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Compawssion Brand Ambassador Agreement

Compawssion Ambassador Program Agreement 

This agreement governs participation in Compawssion's Brand Ambassador Program (The “Compawssion Ambassador Program”).

This Compawssion Ambassador Program agreement (this "Agreement") by and between Compawssion ("C") and participants named “Compawssion Ambassador” (“CA”) consists of these terms and conditions and in those in the accompanying attachments. CA and C are sometimes referred to collectively in this Agreement as the "Parties." “Compawssion Ambassador” means the party registering with Compawssion to participate in the CA program and any officers, directors, employees, affiliates, contractors, subsidiaries, and agents acting on its (or their) behalf, which shall be bound by the terms of this Agreement. "Compawssion Ambassador Media" means websites, media content, and social media accounts.

C owns and operates the Compawssion Ambassador Program, a brand ambassador program that regularly offers opportunities for CA's to promote the C brand and participate in opportunities online, in person and via social media.

CP's are influencers and rescue dog supporters in good standing in their community who embody C’s core values and operate websites and social media accounts on a variety of topics related to C’s current and future customers.  

Both parties agree to collaborate to deliver the following services as specified below and in the Attachments hereto.

    1. Services. Compawssion will identify and present Compawssion Ambassador Opportunities (“CAO") to CA's to participate in at the sole discretion of the CA. CA's include content and media development,  sponsorship opportunities, social media campaigns, product reviews and feedback and any other yet identified activity.

Both CA and C agree to the following actions in order to execute the CAO:

CA Agrees to:

Select and participate in CAO in a timely manner in accordance with instructions and specifications provided by C

Not manipulate CA statistics, reports or other types of C or CA data 

Participate in CAO monthly

Provide a non-exclusive right to C to use CA media created while participating in the CA Program. This media must consist of original and non-copyrighted content (unless citations/credits are given). 

Maintain a good standing in the local community and within the CA Program community

Represent C and the CA Program in line with the core values of the C brand

Acknowledge that C gives no representation or warranty as to the volume of CAO that may be provided

Participation in the CA Program is at the sole description of C.

  1. Compensation and Revenue Share. In consideration of the obligations performed by CA under the terms of this Agreement C agrees to compensate Ambassador with store credit, discounts and other compensation at C’s sole discretion.

  2. Term and Termination. This Agreement will continue until terminated by written notification by CA or C. Either party may terminate this Agreement with written notice to the other party.

  3. Indemnification. CA shall indemnify, defend and hold harmless C, its officers, directors, employees, affiliates, contractors, subsidiaries, agents, successors and assigns from and against any liability, claim, suit, proceeding, demand or action and any damages, losses, costs, expenses or settlement fees incurred in connection therewith (including reasonable attorney’s fees and costs) arising out of or relating to (a) any claim that the advertising and marketing campaign infringes, misappropriates or violates any copyright, trademark, trade secret, privacy, publicity or other intellectual property or proprietary right of any person, or (b) any claim of libel, defamation, fraud, misrepresentation or other similar claim in connection with the social media marketing campaign, provided that (i) C provides CA with prompt written notice upon becoming aware of any such claim, (ii) C reasonably cooperates with CA the defense of such claim, and (iii) CA has sole and exclusive control over the defense and settlement of any such claim (provided that any settlement must be approved by both parties).

  4. Warranties; Limitation of Liability

5A. Compawssion Ambassador Warranties.  CA represents and warrants that (a) CA has the right and authority to enter into this Agreement

5B. C Warranties.  C represents and warrants that C has the right and authority to enter into this Agreement.

5C. Limitation of Liability.  C shall not be liable for any indirect, special or consequential damages, or damages for loss of profits, business interruption, loss of goodwill, computer failure or malfunction or otherwise, arising from or relating to this Agreement, even C such party is expressly advised of the possibility of such damages.  The foregoing limitation of liability and exclusion of certain damages shall apply regardless of the failure of essential purpose of any remedies available to either party.