These Terms of Service are between Brand Ambassador APP, LLC ("Brand Ambassador APP", "we" "us". or "our") and the individual user ("you" or "your" or "User") who must be a customer of the BRAND (the "Participating Partner"). Brand Ambassador APP provides its services (described below) to you through our website located at brandambassadorapp.com (the "Site") and through its mobile application (the "App", and together with the Site, the "Platform"), available for Android and iOS, subject to these Terms of Service. Please review carefully the following Terms of Service. By accessing, using, and/or downloading or sharing any materials from the Platform, you agree to follow and be bound by the Terms of Service. If you do not agree to the Terms of Service, you may not use the Platform.

In addition, when using certain services, you will be subject to any additional terms applicable to such services that may be posted on the Site from time to time, including, without limitation, the Privacy Policy. All such terms are hereby incorporated by reference into these Terms of Service.

1. The Service Generally.

1.1 The Brand Ambassador APP Service.

Brand Ambassador APP allows you to promote and market the Participating Partner's products ("Partner Products") through the Platform to your followers on social media (the "Service"). You will be able to browse the Platform for special "Rewards" offered to you by the Participating Partner.

You will be able to share and create User Content (as defined in Section 3.2 hereof) through your own social media networks including but not limited to Facebook, Instagram, Pinterest, TikTok and Twitter (your "Social Media Accounts"). User Content may include a picture and description of the Partner Products, and the name and/or slogan of the Participating Partner, and a link to the Participating Partner's website (the "Participating Partner Link") to purchase the Partner Products and receive Rewards if you are eligible. Under no circumstances may you use or copy any Participating Partner Trademarks (as herein defined).

You will also have the option of posting the Participating Partner Link directly on your Social Media Accounts without having to share User Content through the Brand Ambassador APP Platform. This option allows you to describe and market the Partner Products in your own words and create a promotional post that you feel will resonate with your "followers" (the "User Post"). Although you can create your own description for your User Post, subject to applicable character limits, you must include the following "hashtags" in your description: "#sponsored" and #BrandAmbassadorAPP, and as noted above and elsewhere in these Terms of Service, you may not use the Participating Partner Trademarks in your User Post. You will be solely responsible for any third party claims arising out of your User Post. Further, you agree to indemnify the Brand Ambassador APP Parties, as defined and described in Section 4, for any third party claims, damages, costs, liabilities, and expenses arising out of your User Post.

You must also strictly comply with and prominently display the following on your Social Media Accounts in order to use the Service:

This profile discusses my policies related to recommendations, endorsements, product discussions, and reviews posted online. To the extent that any of my posts, tweets, or other online communications do not indicate otherwise, you should assume that all of the following applies:

1. My User Posts are truthful. I will not make any factual assertions related to any product or service unless I have actually used the product or service first hand and had the experience described.

2. My User Posts represent my experiences and opinions. My descriptions of products or services are my opinions, and mine alone. They are not meant to represent any organization or group, and they do not necessarily reflect the experience of a "typical" consumer.

3. I participate in a social media marketing campaign. Some of my online activity is carried out pursuant to my affiliation with a paid social media marketing program. As a result, I am sometimes compensated for mentioning certain products or services in my posts. While it's my policy to always indicate these types of posts through hashtags, disclaimers, or other notices, regardless of whether such a notice is included, if I am posting about a product or service it should be assumed I was compensated in some way, unless otherwise stated.

1.2 Registration on the Platform.

In order to access the Platform and participate in the Service, you will have to create a member account ("Account"). When you create your Account, you will be required to agree to these Terms of Service. You can access and modify the configuration information you provide to Brand Ambassador APP at access and/or delete the information collected on your behalf by Brand Ambassador APP at any time by signing-in to your Account. You will be responsible for any User Content that you share via your Social Media Accounts.

If you choose to register for the Service, you agree to provide and maintain true, accurate, current and complete information about yourself with Brand Ambassador APP. Registration data and certain other information about you are governed by our Privacy Policy.

The Platform and Service are not intended to be accessed or used by anyone under the age of 18, and anyone under the age of 18 is strictly prohibited from accessing the Platform and using the Service. You represent and warrant that you: (a) are at least 18 years of age; (b) have not previously been suspended or removed from accessing the Platform and using the Service; (c) have full power and authority to enter into this agreement and in doing so will not violate any other agreement to which you are a party; (d) are not located in, under the control of, or a national or resident of any country to which the United States has embargoed goods or services; (e) are not identified as a "Specially Designated National"; (f) are not placed on the Commerce Department's Denied Persons List; and (g) will not use the Service if the laws of your country prohibit you from doing so in accordance with these Terms.

1.3 Account Password and Security.

You are responsible for maintaining the confidentiality of your password and account and are fully responsible for any and all activities that occur under your password or account. You agree to (a) immediately notify us of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you log out from your account at the end of each session when accessing the Platform. We will not be liable for any loss or damage arising from your failure to comply with this Section.

1.4 General Practices Regarding Use and Storage.

You acknowledge that we may establish general practices and limits concerning use of the Service, including without limitation the maximum period of time that our statistics, data or other Content will be retained by Brand Ambassador APP and the maximum storage space that will be allotted on our servers on your behalf. You agree that we have no responsibility or liability for the deletion or failure to store any data or other User Content maintained or uploaded by you on the Platform. You acknowledge that we reserve the right to terminate accounts that are inactive for an extended period of time, at our sole discretion. You further acknowledge that we reserve the right to change these general practices and limits at any time, in our sole discretion, with or without notice to you.

1.5 Modification of the Platform.

We reserve the right at any time, with or without notice to you, to modify or discontinue, temporarily or permanently, the Platform (or any part thereof). You acknowledge that such modifications to the Platform may result in changes to the data and statistics that you see associated with your profile. You agree that we will not be liable to you or to any third party for any modification, suspension or discontinuance of the Platform and/or the Services.

1.6 Privacy Policy.

Please refer to our Privacy Policy (available at BrandAmbassadorAPP.com) for information about how we collect, use and disclose information about you.

2. Conditions of Use of the Services.

2.1 Prohibited Use.

The following list is not exhaustive. We reserve the right to investigate and take appropriate legal action against anyone who, in our sole discretion, violates this provision, including without limitation, suspending or terminating the offending account of such violators and reporting you to the law enforcement authorities. You are solely responsible for any User Content you publish as part of your User Posts, and any other User Content you create and publish in relation to the Service. You agree to not use the Services to:

1. transmit any Content (whether User Content or otherwise) that (i) infringes any intellectual property or other proprietary rights of any party; (ii) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (iii) poses or creates a privacy or security risk to any person; (iv) constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, "junk mail,' spam," "chain letters;' "pyramid schemes," "contests," "sweepstakes," or any other form of solicitation; (v) is unlawful, harmful, threatening, abusive, harassing, inflammatory, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another's privacy, hateful racially, ethnically or otherwise objectionable; or (vi) in our sole judgment, is objectionable or which restricts or inhibits any other person from using or enjoying the Services, or which may expose us or other users to any harm or liability of any type;

2. interfere with or disrupt the Platform and/or Service or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Platform and/or Service;

3. violate any applicable local, state, national or international law, or any regulations having the force of law;

4. impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;

5. harvest or collect email addresses or other contact information of other users from the Platform and/or Service by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;

6. advertise or offer to sell or buy any goods or services for any business purpose that is not specifically authorized;

7. further or promote any criminal activity or enterprise or provide instructional information about illegal activities; or

8. obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Platform and/or Service. Further, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer or upload for any commercial purposes, any portion of the Platform. Unless otherwise expressly agreed by us, the Platform and/or Service are for your personal use.

2.2 Termination.

You agree that we, in our sole discretion, may suspend or terminate your Account (or any part thereof) and use of the Service for any reason. You further agree that either we or the Participating Partner may remove and discard any of your User Content for any reason, including, without limitation, for lack of use, or if we or the Participating Partner believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your Account may be referred to appropriate law enforcement authorities. We may also in our sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Platform and/or Service under any provision of this Terms of Services may be effected without prior notice, and acknowledge and agree that we may immediately deactivate or delete your Account and all related information and files in your Account and/or bar any further access to such files or the Platform. Further, you agree that we will not be liable to you or any third party for any termination of your access to your Account or the Platform.

2.3 Third Party Content.

The Platform may contain links to third-party websites (for example, Participating Partner Links), applications or other third-party services, and you understand and agree that we are not responsible or liable for the availability or accuracy of such third-party properties or the content, products or services made available through such properties. We do not endorse or control such third-party properties and we make no representations or warranties of any kind regarding such properties. If you access or use any third-party properties, you should also be aware that such third parties' terms and policies will govern. We also cannot control and do not guarantee any promotional prices offered by Participating Partners.

2.4 Consent to Electronic Communications.

The term "Communications" means any notice, record, agreement, or other type of information that is made available to you or received from you in connection with the Service. By agreeing to our Terms and Conditions, you are affirmatively consenting, initially and on an ongoing basis, to receive Communications from us and our Participating Partners in electronic format. We will send Communications via in-product notices or via email to the primary User's registered email address, via direct message through the Brand Ambassador APP, or will post Communications on our Sites. We and our affiliates and partners will only send marketing information by email or other electronic means to those users who have given their express consent to receiving Communications. Our privacy policy guarantees you the right to access, rectify, eliminate and object to the processing of data by notifying us via e-mail.

3. Intellectual Property Rights.

3.1 Service Content, Software and Trademarks.

You acknowledge and agree that the Platform and/or Service may contain Content ("Service Content") that is protected by copyright, patent, trademark, trade secret or other proprietary rights and laws, owned by Brand Ambassador APP, our Participating Partners, or any other third party. Except as expressly authorized by us, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the Service Content, in whole or in part. In connection with your use of the Service you will not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods. If you are blocked by us from accessing the Platform and/or Service (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). Any use of the Platform, Service or the Service Content other than as specifically authorized herein is strictly prohibited. The technology and software underlying the Platform and Service or distributed in connection therewith (for example, mobile applications, badges and other widgets) is our property, our affiliates and our partners ("Software"). You agree not to copy, modify, create a derivative work of, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by us.

Our name and logos are trademarks and service marks of Brand Ambassador APP (collectively the "Brand Ambassador APP Trademarks"). The other trademarks, service marks, and logos used and displayed via the Platform and Service may be trademarks or service marks of Participating Partner ("Participating Partner Trademarks") and/or other third parties and their respective owners ("Third Party Trademarks") who may or may not endorse or be affiliated with or connected to us. Nothing in this Terms of Service or the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of the Brand Ambassador APP Trademarks, Participating Partner Trademarks, or Third Party Trademarks. All goodwill generated from the Brand Ambassador APP Trademarks will inure to our exclusive benefit. All goodwill generated from the Participating Partner Trademarks will inure to the exclusive benefit of the Participating Partner.

3.2 User Content and Information.

In these Terms, the content available through the Service, including all information, data, logos, marks, designs, graphics, pictures, video, sound files, other files, and their selection and arrangement, is called "Content". Content provided by Users is called "User Content". User Content is that User's property. Our only rights to the User Content are pursuant to the limited license granted to us in these Terms. You are solely responsible for your User Content and other materials you use as part of the Service.

You shall retain all of your ownership rights in and to the User Content and the associated intellectual property rights therein. We do not claim any ownership interest in your User Content, but we do need the right to use your User Content to the extent necessary to provide the Service, now and in the future, and to enable the Participating Partner to utilize your User Content for its business purposes and to issue Rewards to eligible Users. Therefore, by posting or distributing User Content to or through the Service, you hereby grant to Brand Ambassador APP and to the Participating Partner a royalty-free, perpetual, irrevocable, world-wide, non-exclusive license to use, reproduce, sublicense through multiple tiers of sub-licensees, create derivative works from, modify, publish, edit, translate, distribute, and publicly perform, execute, and display the User Content and any related intellectual property rights in an any media or medium, or any form, format, or forum now known or hereafter developed for any legal purposes whatsoever. You will not use any User Content that you did not create or that you do not own all right, title and interest in and to, including, without limitation, all copyright and rights of publicity contained therein. In connection with the User Content, you represent and warrant that: (a) you own or have the necessary licenses and other rights to use and authorize Brand Ambassador APP and the Participating Partner to use the User Content, and the associated patent, trademark, copyright, trade secret and other intellectual property and proprietary rights therein, in connection with the Platform and this Agreement; and (b) you have the approved consent obtained from a registration form and/or written agreement, digital or paper, release and/or permission of each identifiable individual person providing User Content, to use the name and likeness of such identifiable individual person to enable the inclusion and use of the User Content via the Platform in accordance with these Terms.

You acknowledge and agree that Brand Ambassador APP is not responsible for prescreening any User Content that is placed on or transmitted via the Platform by any party other than itself, and you shall not rely on Brand Ambassador APP to ensure that such User Content is accurate, complete, current, or in compliance with any rule, regulation or law. Brand Ambassador APP shall have the right, but not the obligation, to refuse, edit or remove any User Content that it, in its sole discretion and without prior notice, considers in violation of these Terms of Service or is otherwise inappropriate in any way.

The User Content transmitted via the Platform shall in no way prevent the purchase, manufacture or use of similar products, services, plans and ideas by Brand Ambassador APP for any purpose whatsoever. Brand Ambassador APP does not endorse any User Content or any opinion, recommendation or advice expressed therein.

You acknowledge and agree that we may preserve the User Content and may also disclose it if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these Terms of Service; (c) respond to claims that any User Content violates the rights of third parties; or (d) protect the rights, property, or personal safety of us, our users and the public. You understand that the technical processing and transmission of the Service, including your User Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Platform and/or Service ("Submissions"), provided by you to us are non-confidential and we will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

4. Indemnity and Release.

You agree to release, indemnify and hold us and our affiliates and their officers, employees, directors and agents (the "Brand Ambassador APP Parties") harmless from any and all losses, damages, expenses, including reasonable attorneys' fees, rights, claims, actions of any kind and injury (including death) arising out of or relating to your use of the Platform and/or the Service, any User Post, any other Content that you use in any way connected to the Platform or Service, your connection to the Service, your violation of these Terms of Services or your violation of any rights of another.

RELEASE THE PARTICIPATING PARTNER FROM ANY AND ALL LIABILITY AND DAMAGES OF ANY KIND ARISING FROM PARTICIPATING PARTNER'S USE OF YOUR USER CONTENT OR ARISING FROM OR IN CONNECTION WITH ITS REWARDS PROGRAM, INCLUDING WITHOUT LIMITATION, THE TYPES OF REWARDS OFFERED, YOUR ELIGIBILITY TO RECEIVE REWARDS, OR PARTICIPATING PARTNER'S DECISION END THE REWARDS PROGRAM.

5. Disclaimer of Warranties.

YOUR USE OF THE PLATFORM AND/OR SERVICE IS AT YOUR SOLE RISK. THE PLATFORM AND SERVICE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

WE MAKE NO WARRANTY THAT (I) THE PLATFORM OR SERVICE WILL MEET YOUR REQUIREMENTS, (II) THE PLATFORM OR SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU OR OTHERS THROUGH THE SERVICE, OR WHETHER SUCH PRODUCTS OR SERVICES WILL MEET YOUR EXPECTATIONS, OR (V) BY REGISTERING FOR THE SERVICE YOU WILL RECEIVE ANY COMPENSATION WHATSOEVER. NO REPRESENTATIONS OR WARRANTIES ARE PROVIDED TO YOU BY THE PARTICIPATING PROVIDER IN CONNECTION WITH THESE TERMS OF SERVICE.

6. Limitation of Liability.

IN NO EVENT WILL BRAND AMBASSADOR APP PARTIES OR PARTICIPATING PARTNER BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, ECONOMIC, SPECIAL OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, FOR LOSS OF PROFITS, LOSS OF OPPORTUNITY, BUSINESS INTERRUPTION OR LOSS OF DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE PLATFORM AND/OR SERVICE. IN NO EVENT WILL THE TOTAL LIABILITY OF EITHER THE BRAND AMBASSADOR APP PARTIES OR THE PARTICIPATING PARTNER TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED ONE HUNDRED DOLLARS ($100).

THE FOREGOING DISCLAIMER OF CERTAIN DAMAGES AND LIMITATION OF LIABILITY WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. THE LAWS OF SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. ACCORDINGLY, IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICES OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICES.

7. Mediation and Arbitration.

You and Brand Ambassador APP will endeavor in good faith to resolve all disputes arising under or related to this Agreement by mediation according to the then prevailing rules and procedures of the American Arbitration Association. Any dispute that cannot be resolve through mediation shall be submitted to binding arbitration in Miami-Dade County, State of Florida according to the then prevailing rules and procedures of the Arbitration Association, where the findings and decision of the arbitrator shall be binding upon all Parties to such dispute. Within 15 days after the commencement of arbitration as given in the American Arbitration Association's then prevailing rules and procedures, you and Brand Ambassador APP shall each select one person to act as arbitrator and the two selected shall select a third arbitrator within 11 days of their appointment. Each selected arbitrator must be from the list of arbitrators provided by the American Arbitration Association or otherwise an individual qualified to serve as arbitrator. If the arbitrators selected are unable or fail to agree upon the third arbitrator, the third arbitrator shall be selected by the American Arbitration Association. All fees and costs (including reasonable attorneys' fees) incurred pursuant to the resolution of any dispute to which this article applies shall be allocated to the losing party.

8. User Disputes.

You agree that you are solely responsible for your interactions, if any, with any other user in connection with the Service, and we will have no liability or responsibility with respect thereto. We reserve the right, but have no obligation, to become involved in any way with disputes between you and any other user of the Services.

9. Miscellaneous.

9.1 General

These Terms of Service constitute the entire agreement with respect to your use of the Platform, Services, Service Content, and Software. Additional terms and conditions issued by Participating Partner which govern its Rewards program, its obligations and your eligibility to receive Rewards may apply. Your use of the Platform and/or Service does not create any agency, partnership, joint venture, or employment relationship between you and Brand Ambassador APP. Our failure to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision. If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these Terms of Service remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Platform, Service or these Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. The section titles in these Terms of Service are for convenience only and have no legal or contractual effect. Notices to you may be made via either email or regular mail. The Services may also provide notices to you of changes to these Terms of Service or other matters by displaying notices or links to notices generally on the Services.

9.3 Questions? Concerns? Suggestions?

Please contact us at support@brandambassadorapp.com to report any violations of these Terms of Service or to pose any questions regarding this Terms of Service or the Platform and/or Service.