VANGO™ AMBASSADOR PROGRAM TERMS AND CONDITIONS AGREEMENT
This Terms and Conditions Agreement ("Agreement") is between the ambassador as listed on their sign-up form ("Licensor" or “Creator”) and Vango LLC, ("Licensee" or “Vango”) (individually a "Party" and collectively as the "Parties").
WHEREAS, Creator agrees to create Licensed Content (defined below) for Creator’s TikTok Account in connection with an incentive program offered by Vango (the “Program”), as defined below;
WHEREAS, Vango, from time to time, wishes to use the Licensed Content on social media accounts owned and affiliated with it, including but not limited to TikTok, Threads, Instagram, Facebook, Snapchat, and Twitter (“Vango Properties”);
Therefore, the Parties agree to the following:
1. Product and Content Production
Vango agrees to provide Creator with one (1) or more of Vango’s products (see Section 9 below for list of eligible products), free of charge, at its sole discretion (the “Products”). In exchange for being provided the Products free of charge, the Creator agrees to produce the Licensed Content (as defined below). Vango expressly reserves the right to remove or add Products to the Eligible Products list (see below) from time to time, at its sole discretion, without prior notice.
2. Grant of License
“Licensed Content” means: all or any part of the videos and/or images posted by Creator on Creator’s TikTok Account featuring the Products, including without limitation all intellectual property, images, identifiable (including their name and likeness), music, sounds, signage, statements, or other trademarks and logos, and all other rights depicted or contained therein.
“Creator TikTok Account” include those accounts listed in Creator’s sign-up form.
Creator grants Vango an exclusive, transferable, sub-licensable, worldwide, and royalty free license, in any form or format, on or through any media or medium and with any technology or devices now known or hereafter developed or discovered, in whole or in part, to host, cache, store, maintain, use, reproduce, distribute, display, exhibit, perform, publish, broadcast, transmit, modify, prepare derivative works of, adapt, reformat, translate, and otherwise exploit all or any portion of Licensed Content. The above granted license shall extend to the Vango Properties and any other services, or other distribution platforms, whether currently existing, or existing or developed in the future, utilized by Vango, for any purpose whatsoever (including, without limitation, for any promotional purposes) without further accounting, notification, credit, monetary or other obligation to Creator.
Creator has full rights, title and interest of every kind to the Licensed Content and has clear title to the material upon which the Licensed Content is based. Creator has the absolute right to grant to Vango this license under this Agreement. Creator represents, warrants, and covenants that the Licensed Content provided pursuant to this Agreement (i) does not violate any agreement or obligation between the Creator and any other party or (ii) will not infringe any copyright, patent, trade secret, or any other proprietary (including right of publicity and/or privacy rights). It is the Creator’s sole responsibility to ensure that all Licensed Content is free of any restrictions related to its use, and may be utilized in all manners contemplated in this Agreement.
3. Content Ownership, Credit, and Tagging
At all times, Creator retains full ownership of the Licensed Content and this Agreement grants no right, title or interest in Licensed Content to Vango besides the above referenced license.
Additionally, when using the Licensed Content as authorized in this Agreement, Vango shall credit the Creator in the caption of the post using the Licensed Content by tagging the applicable Creator TikTok Account.
Creator agrees to use the appropriate social media tags when posting the Licensed Content to the Creator TikTok Accounts, as provided by Licensee.
4. Rewards Program
All video submissions by accepted Ambassadors will include a $50 reward if it conforms with the requirements below.
In the event that the Licensed Content receives 1,500 or more likes on the TikTok platform, Creator may be eligible to receive a one-time reward payment in accordance with the below reward amounts (each, a “Reward”); Note that this schedule and the terms governing submission and acceptance of Licensed Content may change at any time, without notice.
TikTok Video Submissions
Reward Amount Number of Likes on Each Video
$200 1,500 - 1,999 likes
$375 2,000 - 2,999 likes
$475 3,000 - 3,999 likes
$575 4,000 - 4,999 likes
$675 5,000 - 7,499 likes
$775 7,500 - 9,999 likes
$1,500 10,000 - 24,999 likes
$2,500 24,999 - 49,999 likes
$3,500 50,000 - 99,999 likes
$4,500 100,000 - 499,999 likes
$6,500 500,000 - 999,999 likes
$7,500 1,000,000+ likes
In order to qualify for the Reward, the Licensed Content must conform with the terms of this Agreement and all likes must be verified as genuine (Creator may not use bots, advertising, third party incentives, or any other form of unapproved method to procure likes on their Licensed Content). Creator must contact Company within ten (10) days of receiving the eligible number of likes on the Licensed Content in order to be eligible for the Reward, all submissions must be submitted through this online form to be considered. At a minimum, each eligible piece of Licensed Content must:
Tag @vango_toys in the caption.
Use the #hashtag for the name of the product (example: #YoureGettingOld, #UpsideDownChallenge, etc.).
All Licensed Content must include one of the following #hashtags: #ad, #partner, or #sponsored.
Show the product clearly and for long enough that the viewer can identify it.
Show the box or at least two game cards within the first ten seconds of the video.
Use the product as intended:
Showcase games the way they are supposed to be played but creativity is encouraged. Videos can feature alternative gameplay when appropriate.
Clearly showcase the Product’s intended use and audience/age range as indicated on the packaging.
Licensed Content shall not make up more than 50% of the Creator’s most recent 20 posts on Creator’s TikTok Account in order to qualify.
Portray the Products in a positive manner.
Vango shall determine whether the Licensed Content meets these standards in its sole discretion.
Vango shall confirm Creator’s eligibility for the Reward in its sole discretion. Each Creator is limited to one (1) Reward per piece of Licensed Content, and up to $50,000 cash incentive payout total over their lifetime in the program. For the avoidance of doubt, once a Reward is claimed on a piece of Licensed Content that Licensed Content is no longer eligible for any additional Rewards.
If Creator does not receive notice that a submission was declined by Vango, that means the submission has been accepted. Please do not reach out via email about submission acceptance. Please allow 3-4 weeks for all rewards to be processed. If after four (4) weeks, no reward confirmation email has been received, reach out to support@vangotoys.com.
Vango reserves the right to disqualify a Creator, in its sole discretion, from receiving any and all Rewards or other payments from Vango in the event that it determines that a Creator has, or has sought to, abuse, circumvent, hack, or otherwise act in a nefarious or unprofessional manner towards Vango, the Program, or any of Vango’s employees or partners. Any harassing, derogatory or abusive communications from a Creator to Vango will result in immediate disqualification.
Please note that any Creator who has received Product(s) from Vango and has not posted and submitted Licensed Content to Vango within sixty (60) days of receipt of such Product(s) shall be automatically be deemed ineligible for any Rewards related to such Product(s), and shall no longer be eligible to receive any Products(s) or any future Rewards or other payments.
5. Release and Waiver.
In exchange for participation in the Program, the free Product(s), and in consideration for the chance to receive, and in some cases the receipt of, a Reward, Creator hereby knowingly and explicitly agrees to the following release and waiver:
I hereby voluntarily release, discharge, waive and relinquish any and all liability, claims, demands, actions, and causes of action whatsoever arising out of or related to any loss, damage, or injury, including death, that may be sustained by me, or to any property belonging to me, which I may have, or which may hereafter accrue to me, as a result of my creation of the Licensed Content, regardless of whether such loss is caused by the negligence of Vango, or otherwise and regardless of whether such liability arises in tort, contract, strict liability, or otherwise, to the fullest extent allowed by law.
I am fully aware of the risks and hazards connected with the creation of the Licensed Content and I knowingly assume full responsibility for loss, death, property damage or personal injury inflicted on others, whether caused by the negligence of Vango or otherwise, to the fullest extent allowed by law. I agree to give up and make no claim against the Vango for any injury to myself or others, death or property damage regardless of cause, including alleged negligence or fault. I agree that my acceptance of this waiver and release confirms absolutely my agreement to be bound by all these terms and others posted.
For myself, spouse, legal representative, agents, heirs and assigns, I do hereby release, discharge, indemnify, waive and agree to hold the Vango harmless and free from any and all liability of incident, injury or damages arising out of or in connection with my creation of the Content.
Liability shall include but not be limited to all claims, demands, losses, causes of action, suits or judgments of any kind that myself or my guardians, heirs, executors, administrators and assigns may have against the Vango because of personal, physical or emotional injury, accident, illness, or death, or because of any loss of or damage to property that occurs during my creation of the Content that may result from any cause including but not limited to the Vango’s own passive or active negligence or other acts than fraud, willful misconduct or violation of the law.
This release is intended to discharge, in advance, the Vango from any and all liability arising out of or connected in any way with my creation of the Content, even though that liability may arise out of negligence or carelessness on the part of the Vango.
I further agree to indemnify and hold the Vango harmless from any and all claims, demands or other liabilities arising out of, or in any way connected with my creation of the Content, including payment of attorney’s fees incurred by the Vango in responding to or defending against any claim, demand, or liability asserted.
I understand the potential physical, mental and emotional dangers incident to my creation of the Content. I am fully aware of the legal consequences of signing this release and waiver.
6. Indemnification.
Because the Creator owns full rights, title, and interest to the Licensed Content, then Vango shouldn’t be responsible for any intellectual property infringements that arise from the Licensed Content that Creator made. Therefore, Creator hereby agrees to indemnify, release and hold harmless Vango, its successors, Vango’s, subdistributors and assigns, and the directors, officers, employees, representatives and agents of each of the foregoing, from any and all claims, demands, causes of action, damages, judgments, liabilities, losses, costs, expenses, and attorney’s fees arising out of or resulting from (i) any breach by Creator of any warranty, representation or any other provision of this Agreement, and/or (ii) any claims of or respecting slander, libel, defamation, invasion of privacy or right of publicity, false light, infringement of copyright or trademark, or violations of any other rights arising out of or relating to any use by Vango of the rights granted under this Agreement.
7. Confidentiality.
Any communications between Creator and Vango with regards to this Agreement are deemed by the parties to be confidential information. The parties hereby agree not to disclose (except as may be required by law) any such communications to any other persons or entities and to use the same level of care to protect, safeguard and keep confidential all information relating to such terms or amounts as they would in protecting their own proprietary information. This limitation shall not apply to the disclosure of such information to accountants, attorneys, agents, employees, or other persons in either party’s employment having a need to know, or to information to which may already be in the public domain. The parties agree when disclosure of the terms and compensation amounts contained in this Agreement is necessary to such legal entities and/or accountants, attorneys, agents, employees or other persons in either party’s employment having a need to know, that the disclosing part shall take all measures practical, reasonable and available to protect, safeguard and keep confidential such information by use of appropriate legal remedies, such as protective orders. Each party agrees that it will assume responsibility for any breaches of confidentiality by its accountants, attorneys, agents, employees or other person in its employment given access to such information.
8. Governing Law.
This Agreement shall be governed by and construed under the laws of the State of Oregon as applied to agreements among the Oregon residents entered into and to be performed entirely within Oregon.
9. Acknowledgement.
Talent hereby acknowledges that Client is not a SAG-ASFTRA signatory, has no affiliation with SAG-AFTRA for the purposes of the Project and/or the Services, and has no obligations in connection with any SAG-AFTRA rules and/or guidelines in relation to the Project and/or Services. Talent hereby acknowledges that any SAG-AFTRA obligations and/or rules that may be applicable to this Agreement, and any penalties and/or finales for non-compliance therewith, shall be at the sole risk of Talent, and Talent assumes all liability for such obligations, rules, penalties and /or fines.
Eligible Products List (Updated as of 07.26.2023)
You’re Getting Old
You’re Getting Saucy
You’re Getting Stupid
Blackbeard’s Treasure Hunt
The #UpsideDownChallenge Game (and its variations)
Link to Vango Ambassador Program - Video Submission Form