Brand Ambassador Agreement

Fenwick Pet Company Ltd. actively supports the promotion and advertising of its products by selected and esteemed members of the pet community. This agreement delineates the terms and conditions of your affiliation with Fenwick Pet Company Ltd. as a Brand Ambassador.

By submitting your application to become a Brand Ambassador for Fenwick Pet Company Ltd., you hereby agree to the following terms:

1. Endorsed Products:

Endorsed products refer to those products marketed under the Fenwick Pet Company Ltd. brand name.

2. Ambassador Requirements

Your responsibilities as a Brand Ambassador are detailed in the Guide section of your UpPromote Affiliate dashboard. These obligations are incorporated into this agreement by reference.

Requirements include:
  • Ambassadors that have an active, public Instagram or TikTok account with at least 250 followers and 2+ posts per week
  • Followers of our Instagram and/or Tiktok @fenwickpets
  • Those who are at least 18 years of age and based in Canada or the U.S.
Ambassadors are explicitly prohibited from disseminating discount codes on coupon websites. Any ambassador whose code is discovered on a coupon website will be promptly removed from the program, and any commission accrued will be forfeited. Ambassadors must adhere to all federal, state/provincial, and local regulations, including those governing marketing emails (e.g., CAN-SPAM Act), as well as all other anti-spam laws.

Ambassadors failing to comply with the obligations may face termination, suspension, and/or the revocation of all commission.

3. Contractual Territory:

As a Brand Ambassador, your operational territory is exclusively within the United States and/or Canada, and all U.S./Canadian territories.

4. Promotion of Endorsed Products:

You commit to exerting your best efforts to promote the Endorsed Products in a manner consistent with their authorized use and as outlined on product labels. Approved channels for promotion encompass: 1) your personal website or blog; 2) emails to friends and family (no spam); and 3) Facebook, TikTok, Instagram, and YouTube.

5. Prohibited Content:

Ambassador agrees that they will not post content on any platform, as determined by Fenwick Pet Company Ltd. in its sole discretion, that:

- Contains pornography, sexual explicitness, or suggestiveness, or includes profanity or nudity.
- Is needlessly violent or derogatory towards any ethnic, racial, gender, religious, professional, or age group.
- Promotes alcohol, illegal drugs, tobacco, firearms/weapons (or the utilization of any of the aforementioned).
- Advocates any activities that may appear unsafe or hazardous.
- Is obscene or offensive, or endorses any form of hate or hate group.
- Defames, misrepresents, or contains disparaging remarks about other individuals or entities.
- Communicates messages or images inconsistent with the positive images and/or goodwill Fenwick Pet Company Ltd. aims to foster.
- Violates any law.

6. Indemnification:

You agree to hold Fenwick Pet Company Ltd., its officers, agents, assignees and employees harmless from any liability arising from the use or promotion of any Endorsed Product.

7. Relationship:

This agreement is not to be construed as establishing an employer/employee relationship or an employer/contractor relationship.

8. Confidentiality/Usage:

Occasionally, Fenwick Pet Company Ltd. may disclose confidential information to you, identified as such, which you are obligated to keep strictly confidential. Disclosure of confidential information will result in termination of this agreement and may lead to legal action.

9. Intellectual Property:

Ambassadors acknowledge and consent to granting Fenwick Pet Company Ltd. unrestricted use of any and all work product created by Ambassadors in connection with the performance of services for Fenwick Pet Company Ltd. This work product includes, but is not limited to, all social media posts, pictures, images, videos, recordings, taglines, hashtags, posts, commentary, and designs.

- Ambassador grants Fenwick Pet Company Ltd. and its successors, assigns, licensees, and designees permission to utilize Ambassador's name, Social Media Platform account name, photograph (including, but not limited to, Social Media Platform account profile photo), voice, and/or other likeness, in all media now known or hereafter discovered (including, without limitation, on Fenwick Pet Company Ltd. websites and via Fenwick Pet Company Ltd. Social Media Platform accounts), worldwide in perpetuity, for any purpose without additional compensation, consideration, notification, or consent.
- Ambassadors are prohibited from using copyrighted content from any other companies to promote Fenwick Pet Company Ltd.'s brand. Fenwick Pet Company Ltd. will not be liable for any disputes involving the unauthorized use of any other company's intellectual property.

10. Term and Termination:

The effective date of this agreement is May 1, 2024. The duration of this agreement is one (1) year from the effective date. This agreement will automatically renew at the end of each term for successive one (1) year terms unless either party provides written notice of termination at least 30 days prior to the end of the relevant term. Either party may terminate this agreement at any time, with or without cause.

11. Governing Law:

This Agreement shall be interpreted in accordance with the laws of the Province of Ontario. In the event that arbitration proves unsuccessful, you consent to venue and personal jurisdiction in any state/provincial or federal court sitting in the City of Toronto, Province of Ontario, in any action or proceeding arising directly or indirectly from this agreement.

12. Commission Credit:

As an Ambassador, you earn a standard commission rate of 10% for all Net Sales directly driven through your marketing efforts. Net Sales are defined as sales excluding any discounts, shipping, store credit, refunds, or taxes. Commissions are paid in the form of Paypal or Bank Transfers.

To receive commission for a purchase, the customer must have used your unique discount code during checkout at Ambassadors cannot earn commission on their own orders. Brand Ambassadors are prohibited from sharing their unique codes on discount websites or in paid ads on Fenwick Pet Company Ltd.'s social media channels. Ambassadors found engaging in commission fraud will be immediately removed from the Ambassador Program.

Fenwick Pet Company Ltd. reserves the right to reverse commissions due to returns, order cancellations, and erroneous order duplications. Fenwick Pet Company Ltd. also reserves the right to defer or refuse commissions for disputed orders or orders it rejects and cannot fulfill at its sole discretion.

Commission will be issued at the end of the month for the previous month. For example, commissions earned in March will be paid out at the end of April. The minimum payout amount each month is $5.

13. Removal:

Fenwick Pet Company Ltd. reserves the right to dismiss any Ambassador from its Brand Ambassador Program.

14. Modification:

Fenwick Pet Company Ltd. may amend the terms and conditions of this Agreement in the future.

Except where this Agreement or applicable law specifies otherwise, Fenwick Pet Company Ltd. will provide you with thirty (30) days prior notice of any significant changes to this Agreement. If you find the changes unacceptable, you have the right to terminate the Agreement. However, if you continue to avail yourself of the benefits of the Agreement after the end of the notice period for the changes, you will be deemed to have accepted the changes. You may not alter this Agreement by making any typed, handwritten, or any other changes to it for any purpose.

15. Entire Agreement:

This agreement constitutes the entire agreement between the parties and supersedes all prior and contemporaneous agreements, understandings, negotiations, and discussions, whether written or oral, between the parties.