1. Purpose and Acceptance of These Terms
These Vibe Collective Program Terms & Conditions ("Program Terms") govern participation in the CocoaLuxe Home & Spa, LLC ("CocoaLuxe," "Company," "we," or "us") Brand Ambassador Program (the "Vibe Collective" or "Program"). CocoaLuxe Home & Spa, LLC is a Maryland limited liability company.
By applying to, enrolling in, or participating in the Program, you ("Ambassador" or "you") agree to these Program Terms, together with your signed Vibe Collective Ambassador Agreement and any campaign briefs or program guidelines incorporated by reference. If you do not agree, do not apply to or participate in the Program. If a provision of your signed Enrollment Agreement conflicts with these Program Terms, the Enrollment Agreement controls.
2. Eligibility, Application, and Acceptance
You must be at least 18 years old, legally able to enter a binding agreement, and a legal resident of the United States. You must maintain at least one active social media account or other approved content platform and provide accurate application, contact, and shipping information.
Applying does not guarantee selection. Participation begins only after CocoaLuxe accepts you in writing and may be conditioned on completing onboarding. One account is permitted per Ambassador. CocoaLuxe may accept or decline applicants in its discretion, consistent with applicable law. No purchase is required to apply or participate.
3. Program Purpose
The Vibe Collective supports authentic product education, user-generated content, brand awareness, community engagement, and attributable sales for CocoaLuxe bath, body, candle, and home-fragrance products.
You agree to: (a) complete the content or engagement commitments stated in each campaign brief; (b) personally experience a product before reviewing it; (c) follow deadlines and submission instructions; (d) use approved brand facts, links, discount codes, tags, and campaign hashtags; (e) keep your relevant account public while required campaign content is live; and (f) promptly tell CocoaLuxe if you cannot complete a commitment. CocoaLuxe does not control your general editorial voice, schedule, or manner of work.
4. Ambassador Types and Commitments
The Vibe Collective Ambassador Program includes multiple participation types, currently identified as Vibe Insider, Vibe Creator, and Vibe Partner. Each type may have different responsibilities, content expectations, eligibility requirements, benefits, rewards, and performance criteria. CocoaLuxe will notify the Ambassador in writing of their assigned type and provide the applicable program guidelines. The Ambassador agrees to comply with the requirements associated with their assigned type and any campaign they voluntarily accept. CocoaLuxe may modify the available types or approve an Ambassador's movement between types upon written notice. A change in type does not require a new Enrollment Agreement unless CocoaLuxe determines that materially different terms apply.
5. Honest Reviews and Product-Safety Claims
All opinions must be your own, truthful, and based on your actual experience. You may share honest positive or negative feedback, but you may not make false, misleading, unsubstantiated, or exaggerated statements.
CocoaLuxe products are not drugs and are not intended to diagnose, treat, cure, or prevent disease. Do not make medical, therapeutic, dermatological, “chemical-free,” allergy-safe, or guaranteed-result claims. Do not alter approved ingredients, sustainability, safety, or performance statements. Direct product questions, adverse-reaction reports, or uncertain claims to CocoaLuxe. Discontinue use and advise consumers to follow the product label and seek appropriate professional care when warranted.
6. FTC and Platform Disclosures
Every endorsement must clearly and conspicuously disclose your material connection to CocoaLuxe, including gifted products, discounts, rewards, affiliate benefits, or other incentives. Use plain language appropriate to the benefit received, such as “Gifted by CocoaLuxe,” “CocoaLuxe Ambassador,” “#cocoaluxeambassador,” “#gifted,” or “#ad,” as directed by the campaign brief.
Place the disclosure where viewers will notice it without clicking “more,” expanding a caption, or searching through hashtags. For video, include the disclosure both visually and verbally when practical; for livestreams, repeat it periodically. A platform's paid-partnership label may supplement, but does not replace, a clear disclosure. Comply with the FTC Endorsement Guides, platform rules, and applicable law. CocoaLuxe may request prompt correction or removal of noncompliant content.
7. Content Standards and Code of Conduct
When representing CocoaLuxe, communicate professionally, respectfully, and inclusively. Do not publish program content that is unlawful, deceptive, discriminatory, harassing, defamatory, obscene, sexually explicit, violent, or that promotes illegal drugs or unsafe conduct. Do not use artificial engagement, purchased followers, bots, spam, misleading clickbait, impersonation, or deceptive traffic practices.
Do not speak for CocoaLuxe, make promises on its behalf, present yourself as an employee or authorized agent, or respond publicly to media, legal, crisis, product-safety, or customer-service matters as the Company. Refer those inquiries to CocoaLuxe. Nothing here prohibits truthful statements, good-faith reports of unlawful conduct, protected activity, or communications with counsel or government authorities.
8. Originality and Third-Party Rights
You represent that program content is original to you or properly licensed and that you have permission from every identifiable person appearing in it. You are responsible for music, artwork, photography, trademarks, locations, testimonials, and other third-party material. Use only assets you own, platform-cleared audio, or materials CocoaLuxe has approved for the stated use. Do not incorporate another brand's protected material without written authorization.
9. Ownership and License to Content
You retain ownership of original content you create. For any program content you submit to CocoaLuxe, tag CocoaLuxe in, publish using a program hashtag, or create in fulfillment of a campaign brief (“Program Content”), you grant CocoaLuxe a non-exclusive, worldwide, royalty-free, transferable and sublicensable license to reproduce, repost, display, distribute, crop, resize, caption, format, archive, and create reasonable brand-consistent adaptations of that Program Content for CocoaLuxe's owned websites, email, organic social media, retail/wholesale materials, internal training, and program promotion.
This license begins when the Program Content is submitted or posted and continues for two (2) years after the later of publication or termination. CocoaLuxe may keep archival copies and previously printed materials after that period. Paid advertising, major edits that change the meaning of your endorsement, or transfer of your content to an unrelated third party for that party's independent advertising requires separate written permission. CocoaLuxe will use reasonable efforts to credit you where customary, but credit is not guaranteed. You waive pre-approval of uses permitted by this section.
10. Name, Image, Voice, and Likeness
You grant CocoaLuxe permission, during the license period in Section 9, to use your public-facing name, social handle, image, voice, likeness, and biographical information as incorporated into or used to identify Program Content. You represent that you have authority to grant these rights. CocoaLuxe owes no additional compensation for uses authorized by these Program Terms.
11. CocoaLuxe Intellectual Property
CocoaLuxe retains all rights in its names, logos, trademarks, product designs, photographs, copy, campaign materials, and other brand assets. CocoaLuxe grants you a limited, revocable, non-exclusive, non-transferable license to use approved assets only to perform authorized program activities during your participation. Follow the brand guidelines; do not alter logos, register confusing names or domains, purchase search ads using CocoaLuxe marks, or imply ownership, sponsorship, or authority beyond the Program. Stop all use immediately when participation ends or upon request.
12. Gifted Products, Rewards, and Other Incentives
The Program does not provide wages, salary, or guaranteed cash payment. Depending on the applicable campaign, CocoaLuxe may provide gifted products, personal discounts, early access, recognition, event opportunities, performance-based product rewards, store credit, gift cards, or other incentives described in writing. Availability, eligibility criteria, and redemption terms may change prospectively. Gifted items and earned rewards have no cash-redemption value unless CocoaLuxe expressly states otherwise.
Future product shipments are dependent on the applicable campaign or Ambassador type selected. CocoaLuxe may withhold, reverse, or adjust an unissued incentive for returned or fraudulent orders, tracking errors, self-dealing, duplicate attribution, violation of these Program Terms, or failure to complete the corresponding requirement. Any earned but unissued incentive at termination will be handled under the written campaign or reward terms, subject to fraud review and applicable law.
13. Referral Links and Discount Codes
Any unique link or code is assigned only to you. Do not sell, transfer, or publish it on coupon-code sites, use it for unauthorized paid advertising, send unsolicited commercial messages, make self-referrals, place orders for others to create attribution, or encourage false, canceled, or returned purchases. Only net, eligible sales verified through CocoaLuxe's records count; taxes, shipping, discounts, cancellations, refunds, chargebacks, and returns are excluded. Tracking technology is not error-free, and CocoaLuxe's good-faith records control absent clear evidence of error.
14. Product Resale and Distribution
Gifted products are for your personal use and authentic content creation unless CocoaLuxe gives written permission otherwise. You may not resell, relabel, repackage, alter, raffle, or distribute CocoaLuxe products through marketplaces, retail stores, events, or other channels. You may not offer samples or transfer any opened personal-care products to others.
15. Confidentiality and Embargoes
Keep non-public information confidential, including unreleased products, launch dates, pricing, campaign plans, customer or ambassador information, access credentials, business methods, and materials marked or reasonably understood as confidential. Use it only for the Program and follow all embargo dates. These duties do not cover information you can document was already public, lawfully known without restriction, independently developed, or lawfully received from another source. If disclosure is legally required, provide notice when permitted. Confidentiality continues for two (2) years after termination; trade-secret obligations continue as long as the information remains a trade secret.
16. Privacy and Program Administration
CocoaLuxe may collect and use contact, shipping, social-profile, campaign-submission, referral, engagement, reward, and tax information to evaluate applications, administer the Program, fulfill shipments, prevent fraud, communicate with you, and comply with law. CocoaLuxe may use service providers for e-commerce, shipping, communications, content management, analytics, and referral tracking, subject to their terms and privacy practices. Keep your credentials secure and promptly report suspected unauthorized use.
17. Independent Relationship; No Authority
You participate as an independent program participant and not as a CocoaLuxe employee, worker, partner, joint venturer, franchisee, or agent. You control whether to accept a campaign unless separately agreed. You are not eligible for employee benefits, and CocoaLuxe will not withhold payroll taxes. You have no authority to bind CocoaLuxe, enter contracts, incur expenses, collect money, make warranties, or accept legal notices on its behalf.
18. Term and Termination
Your Vibe Collective Ambassador Enrollment Agreement begins upon signature and continues for an initial term of six (6) months. After the initial six (6) month term, either party may opt out of continuing the Agreement by providing written notice to the other party.
Before the initial term ends, CocoaLuxe will evaluate the partnership and may offer Ambassador a renewal for an additional six (6) or twelve (12) months, at CocoaLuxe's discretion.
CocoaLuxe may suspend or terminate participation immediately for fraud; code misuse; repeated failure to meet accepted commitments; unsafe or unlawful conduct; breach of confidentiality or intellectual-property obligations; FTC or platform noncompliance; harassment or discrimination; conduct reasonably likely to cause material brand harm; or another material breach.
On termination, stop describing yourself as a current CocoaLuxe Ambassador, stop using CocoaLuxe assets, and complete any requested removal or correction of noncompliant content. Sections concerning content licenses, confidentiality, accrued rights, taxes, liability, dispute resolution, and any provisions that by their nature should survive will remain effective.
19. Taxes, Expenses, and Records
You are responsible for your own equipment, connectivity, travel, and other expenses unless CocoaLuxe approves reimbursement in writing in advance. Gifted products, rewards, credits, gift cards, or other benefits may be taxable. CocoaLuxe may report incentives to tax authorities and withhold benefits when legally required. You are responsible for tax reporting and payment or other reasonably requested documentation when required.
20. Disclaimers and Limitation of Liability
The Program, tracking tools, gifted products, rewards, and opportunities are provided “as is” and “as available,” subject to applicable law and any nonwaivable product warranties. CocoaLuxe does not guarantee selection, audience growth, engagement, sales, product availability, uninterrupted tracking, or any particular benefit.
To the fullest extent permitted by law, neither party will be liable to the other for indirect, incidental, special, exemplary, punitive, or consequential damages arising from the Program. CocoaLuxe's aggregate liability arising from the Program will not exceed the greater of (a) the retail value of incentives delivered to you during the six months before the event giving rise to the claim or (b) $250. These limits do not apply where prohibited by law or to liability caused by a party's fraud, willful misconduct, or gross negligence.
21. Responsibility for Claims
To the extent permitted by law, you will defend, indemnify, and hold harmless CocoaLuxe and its owners, officers, employees, and agents from third-party claims, damages, and reasonable costs arising from your material breach of your Enrollment Agreement or these Program Terms, unlawful conduct, infringement of third-party rights, or unauthorized statements or actions. CocoaLuxe will promptly notify you of a covered claim and allow reasonable participation in the defense. You are not responsible to the extent a claim results from CocoaLuxe's own gross negligence, willful misconduct, unauthorized alteration of your content, or materials CocoaLuxe supplied and directed you to use without modification.
22. Program Changes
CocoaLuxe may modify, pause, or discontinue the Program or change future campaigns, incentives, tools, eligibility standards, and guidelines. CocoaLuxe will provide reasonable notice of material changes when practical. Changes will apply prospectively unless required for legal compliance, fraud prevention, safety, or platform operations. Continuing to participate after the stated effective date constitutes acceptance; if you do not agree, you may leave the Program.
23. Governing Law and Disputes
These Program Terms are governed by Maryland law, without regard to conflict-of-law rules. Before filing a claim, the parties will provide written notice and attempt in good faith to resolve the dispute for at least thirty (30) days. If unresolved, the state and federal courts serving Prince George's County, Maryland will have exclusive jurisdiction, and each party consents to venue there. Either party may seek immediate injunctive relief for actual or threatened misuse of confidential information or intellectual property. Nothing limits rights that cannot lawfully be waived.
24. General Terms
These Program Terms, together with your signed Vibe Collective Ambassador Enrollment Agreement, accepted campaign briefs, the Vibe Collective Ambassador Library, applicable reward terms, and incorporated policies, form the entire agreement concerning the Program and replace prior discussions on the same subject. If documents conflict, the signed Enrollment Agreement controls, followed by these Program Terms, then a campaign brief expressly identifying the provision it modifies, then program guidelines.
You may not assign your Enrollment Agreement. CocoaLuxe may assign it in connection with a merger, reorganization, sale of substantially all relevant assets, or successor to the Program. A waiver must be in writing and applies only to the stated instance. If a provision is unenforceable, it will be narrowed or removed to the minimum extent necessary and the remainder will continue. Headings are for convenience. Electronic records, counterparts, and electronic signatures are valid. Notices to CocoaLuxe must be sent to info@cocoaluxehs.com; notices to you may be sent to the email in your application.
Questions
Questions about these Program Terms or the Vibe Collective can be directed to info@cocoaluxehs.com.