Influencers Terms and Conditions

Last modified: September 3, 2020

Congratulations on qualifying to be a ELAVONNE INFLUENCER. INTUABRANDS, INC (“we,” “us,” “our,” “ELAVONNE,” or the “Company”) are excited about the opportunity to work with you. Before moving forward, however, you must familiarize yourself with the following ELAVONNE INFLUENCER Terms & Conditions.

The ELAVONNE INFLUENCER Terms & Conditions provided below are in addition to the standard INTUABRANDS, INC Terms and Conditions, which are available here and incorporated herein by reference.

The INTUABRANDS, INC Terms and Conditions and the ELAVONNE INFLUENCER Terms & Conditions (collectively, the “Terms” or “Agreement”) are a legally binding contract between you and Elavonne. BY BECOMING A ELAVONNE INFLUENCER, YOU AGREE TO ALL OF THE TERMS AND TO FULLY COMPLY WITH AND ABIDE BY THE AGREEMENT. Therefore, we ask that you PLEASE READ THE FOLLOWING TERMS CAREFULLY.

  1. ARBITRATION NOTICE. As stated above, the INTUABRANDS, INC Terms and Conditions are part of the Terms. This includes, without limitation, THE MANDATORY ARBITRATION AGREEMENT CONTAINED THEREIN. THE ARBITRATION AGREEMENT REQUIRES YOU TO RESOLVE ALL DISPUTES WITH Elavonne ON AN INDIVIDUAL BASIS THROUGH FINAL AND BINDING ARBITRATION, AND REQUIRES YOU TO FOREGO THE RIGHT TO RESOLVE ANY AND ALL DISPUTES YOU MAY HAVE WITH ELAVONNE THROUGH COURT PROCEEDINGS OF ANY KIND. BY ENTERING THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THE ARBITRATION AGREEMENT AND HAVE TAKEN THE TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION.
  2. INSTAGRAM NOT INVOLVED. You acknowledge and agree that although these Terms require use of Instagram, Instagram is not a party to this Agreement. This Agreement is between you and Elavonne only.
  3. DESCRIPTION OF ELAVONNE INFLUENCER PROGRAM.
    1. The ELAVONNE INFLUENCER Program (the “Program”) allows you to earn free Elavonne products in exchange for Elavonne-Compliant Instagram posts. First, you receive a Elavonne product using a free product code that you receive from Elavonne. Second, you publish a Elavonne-Compliant Instagram post. Third, within one hour of publishing your post on Instagram, you share your post with us and we check it to ensure that it is Elavonne-Compliant. Fourth, as long as your Instagram post is Elavonne-Compliant, you receive another free product code to use for another Elavonne product.
    2. Your compensation for participating in the Program will only ever be Elavonne products. You will not receive, and agree that you are not entitled to receive, any other compensation from Elavonne. The products may not be resold or exchanged for other value.
    3. You may only receive one free product in a thirty (30) day period. The foregoing notwithstanding, you may post as many Elavonne-Compliant posts as you want during the term of this Agreement. For as long as you are a ELAVONNE INFLUENCER, any post you make that refers or relates to Elavonne in any manner whatsoever, and regardless of whether you will use the post to obtain a free product code, must be Elavonne-Compliant.
    4. You and Elavonne are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and us or our respective affiliates. You will have no authority to make or accept any offers or representations on our or our affiliates’ behalf. If you authorize, assist, encourage, or facilitate another person or entity to take any action related to the subject matter of this Agreement, you will be deemed to have taken the action yourself.
  4. Elavonne-COMPLIANT POSTS. To receive a free Elavonne product, your post must be Elavonne-Compliant. To be Elavonne-Compliant:
    1. Your post must be a static post. Story posts are not supported at this time.
    2. If you describe the benefits or performance of the Elavonne product, including your own personal experience with the product, your description must substantially mirror the language contained in the ELAVONNE INFLUENCER the Program Details page.
    3. YOUR POST MUST NOT MAKE ANY STATEMENTS CONCERNING HEALTH IN ANY WAY WHATSOEVER. THIS MEANS THAT, EVEN IF TRUE, YOU MUST NOT CLAIM THAT ANY Elavonne PRODUCT PROVIDED YOU WITH ANY RELIEF FROM ANY HEALTH AILMENTS. IF YOU ARE UNCERTAIN ABOUT WHETHER A PARTICULAR STATEMENT CONCERNS HEALTH, DO NOT MAKE THAT STATEMENT. TO BE CLEAR, THE FOLLOWING TERMS (AND ANY DERIVATIONS THEREOF) CONCERN HEALTH, AND MUST NOT BE USED:
  • Health
  • Inflame
  • Inflammation
  • Gut
  • Intestines
  • Digestion
  • Bowels
  • Cure
  • Heal
  • Bones
  • Joints
  • Ligaments
  • Tendons
  • Disease
  • The names of any diseases or ailments
  • Pain
  • Relief
  • THIS LIST IS NON-EXHAUSTIVE. YOU MUST NOT MAKE ANY STATEMENTS CONCERNING HEALTH WHATSOEVER. IF YOU ARE UNCERTAIN ABOUT WHETHER A PARTICULAR STATEMENT CONCERNS HEALTH, DO NOT MAKE THAT STATEMENT. TO ENSURE THAT YOUR POST IS ELAVONNE-COMPLIANT, YOUR BEST BET IS TO CONSULT THE ELAVONNE INFLUENCER  PROGRAM DETAILS PAGE, AND SUBSTANTIALLY MIRROR THE LANGUAGE CONTAINED THERE.
  • You must not mention any brand other than Elavonne.
  • You must not show the name brand of any other products in your post.
  • You must tag every post with #Elavonneinfluencer. You may add other hashtags as well (provided they comply with the Terms), but #Elavonneinfluencer must always be the first.
  • Your post must comply with the FTC’s guidelines for Social Media Influencers, available here.
  • You must not post any images or other content that you did not personally author, except that you may use images and other content identified as available for your use in the ELAVONNE INFLUENCER Content Library.
  • You must not include the image, voice, or likeness of any person other than yourself in any post.
  • Your post must be submitted to Elavonne within one hour of being published to Instagram.
  • Submission of non-compliant post. If your post is deemed non-compliant, you must remove the non-compliant from Instagram within 30 minutes of learning of its non-compliance, and provide confirmation of its removal immediately thereafter.
  • INFLUENCER CONTENT. Subject to any other applicable rules or guidelines (including those provided by Instagram), and excluding any content from the ELAVONNE INFLUENCER Content Library, you retain any copyright and other proprietary rights that you may hold in your posts (“Influencer Content”).
    1. By providing us with links to your posts and by submitting any Influencer Content to Instagram using a Company-branded hashtag (i.e., #Elavonneinfluencer), you grant Elavonne a worldwide, non-exclusive, irrevocable, transferable, royalty-free, fully paid right and license (with the right to sublicense) to host, store, transfer, display, perform, reproduce, modify for the purpose of formatting for display, and distribute your Influencer Content, in whole or in part, in any media formats and through any media channels now known or hereafter developed. Among other things, this means that your Influencer Content can be added to the ELAVONNE INFLUENCER Content Library and used by other ELAVONNE INFLUENCERs.
    2. Elavonne disclaims any and all liability in connection with Influencer Content. You are solely responsible for your Influencer Content and the consequences of providing Influencer Content via the Program. By providing Influencer Content, you affirm, represent, and warrant that: (a) you are the creator and owner of the Influencer Content, or have the necessary licenses, rights, consents, and permissions to authorize Elavonne and its licensees or sub-licensees, including other ELAVONNE INFLUENCERs to use and distribute your Influencer Content as necessary to exercise the licenses granted by you in this Agreement; (b) the Influencer Content does not and will not: (i) infringe, violate, or misappropriate any third party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (iii) cause Elavonne to violate any law or regulation or otherwise cause liability for Elavonne; and (c) your Influencer Content could not be deemed by a reasonable person to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate.
    3. Elavonne is under no obligation to edit or control Influencer Content that you or other users post or publish, and will not be in any way responsible or liable for Influencer Content. Elavonne may, however, at any time and without prior notice, screen, remove, edit, or block any Influencer Content that in our sole judgment violates these Terms or is otherwise objectionable. Should Elavonne determine that a post or Influencer Content is not Elavonne-Compliant, you shall, at Elavonne’s request, immediately remove such post from Instagram and wherever else you may have published it.
  • COMPLIANCE REQUIREMENTS. You must comply with this Agreement to participate in the Program and receive Elavonne products. You must promptly provide us with any information that we request to verify your compliance with this Agreement. If you violate this Agreement, or if you violate the terms and conditions of any other applicable agreement you have with us, then, in addition to any other rights or remedies available to us, we reserve the right to permanently (to the extent permitted by applicable law) withhold (and you agree you will not be eligible to receive) any and all compensation due to you under this Agreement (i.e., free Elavonne products), whether or not directly related to such violation without notice and without prejudice to any right of Elavonne to recover damages in excess of this amount.
  • Elavonne CUSTOMERS. Our customers are not, by virtue of your participation in the Program, your customers. As between you and us, all pricing, terms of sale, rules, policies, and operating procedures concerning customer orders, customer service, and product sales set forth on the Elavonne website will apply to those customers and may be changed at any time. You will not handle or address any contacts with any of our customers, and, if contacted by any of our customers for a matter relating to interaction with Elavonne or a Elavonne product, you will state that those customers must contact Elavonne to address customer service issues.
  • WARRANTIES.
    1. You represent, warrant, and covenant that (a) you will participate in the Program and create posts in accordance with this Agreement, (b) neither your participation in the Program nor your creation of your Posts will violate any applicable laws, ordinances, rules, regulations, orders, licenses, permits, guidelines, codes of practice, industry standards, self-regulatory rules, judgments, decisions, or other requirements of any governmental authority that has jurisdiction over you (including all such rules governing communications, data protection, advertising, and marketing), (c) you are lawfully able to enter into contracts (e.g. you are not a minor or otherwise legally prevented from contracting), (d) you have independently evaluated the desirability of participating in the Program and are not relying on any representation, guarantee, or statement other than as expressly set forth in this Agreement, (e) the information you provide in connection with the Program is accurate and complete at all times.
    2. Disclaimers; No Warranties by Elavonne. EXCEPT AS PROVIDED FOR IN THESE TERMS, THE PROGRAM, PRODUCTS, AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE PROGRAM ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. TO THE EXTENT PERMITTED BY LAW, ELAVONNE DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE PROGRAM, PRODUCTS, AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE PROGRAM, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. Elavonne DOES NOT WARRANT THAT THE PROGRAM OR ANY PORTION OF THE PROGRAM, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE PROGRAM (INCLUDING RECEIPT OF FREE PRODUCTS), WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND Elavonne DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.

      NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Elavonne WILL CREATE ANY WARRANTY REGARDING Elavonne, PRODUCTS, OR THE PROGRAM THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE PROGRAM, PRODUCTS, AND YOUR DEALING WITH ANY OTHER PERSON. YOU UNDERSTAND AND AGREE THAT YOU PARTICIPATE IN THE PROGRAM AND USE THE Elavonne PRODUCTS AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOU OR YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE PROGRAM) OR ANY LOSS OF DATA.

      THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. Elavonne DOES NOT DISCLAIM ANY WARRANTY OR OTHER RIGHT THAT COMPANY IS PROHIBITED FROM DISCLAIMING UNDER APPLICABLE LAW.
  • INDEMNIFICATION. You agree to defend, indemnify and hold harmless Elavonne and its licensees and licensors, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorneys’ fees), resulting from or arising out of (a) your participation in the Program and (b) a breach of these Terms.
  • NO CONFLICTS. These ELAVONNE INFLUENCER Terms & Conditions incorporate the INTUABRANDS, INC Terms and Conditions set forth here as if fully set forth herein. The INTUABRANDS, INC Terms and Conditions explain that “Supplemental terms shall prevail over these Terms only in the event of a conflict ….” For the avoidance of doubt, unless a term contained herein creates a direct and irreconcilable conflict with a term contained in the INTUABRANDS, INC Terms and Conditions, no conflict shall be found. Thus, by way of example only, the fact that there is a section on indemnification in both documents does not mean that there is a conflict. Wherever it is possible for the terms of both documents to apply they shall.
  • TERM AND TERMINATION. The term begins upon your submission of a Elavonne-Compliant post and continues until Elavonne decides to terminate the Agreement, which it may do at any time for any reason or no reason and with or without notice to you. You may terminate your ELAVONNE INFLUENCER account at any time by sending us an email to service@elavonne.com stating your desire to terminate this Agreement.
    1. Upon termination, you shall no longer receive free Elavonne products, and you must no longer use the hashtags #Elavonneinfluencer or otherwise hold yourself out as affiliated with Elavonne.
  • MODIFICATION. Elavonne reserves the right to modify or discontinue the Program at any time (including by limiting or discontinuing certain products or features of the Program), temporarily or permanently, without notice to you. Elavonne will have no liability for any change to product offerings or the Program or any suspension or termination of your access to or participation in the Program.

    • LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL ELAVONNE BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR PARTICIPATION IN, ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE PROGRAM OR ANY MATERIALS OR CONTENT PROVIDED THROUGH THE PROGRAM (INCLUDING CLAIMS RELATED TO OUR PRIVACY POLICY OR OTHER PRIVACY OR DATA SECURITY CLAIMS), WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ELAVONNE HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.