it with photos, videos, reviews, blogs and word of mouth
Provide a unique coupon code (20% off their first purchase) or referral link to your audience to use on our website and save money!
Comment and Tag @HumboldtsSecretSupplies in posts that you are sharing to promote our products
What you’ll get:
Opportunity to make 25% commission on sales you generate
Discount codes to share with your audience (20% off!)
TERMS AND CONDITIONS
HS SUPPLIES, LLC
INDEPENDENT AMBASSADOR PROGRAM AGREEMENT
This Independent Ambassador Agreement (including any schedules, exhibits or addenda attached hereto, the “Agreement”), is made and entered into as of the date identified below (the “Effective Date”), by and between HS Supplies, LLC. (“HS Supplies, LLC”), with an address of 8650 Genesee ave, Suite 214-928612, San Diego CA 92192, United States and the Ambassador identified below (“Independent Ambassador” or “you”). In consideration of the mutual promises contained herein, the parties agree as follows:
The Independent Ambassador Program. Independent Ambassador agrees to provide to HS Supplies, LLC under the terms and conditions of this Agreement, services (the “Services”) in connection with HS Supplies, LLC's Independent Ambassador Program (the “Program”). As part of the Services, Independent Ambassador will generate and post content (including, without limitation, text, videos and images) regarding HS Supplies, LLC brand and HS Supplies, LLC on Independent Ambassador’s Web page (the “Ambassador Page”) and on Ambassador's Instagram, Instagram Story, Twitter, Facebook, blog and potentially YouTube and Pinterest (the “Social Channels”) (collectively the “Content”) in an effort to generate sales.
Independent Ambassador agrees to:
Devote such of his/her time, resources and best efforts to the Services as is reasonably necessary to perform them in a professional and diligent manner.
Comply with all applicable laws and regulations.
Determine, in his /her discretion, the time, place, manner, means, methods and independent/personal resources by which the Services are performed and achieved.
Provide and utilize his/her own equipment, tools and other resources in performing the Services but HS Supplies, LLC will provide to Independent Ambassador certain informational materials to facilitate the creation of Independent Ambassador's created content to his/her Ambassador Page and/or Social Channels (such templates and other materials are collectively referred to as the “HS Supplies, LLC Materials”).
Will be responsible for (i) creating and editing the Content and (ii) either emailing to HS Supplies, LLC such Content to upload to the Ambassador Page or posting such Content on the Social Channels. All such Content that is uploaded to the Ambassador Page will be posted to the Ambassador Page subject to prior review by HS Supplies, LLC. HS Supplies, LLC has the right to remove any Content from the Ambassador Page.
It is understood and agreed that Independent Ambassador will be an independent contractor, is not and will not be considered an agent or employee of HS Supplies, LLC (or any of its affiliates or related entities), and shall have no authority to bind HS Supplies, LLC (or its affiliates or related entities) by contract or otherwise.
Independent Ambassador agrees that they will not:
Make any derogatory statements about HS Supplies, LLC and/or HS Supplies, LLC’s Products.
Link to any third-party websites, other than the Social Channels, on the Ambassador Page or otherwise redirect visitors of the Ambassador Page to third-party websites
Resell or distribute any HS Supplies, LLC, including those received for free or as gifts, for commercial purposes, other than via the Ambassador Page
Promote HS Supplies, LLC, the HS Supplies, LLC brand, or the Program and/or the Ambassador Page via any paid media channels
Promote HS Supplies, LLC, the HS Supplies, LLC brand, the Program and/or the Ambassador Page via any website, media, social media, or electronic presence or resource that may be considered pornographic, lewd, offensive, or discriminate
Engage in any fraudulent transactions, as reasonably determined by HS Supplies, LLC, including without limitation making transactions from Ambassador's IP addresses or computers under Ambassador's control.
In consideration for the Services, HS Supplies, LLC will pay to Independent Ambassador a percentage of the Net Revenue (as defined below) collected by HS Supplies, LLC in accordance with the Commission Appendix below (the “Commission(s)”). For purposes of this Agreement, “Net Revenue” means gross fees received by HS Supplies, LLC from Qualifying Orders (as defined below), less amounts paid for using store credit or gift certificates, taxes, duties and transaction-based costs and expenses, including but not limited to payment process fees and shipping fees. For purposes of this Agreement, “Qualifying Orders” means purchases of HS Supplies, LLC product(s) via the Ambassador’s link or discount code that are made by a method of payment accepted by HS Supplies, LLC. The Commission is also only paid to Independent Ambassador if the Qualifying Order is final -any returns will cause that specific Commission to be deducted out of the month payouts. The Commission will be calculated solely based on records maintained by HS Supplies, LLC using its standard methodologies. HS Supplies, LLC will pay Independent Ambassador its Commission on the 28th day of each month following 30 days from the date of sale. Commissions due hereunder will be made by HS Supplies, LLC to Independent Ambassador through its payment processor (“Payment Processor”), which, as of the Effective Date, is a company check . Independent Ambassador is solely responsible for creating and maintaining a Payment Processor account, and communicating such account information to HS Supplies, LLC for purposes of receiving the payments set forth herein. HS Supplies, LLC is not responsible for making any payments based on any amounts which result from any fraudulent transactions, as reasonably determined by HS Supplies, LLC, including without limitation any transactions originating from Ambassador 's IP addresses or computers under Ambassador's control.
Definition. “Confidential Information” means all trade secrets and confidential or proprietary information, whether or not in writing, concerning HS Supplies, LLC's business technology, business relationships or financial affairs which HS Supplies, LLC has not released to the general public. By way of illustration, Confidential Information includes, but is not limited to, information or material which has not been made generally available to the public, such as: (i) corporate information , including plans, strategies, method, policies, resolutions, negotiations or litigation;(ii) marketing information, including strategies methods, customer identities or other information about customers , prospect identities or other information about prospects, or market analyses or projections; (iii) financial information, including cost and performance data (iv) operational and technological information , including plans, specifications, manuals, forms, templates, software, designs, methods, procedures, formulas, discoveries, inventions improvements, concepts and ideas; and (v) personnel information, including personnel lists, reporting or organizational structure, resumes, personnel data. Confidential Information also includes information received in confidence by HS Supplies, LLC from its customers or suppliers or other third parties.
Non-Disclosure and Non-Use Obligations. Independent Ambassador will not, at any time, without HS Supplies, LLC 's prior written permission, either during or after the term of this Agreement, disclose any Confidential Information to anyone outside of HS Supplies, LLC, or use or permit to be used any Confidential Information for any purpose other than the performance of the Services for or on behalf of HS Supplies, LLC. Independent Ambassador will cooperate with HS Supplies, LLC and use best efforts to prevent the unauthorized disclosure or use of any and all Confidential Information. Independent Ambassador will deliver to HS Supplies, LLC all copies of Confidential Information in Independent Ambassador's possession or control upon the earlier of a request by HS Supplies, LLC or termination of this Agreement for any reason.
Information of Third Parties. Independent Ambassador understands that HS Supplies, LLC is now and may hereafter be subject to non-disclosure or confidentiality agreements with third persons which require HS Supplies, LLC to protect or refrain from use of Confidential Information. Independent Ambassador agrees to be bound by the terms of such agreements in the event Independent Ambassador has access to such Confidential Information.
Intellectual Property Rights.
Independent Ambassador hereby grants to HS Supplies, LLC and its subsidiaries, affiliates, licensees, agents, representatives, successors and assigns: Unrestricted, fully-paid, royalty free, exclusive, transferable and irrevocable rights, power and authority to use, reproduce, publish, print, distribute, transmit, copy or otherwise use any of the Content, worldwide and perpetually, in whole or in part, in any medium known now or later discovered, for the purpose of its advertisements, promotions, marketing activities, public relations, educational and other commercial or non-commercial purposes, subject only to the payment made to Independent Ambassador in section 2 hereof.
Independent Ambassador shall have the revocable, unlimited, perpetual and worldwide right to use the Content, for Independent Ambassador’s promotional purposes, in any and all media now known or hereafter developed.
Independent Ambassador hereby grants to HS Supplies, LLC and its affiliated companies, successors and assigns, the royalty-free, perpetual, unrestricted, transferable, irrevocable sublicensable, non-exclusive, worldwide right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display any content or other materials, other than the Content, (i) submitted to HS Supplies, LLC in connection with the Program or (ii) otherwise created by Independent Ambassador in connection with the Services, (collectively, the “Other Developments”)
HS Supplies, LLC Materials and Trademark.
Except for Independent Ambassador's limited right to use HS Supplies, LLC Materials solely in connection with performing the Services, HS Supplies, LLC retains all right title and interest in the HS Supplies, LLC Materials, including all related intellectual property rights. HS Supplies, LLC hereby grants to Independent Ambassador, a limited, non-exclusive, non-transferable license to use and display HS Supplies, LLC's name, website address, logo and trade names (the “Marks”), solely in connection with performing the Services.
Independent Ambassador agrees that any use of the Marks:
Will comply with HS Supplies, LLC's quality standards and trademark guidelines, which may be provided by HS Supplies, LLC to Independent Ambassador from time to time
Will solely inure to the benefit of HS Supplies, LLC. The Marks are proprietary and nothing in this Agreement constitutes the grant of a general license for their use. Independent Ambassador does not acquire any right, title or interest in the Marks or the goodwill associated therewith. Independent Ambassador agrees not to (A) attack the Marks or assist anyone in attack in the Marks, and (B) make any application to register the Marks or use any confusingly similar trademark, service mark, trade name, iconography, or derivation thereof including, but not limited to, the registration of any domain name including any of the Marks, during the term of this Agreement and thereafter.
Federal Trade Commission Requirements.
Independent Ambassador acknowledges and agrees that the provisions of the Federal Trade Commission's Guides Concerning Use of Endorsements and Testimonials in Advertising (the “Guides”) apply to Independent Ambassador's provision of the Services hereunder. Independent Ambassador represents and warrants that he or she has read and understands the Guides and their requirements, and that the Content and Other Developments (including, without limitation, social media communications regarding HS Supplies, LLC, the HS Supplies, LLC brand and/or the Program) will contain clear and prominent disclosures compliant with the Guides.
Independent Ambassador Social Channels.
In connection with performing the Services, Independent Ambassador may link certain of his or her Social Channels to the Ambassador Page. If Independent Influence so elects, HS Supplies, LLC may link to, and stream content from such Social Channels on its websites, social media channels and in other HS Supplies, LLC advertising and promotional materials.
Representations and Warranties.
Independent Ambassador represents and warrants that:
He or she is at least 18 year of age and legally allowed to live and work in his/her country of residence
The Services will be performed in a professional, lawful and workmanlike manner, in accordance with any terms and conditions set forth herein and in the HS Supplies, LLC Materials;
The Content and Other Developments are Independent Ambassador' s original work
Use of the Content and Other Developments by HS Supplies, LLC will not infringe or involve the misappropriation of any third party rights
All clearances and licenses relating to the use of the Content or Other Developments have been obtained by Independent Ambassador
Except as expressly set forth herein, no fee, compensation or any other payment whatsoever will be payable by HS Supplies, LLC for any Content or Other Developments or any content or material incorporated therein to any third party;
He or she will comply with all applicable laws, rules and regulations, including the Guides
Independent Ambassador shall indemnify and hold HS Supplies, LLC, its affiliates and their respective directors, officers, agents and employees harmless from and against all claims, demands, losses, damages and judgments, including court costs and attorneys' fees, arising out of or based upon the Services and/or Independent Ambassador's performance thereof including, but not limited to, (a) any claim that the Services provided hereunder or, any related intellectual property rights or the exercise of any rights in or to any Content, Other Development, Ambassador IP or related intellectual property rights infringe on, constitute a misappropriation of the subject matter of, or otherwise violate any patent, copyright, trade secret, or trademark of any person or breaches any person' s contractual rights; and (b) any breach or alleged breach by Independent Ambassador of any representation, warranty, certification, covenant, obligation or other agreement set forth in this Agreement.
This Agreement will commence on the Effective Date and continue until terminated as set forth herein. Either party may terminate this Agreement for convenience upon at least seven (7) days' prior written notice thereof to the other party. HS Supplies, LLC may, in addition to any other rights it may have at law or in equity, terminate this Agreement immediately and without prior notice if Independent Ambassador refuses to or is unable to perform the Services or is in breach of any material provision of this Agreement. Upon any termination of this Agreement, all rights and duties of the parties toward each other shall cease, except that the following Sections shall survive: 2 (with respect to any Net Revenue accrued during the term of this Agreement but not yet paid); 3, 4(a), 4(b), 4(c) and 5 through 13 (inclusive).
Independent Contractor; No Agency.
Independent Ambassador is not and shall not be deemed an employee, agent, joint venture or partner of HS Supplies, LLC, and neither party shall have any right or authority to assume or create any obligation on behalf of or bind the other party in any manner whatsoever.
Limitation of Liability.
IN NO EVENT SHALL HS SUPPLIES, LLC, ITS AFFILIATES, THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS (EACH, A “HS SUPPLIES,, LLC PARTY”) BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTAL AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) ARISING FROM OR RELATED TO THIS AGREEMENT, THE HS SUPPLIES, LLC AND/OR THE PROGRAM, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF SUCH HS SUPPLIES, LLC PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY. IN SUCH STATES, THE LIABILITY OF THE HS SUPPLIES, LLC PARTIES SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
Governing Law, Jurisdiction and Venue.
All matters relating to the Service and these Terms of Service shall be governed by and construed in accordance with the laws of the state of California, without giving effect to any choice of law provisions.
Any legal suit, action, or proceeding arising out of, or related to, these Terms and Conditions or the Service shall be instituted exclusively in the federal courts of the United States or, if no federal subject matter jurisdiction exists, the state courts located in San Diego, California. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
All notices or other communications, required or permitted to be given hereunder, shall be in writing and shall be delivered electronically, personally or mailed, certified mail, return receipt requested, postage prepaid, to the parties at their addresses as set forth above. Any notice given electronically shall be deemed received on the business day following transmission. Any notice mailed in accordance with the terms hereof shall be deemed received on the third day
following the day of mailing. Either party may change the address to which such notices to such party may be given hereunder by serving proper notice of such change of address to the other party.
Independent Ambassador and HS Supplies, LLC agree that it would be impossible or inadequate to measure and calculate HS Supplies, LLC's damages from any breach by Independent Ambassador of this Agreement. Accordingly, Independent Ambassador and HS Supplies, LLC agree that if Independent Ambassador breaches this Agreement; HS Supplies, LLC will have available, in addition to any other right or remedy available and notwithstanding anything to the contrary in Section 10 above, the right to obtain from any court of competent jurisdiction an injunction restraining such breach or threatened breach and specific performance of Sections 3, 4 and Section 8. Independent Ambassador and HS Supplies, LLC further agrees that no bond or other security shall be required in obtaining such equitable relief and Independent Ambassador and HS Supplies, LLC, hereby consent to the issuances of such injunction and to the ordering of such specific performance.
If any provision of this Agreement is found to be invalid by any court or arbitrator having competent jurisdiction, then the meaning of said provision shall be construed, to the extent feasible, so as to render the provision enforceable, and if no feasible interpretation would save such provision, it shall be severed from the remainder of this Agreement which shall remain in full force and effect. Failure of HS Supplies, LLC to act on or enforce any provision of this Agreement shall not be construed as a waiver of that provision or any other provision of this Agreement. No waiver shall be effective against HS Supplies, LLC unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by HS Supplies, LLC and Independent Ambassador, this Agreement constitutes the entire agreement between Independent Ambassador and HS Supplies, LLC with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience, and shall not be given any legal import. Neither this Agreement nor any right hereunder or interest herein may be assigned or transferred by Independent Ambassador without the express written consent of HS Supplies, LLC. HS Supplies, LLC may assign any or all of its rights and obligations under this Agreement without Independent Ambassador's written consent to any affiliate or to another third party affiliate by way of merger, acquisition, consolidation, or sale or transfer of all or substantially all of HS Supplies, LLC's assets or capital stock. Any attempted assignment, delegation or transfer to a third party in violation hereof shall be null and void. Subject to the foregoing, this Agreement shall be binding on the parties and their successors and assigns.
For Qualifying Orders in a calendar month, HS Supplies, LLC will pay to Independent Ambassador commission payments in accordance with the following table, with the exception that HS Supplies, LLC could have promos that could go to higher percentages as incentive, all details of such promos to be at HS Supplies, LLC's sole discretion and communicated to Independent Ambassador in due time:
50% of Net Revenue on initial purchase only
For purposes of this Commission Appendix, each Qualifying Order shall count as one Qualifying Order, regardless of the number of HS Supplies, LLC products that are purchased pursuant to such Qualifying Order.
Effective Date: April 30, 2021
Information We Collect
When you visit the Site, we automatically collect certain information about your device, including information about your web browser, IP address, internet service provider, time zone, and some of the cookies that are installed on your device. Additionally, as you browse the Site, we collect information about the individual web pages or products that you view, what websites or search terms referred you to the Site, and information about how you interact with the Site. We refer to the above referenced information as “Device Information.”
We collect Device Information using the following technologies, among others:
“Log files” track actions occurring on the Site, and collect data including your IP address, browser type, Internet service provider, referring/exit pages, and date/time stamps.
“Web beacons,” “tags,” and “pixels” are electronic files used to record information about how you browse the Site.
Additionally, when you make a purchase, or attempt to make a purchase through the Site, we collect certain information from you, including your name, billing address, shipping address, payment information (including credit card numbers, PayPal information), email address, and phone number. If you sign up to receive news, offers and/or other information from us, participate in a survey or contest, or otherwise contact us via the Site, we may also collect your name, email address, phone number, and any other information that you voluntarily provide. We refer to this information collectively as “Order Information.”
We may receive Devise Information, Order Information and other personal data about you (collectively, “Personal Information”) from various third parties and public sources as set out below:
Technical data from analytics providers (such as Google based outside the EU);
Financial and transaction data from providers of technical, payment and support services.
Identity and contact data from publicly availably sources.
We may also collect, use and share aggregated data, such as statistical or demographic data, for any purpose. Aggregated Data may be derived from Your Information but we do not consider it personal information as this data does not directly or indirectly reveal your identity.
How Do We Use Your Information?
We use the Order Information that we collect to process and fulfill any orders placed through the Site (including processing your payment information, arranging for shipping, and providing you with invoices and/or order confirmations).
Additionally, we may use Order Information to:
Create your online account with us; Communicate with you; Provide customer support; Screen our orders for potential risk or fraud; and When in line with the preferences you have shared with us, provide you with information or advertising relating to our products or services. By purchasing or signing up for a wholesale account you agree to receive marketing emails from us.
We may use Your Information to form a view on what we think you may want or need, or what may be of interest to you. This is how we decide which services and offers may be relevant for you and we may use that information when make choices about what communications to send to you and displaying our online advertisements. In those cases we share aggregated and non-identifying information about Site users with these advertisers. In some instances, we use this aggregated and non-identifying information to deliver tailored advertisements to an intended audience. We do not share Order Information with these advertisers or joint venture companies.
We may use any feedback that you provide (e.g., in response to a survey) to improve the quality of our products and services and Site, and to develop new products and services and features on our Site.
We use the Device Information that we collect to help us screen for potential risk and fraud, and more generally to improve and optimize our Site (for example, by generating analytics about how our customers browse and interact with the Site, and to assess the success of our marketing and advertising campaigns).
Sharing Your Information
We share Your Information with third parties who provide services to us or on our behalf, including to help us use Your Information, as described above.
For example, we use Shopify to power our online store—you can read more about how Shopify uses Your Information here: https://www.shopify.com/legal/privacy.
We also use Google Analytics to collect information and help us understand how our customers use the Site—you can read more about how Google uses Your Information, and how you can control the information that is shared, here: https://policies.google.com/technologies/partner-sites.
You can also opt-out of Google Analytics here: https://tools.google.com/dlpage/gaoptout.
We may disclose Your Information to affiliated companies, our parent company and sister companies.
Aggregated, non-personally identifying information collected via the Site may be shared with third parties, without restriction.
As described above, we may use Your Information to provide you with targeted advertisements or marketing communications we believe may be of interest to you. For more information about how targeted advertising works, you can visit the Network Advertising Initiative’s (“NAI”) educational page at http://www.networkadvertising.org/understanding-online-advertising/how-does-it-work.
For more information about how you can opt out of certain targeted advertising, see the following web pages:
FACEBOOK - https://www.facebook.com/settings/?tab=ads
Additionally, you can opt out of some of these services by visiting the Digital Advertising Alliance’s opt-out portal at: http://optout.aboutads.info/.
Do Not Track
Some web browsers may allow you to select a “Do Not Track” preference to let the sites you visit know that you do not want them collecting information about you. Please note that we do not alter our Site’s practices when we see a Do Not Track signal from your browser.
When you place an order through the Site, we may, in our discretion, maintain Your Information for our records unless and until you ask us to delete this information.
The Site is not intended for individuals under the age of 18.
Changes to Privacy Notice
Changes to Your Information
It is important that Your Information in our records is accurate and current. Please keep us informed if Your Information changes and you continue to use the Site so we can update our records accordingly.
If you would like to review and/or request changes to your Order Information collected through the Site, you may contact us to view and/or change such information.
Third-Party Links and Software
Marketing and Communication Preferences
We may provide you with choices regarding certain uses of Order Information, particularly around marketing and advertising. You may be asked to indicate your preferences in receiving marketing materials and other communication from us and our third party service providers. We may rely on your consent to such requests as a legal basis for sending direct marketing communications to you via email or text message. You have the right to withdraw consent to marketing and other communication from us by contacting us.
Compliance with Law
Please note that we may process You Information without your knowledge or consent where this is required or permitted by law, or in the good-faith belief that such action is necessary to comply with state or federal laws.
You help to maintain the security of Order Information stored in our systems by keeping your username and password confidential and protecting against unauthorized access to your password and to your computer. Be sure to sign off when finished using a shared device.
If you believe that HS Supplies, LLC has not adhered to this privacy notice, please contact us by e-mail at [email protected]. We will do our best to address your concerns. If you feel that your complaint has been addressed incompletely, we invite you to let us know for further investigation.
California Privacy Rights
FOR RESIDENTS OF CALIFORNIA ONLY. Section 1798.83 of the California Civil Code requires select businesses to disclose policies relating to the sharing of certain categories of your personal data with third parties. If you reside in California and have provided your personal data to us, you may request information about our disclosures of certain categories of personal data to third parties for direct marketing purposes. You may make one request per calendar year. In your request, please attest to the fact that you are a California resident and provide a current California address for your response. You may request this information in writing by contacting us at [email protected]. In your request, please specify that you want a “Your California Privacy Rights Notice”. Please allow up to thirty (30) days for a response. We reserve the right not to respond to requests submitted in ways other than those specified above.
For more information about our privacy practices, if you have questions, or if you would like to make a complaint, please contact us by e-mail at [email protected] or by mail using the details provided below:
8650 Genesee Ave, Ste 214, San Diego, CA, 92192, United States
Attention: Data Privacy Manager