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This Student Brand Ambassador Agreement ("Agreement") is entered into as of the date the Ambassador application for an individual is approved by KnowFlex ("Effective Date"). KnowFlex and Ambassador may each be referred to individually as a "Party" and collectively as the "Parties." This Agreement sets out the terms under which Ambassador agrees to serve as a Student Brand Ambassador for KnowFlex, and KnowFlex agrees to engage Ambassador on that basis.
1. Independent Contractor Relationship
Ambassador is engaged as an independent contractor, not as an employee, agent, joint venturer, or partner of KnowFlex. Nothing in this Agreement creates an employment relationship, and Ambassador is not entitled to employee benefits of any kind (including health insurance, paid leave, workers' compensation, or unemployment insurance) as a result of this Agreement.
2. Ambassador Activities
Ambassador agrees to perform the following activities ("Activities") on a non-exclusive, best-efforts basis, at times and in a manner reasonably chosen by Ambassador and consistent with KnowFlex's guidelines and any applicable school policies:
Ambassador is not required to meet any minimum quota of referrals, hours, or events, and KnowFlex will not treat any Activity as mandatory. Ambassador's compensation is tied solely to the outcomes described in Section 3.
3. Compensation and Perks
In exchange for the Activities, KnowFlex agrees to provide Ambassador with the following, subject to the conditions below:
KnowFlex reserves the right to verify referrals and withhold payment for referrals it reasonably determines to be fraudulent, duplicate, self-referred, or otherwise inconsistent with the intent of this program. Payments will be made monthly after verification, via the payment method agreed upon between the Parties. All payments and credits are subject to a reasonable, good-faith cap or budget that KnowFlex may set and communicate to Ambassador; KnowFlex is not obligated to pay for referrals beyond any such cap once Ambassador has been notified.
4. Required Disclosure of Material Connection (FTC Compliance)
Because Ambassador receives payment, credit, and other benefits from KnowFlex, U.S. Federal Trade Commission (FTC) rules require Ambassador to clearly and conspicuously disclose this relationship whenever Ambassador promotes, mentions, reviews, or refers others to KnowFlex's product or service — online or in person. Ambassador agrees to:
Ambassador acknowledges that KnowFlex may audit public posts or other KnowFlex Ambassador activities and conduct for compliance and may request edits or removal of non-compliant content. Failure to comply with this Section is grounds for immediate termination under Section 8.
5. Conduct, Materials, and Campus Rules
6. License to Use Name, Likeness, and Content
KnowFlex grants Ambassador a non-exclusive, non-transferable, revocable, limited license to use KnowFlex's trade names, trademarks, logos, and provided marketing materials solely for the purpose of performing the services outlined in this Agreement. Ambassador acknowledges that KnowFlex retains all rights, title, and interest in its property. Upon termination of this Agreement, Ambassador must immediately cease using all KnowFlex branding and intellectual property. Should the Ambassador create and share content in connection with the Activities, Ambassador grants KnowFlex a worldwide, royalty-free, perpetual, and non-exclusive right and license to use, reproduce, edit, distribute, and publicly display any text, photos, videos, or other materials created by Ambassador under this Agreement.
7. Confidentiality
Ambassador agrees to keep confidential any non-public information shared by KnowFlex in connection with this Agreement (e.g., referral tracking data, unreleased product features, internal materials), and will not disclose such information to third parties or use it for any purpose outside the Activities, both during the Term and for 1 year after termination.
8. Term and Termination
9. No Guarantee; Disclaimer
Ambassador acknowledges that: (a) this Agreement does not guarantee any minimum number of referrals, minimum compensation, future employment, or any particular outcome; (b) participation in this program is voluntary and at will; and (c) KnowFlex's product/service is provided "as is," and KnowFlex makes no warranties regarding the outcome of Ambassador's promotional efforts.
10. Indemnification and Limitation of Liability
11. Age Requirement
Ambassador must be 18 years of age or older at the time of signing this agreement. No exceptions are allowed.
12. General Provisions
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