General terms & conditions of the PlantedBox Ambassador Program

As an authorized Ambassador of PlantedBox (ScapeDesign bvba), the Ambassador agrees to the terms and conditions stated below.

Article 1 – Definitions

Ambassador: a natural person who has accepted the terms and conditions of the PlantedBox Ambassador Program and has been accepted as an Ambassador by PlantedBox

Ambassador program: the program in which the Ambassador is paid a commission for selling products to natural persons.

PlantedBox products: all products available for purchase on the PlantedBox website

Ambassador Portal: any application designated by PlantedBox available on the PlantedBox website to which the authorized Ambassador has access

Content: all advertising materials, text, images and publications produced by the Ambassador to promote the PlantedBox products and the Ambassador program

Advertising materials: all advertising materials, text, images and publications made available to the Ambassador by PlantedBox in the Ambassador Portal

Ambassador account: the account with which the Ambassador obtains access to the Ambassador Portal

Ambassador links: the personalized links an Ambassador can create in the Ambassador Portal to promote PlantedBox products and the Ambassador Program

First Party Cookie: A file placed on the Customer’s computer as a result of a visit by the Customer to the PlantedBox website via an Ambassador link

Client: a natural person who uses the Ambassador link to gain access to the PlantedBox website and who can thus order PlantedBox products

Article 2 – Application, approval and rejection

1. Enrollment in PlantedBox’s Ambassador Program implies that the Ambassador accepts and complies with the Ambassador Program terms and conditions.
2. To be registered and accepted as an authorized Ambassador, the Ambassador must: complete the application form fully and truthfully, confirm that he or she accepts and will comply with the terms and conditions
3. PlantedBox reserves the right to reject application to the PlantedBox Ambassador Program without giving any reason at any time. Individuals who apply and are rejected have no legal recourse.
4. The following circumstances will result in immediate refusal to register: sexual, offensive or violent content, content that violates public order and/or morals, content that discriminates by race, gender, religion and/or creed, content that promotes or advertises illegal activities, content that may detract from the good name and reputation of PlantedBox, content that violates intellectual property rights, trademark rights or other rights of PlantedBox or third parties, content that misuses the PlantedBox name or all its variations
5. If an Ambassador has already been notified and authorized, a second notification will be denied
6. Whether or not one or more of these circumstances exists is at the exclusive discretion of PlantedBox.

ARticle 3 – Usage

1. The Ambassador shall make no misunderstanding that all items promoted by the Ambassador are not manufactured and sold by the Ambassador, but by PlantedBox
2. Ambassadors only receive the right to use the PlantedBox Advertising Materials, available in the Ambassador Portal, and the Ambassador Portal as long as they are an authorized Ambassador and have accepted the terms and conditions of the Ambassador Program.
3. The Ambassador shall not make any changes to the Advertising Materials and shall never use such materials in a misleading or harmful manner
4. The Ambassador acknowledges by accepting these terms and conditions that all PlantedBox intellectual property rights are and shall remain the property of PlantedBox. The Ambassador shall respect the intellectual property rights and all other rights of an exclusive nature of PlantedBox
5. The Ambassador is not permitted to use the name of PlantedBox or any variations thereof as well as the name of PlantedBox products or any variations thereof as a naming convention for any third party website or domain name.
6. The Ambassador is not permitted to submit the name of PlantedBox or any variations thereof as well as the name of PlantedBox products or any variations thereof as keywords for purposes of advertising programs such as but not limited to Google Ads
7. The Ambassador is not allowed to give the name of PlantedBox or any variations thereof as well as the name of PlantedBox products or any variations thereof as keywords for the purpose of other online platforms
8. The Ambassador shall not use text and images available on the PlantedBox website or variations thereof for third party websites or domain names.
9. The prices of PlantedBox products may change periodically. The Ambassador will ensure that the prices and availability of PlantedBox products listed in the Ambassador’s content are updated each time to reflect PlantedBox’s prices and delivery time at all times.
10. The Ambassador is not permitted to directly or indirectly purchase PlantedBox products for their own use from PlantedBox through their Ambassador links
11. The Ambassador is not allowed to transfer or sell his or her account without notifying PlantedBox.
12. The Ambassador is not permitted to intercept visitors to the PlantedBox website in any way (e.g. by using software) in order to receive unlawful commissions
13. An Ambassador shall at all times when requested by PlantedBox be able to provide insight into his or her activities related to the promotion of PlantedBox. If such insight cannot be provided or is in violation of the PlantedBox Ambassador Program terms and conditions, PlantedBox shall be entitled to block the Ambassador account.
14. The Ambassador fully indemnifies PlantedBox for all damages and/or costs of any kind resulting from the non-fulfillment of one or more obligations of this article

Article 4 – Commissions

1. PlantedBox measures sales using a First Party Cookie. The First Party Cookie generally has a Cookie time of 7 days. PlantedBox reserves the right to change the Cookie time and maintain different Cookie times with Ambassadors.
2. The Ambassador may claim commission on all PlantedBox products purchased by a Customer on the PlantedBox website immediately after clicking on the Ambassador link or within the First Party Cookie time. Hereby the Last Cookie Counts principle applies
3. If the Customer returns the PlantedBox products and/or payment thereof is undone for any reason whatsoever, the Ambassador cannot claim (any longer) the relevant commission and the pending commission will be disallowed
4. The commission is calculated on the sales value received by PlantedBox of the non-exchanged PlantedBox products, excluding VAT and excluding transportation costs.
5. The amount of the commission will be agreed with PlantedBox per Ambassador
6. The amount of the commission can be adjusted by PlantedBox at any time and without giving any reason. PlantedBox will notify the Ambassadors electronically in doing so.
7. Commission will not be granted to (bulk) orders from a business Customer

Article 5 – Payouts

1. Commissions are paid quarterly, or in accordance with PlantedBox.
2. Disbursement will be made to the Ambassador’s bank account number if the Ambassador has indicated and is registered as such with PlantedBox. In doing so, the Ambassador must also provide his national registration number.
3. Payout in PlantedBox products or third party vouchers is possible and in agreement with PlantedBox.
4. PlantedBox will make the payment to the Ambassador when the Customer has met the (payment) obligations with respect to the PlantedBox Products towards PlantedBox, and if the payment in question has actually been received and the trade-in period of 30 days after receipt has expired without trade-in of the PlantedBox Products in question.
5. Any payment costs are to be borne by the Ambassador

Article 6 – Termination

1. PlantedBox is entitled at any time – without giving reasons – to terminate the Ambassadorship under these general terms and conditions by e-mail
2. The Ambassador may terminate his/her partnership at any time – without giving any reason – by sending an e-mail to this effect from the e-mail address provided by him/her to gilles@planted-box.com with the title “Termination of Ambassador Program”.
3. The Ambassadorship under these terms and conditions ends immediately and automatically in case the Ambassador program is discontinued for any reason.
4. The following circumstances will result in immediate termination of the Ambassador Program: sexual, offensive or violent content, content that violates public order and/or morals, content that discriminates by race, gender, religion and/or creed, content that promotes or advertises illegal activities, content that may detract from the good name, credibility and/or reputation of PlantedBox, content that violates intellectual property rights, trademark rights or other rights of PlantedBox or third parties, content that misuses the PlantedBox name or all its variations, spamming (mass emails, mass posts in social media groups and newsgroups, etc. ), self-referrals, fraudulent transactions, and suspected fraud
5. Whether or not one or more of these circumstances exists is at the exclusive discretion of PlantedBox.
6. If the Ambassador Portal is hindered in any way – to be determined by PlantedBox – by the installation and/or use of Ambassador links, PlantedBox is entitled to block or delete the account of the Ambassador in question

Article 7 – Liability

1. The Ambassador is fully responsible and liable for the use, development, functioning and content of the Ambassador links and content.
2. The Ambassador warrants that all obligations under tax laws are met and indemnifies PlantedBox against all claims and/or costs/fines/related thereto.
3. Unless there is intent and/or gross negligence on the part of PlantedBox, PlantedBox shall not be liable in any way for damages and/or costs of any kind incurred by the Ambassador in connection with participation in the Ambassador Program, such as – but not limited to – damages and costs resulting from improper functioning of the Ambassador Portal, technical malfunctions, etc.
4. In the event that this general exclusion of liability is annulled by a competent judge, parties hereby agree that PlantedBox shall in that case only be liable for direct demonstrable damage/expenses incurred (excluding consequential/indirect damage/expenses) and this liability for these direct damage/expenses shall never exceed in total the amount of commissions paid by PlantedBox to the Ambassador during the three (3) months preceding the cause of the damage/expenses.

Article 8 – Miscellaneous

1. The Ambassador shall never pretend to be a representative or employee of PlantedBox and shall in particular not make any promises or enter into any obligations for or on behalf of PlantedBox. The Ambassador shall fully indemnify PlantedBox for any and all damages and/or costs of any kind resulting from the non-compliance with this article.
2. The Ambassador does have the right to pose as an “Ambassador” of PlantedBox
3. PlantedBox is entitled to change the Ambassador Program terms and conditions at any time. The Ambassador will be notified of this electronically.
4. If the amended Ambassador Program terms are not acceptable to the Ambassador, the Ambassador is entitled to terminate the Ambassadorship immediately.
5. If the Ambassador does not terminate the Ambassadorship, the Ambassador shall be deemed to have accepted the amended Ambassador Program Terms and Conditions.

Article 9 – Confidentiality

1. Except with prior written permission, the Ambassador is bound not to use or pass on to third parties any information obtained directly or indirectly in connection with the mission in its broadest sense.

Article 10 – Jurisdiction and applicable law

1. For all disputes, only the courts of the judicial district of Antwerp are competent, or the court of PlantedBox’s choice. Belgian law is applicable at all times.