Kim Shui

Legal

Ambassador Agreement

Version v2026-08-19.1 — Effective upon electronic signature

This Ambassador Agreement ("Agreement") is between Kim Shui Studio LLC ("Kim Shui," "we," "us") and the individual signing below ("Ambassador," "you"). It governs your participation in the Kim Shui Ambassador Program (the "Program") and supplements the Program Terms published at /ambassadors/terms, which are incorporated by reference. If this Agreement conflicts with the Program Terms, this Agreement controls.

01

APPOINTMENT; ELIGIBILITY

We appoint you as a non-exclusive ambassador. You confirm you are at least 18 years old, provided accurate application information, and will comply with this Agreement, the Program Terms, and all applicable laws. Participation is personal to you and may not be transferred.

02

CODE AND LINK

Upon activation you receive a personal discount code and share link. You may share them in your own organic content and directly with your audience. You may NOT: list them on coupon/deal sites or code aggregators; bid on "Kim Shui" or confusingly similar terms in paid search; use them in spam or unsolicited messages; or represent yourself as an employee or agent of Kim Shui. Self-purchases using your own code do not earn commission unless we say otherwise in writing.

03

COMMISSIONS

You earn a commission on Net Sales attributed to your code or link at the rate for your current tier, as shown in your dashboard. "Net Sales" means the amount the customer actually paid for merchandise after all discounts, excluding shipping, taxes, duties, gift cards, and any refunded or charged-back amounts. Commissions become payable after a 30-day return-and-refund hold and are void for orders that are refunded, cancelled, or charged back, and for orders we reasonably determine to be fraudulent or self-dealing. We may adjust tiers, rates, and the customer discount prospectively; changes never reduce commissions already earned. You are responsible for all taxes on your commissions; if you are a U.S. person and payments meet reporting thresholds, you will provide a completed Form W-9 and we may issue a Form 1099.

04

CONTENT AND SUBMISSIONS

You may submit photos and videos ("Content") through your dashboard. You keep ownership of your Content. You grant Kim Shui a worldwide, royalty-free, sublicensable license to use, reproduce, edit, crop, caption, adapt, publish, and distribute your Content — and your name, social handle, voice, image, and likeness as they appear in the Content — in Kim Shui marketing across all media, INCLUDING PAID ADVERTISING on Meta platforms (Instagram/Facebook, including partnership/branded-content ads run from or with your handle where you enable that), TikTok, Google/YouTube, our website, apps, email, and retail displays. This license lasts for the term of this Agreement and for twenty-four (24) months after termination for material already in use; we will stop initiating new uses of your Content after termination on your written request. You represent that your Content is your original work; that it shows you (or people who have given you permission); that it contains no third-party music, logos, or footage you don't have rights to; and that it doesn't violate any platform rule or law. We may decline, edit, or remove any Content at our discretion. For paid Meta usage, you agree to accept the platform's ad/partnership permissions request associated with your handle when we send one.

05

FTC AND DISCLOSURE

You will clearly disclose your material connection to Kim Shui in every post that features your code, link, or gifted or discounted product — for example #ad, #sponsored, or the platform's paid-partnership label — in compliance with the FTC Endorsement Guides and equivalent local rules. You will only make truthful statements about our products and will not make claims we have not published ourselves.

06

RELATIONSHIP

You are an independent contractor, not an employee, agent, partner, or franchisee of Kim Shui. You have no authority to bind us. Nothing here guarantees any minimum earnings, content placement, or continued participation.

07

BRAND USE

We grant you a limited, revocable permission to use the Kim Shui name and logo solely to identify the partnership in your organic content, consistent with any brand guidelines we share. You may not register domains, handles, or trademarks containing our name, or alter our marks.

08

CONFIDENTIALITY

Non-public information we share with you — unreleased products, launch dates, pricing, performance data, ad plans — is confidential. Don't share it until we make it public.

09

TERM AND TERMINATION

Either party may terminate at any time, with or without cause, by written notice (email or in-app suffices). We may suspend or terminate immediately, and void unpaid commissions, if you materially breach this Agreement, including code abuse (Section 2), disclosure failures (Section 5), or conduct we reasonably believe harms the brand. On any other termination, commissions already earned remain payable after the standard hold. Sections 3 (as to earned amounts), 4, 5 (as to existing posts), 6, 8, 10, and 11 survive termination.

10

DISCLAIMERS; LIABILITY

The Program is provided "as is." To the fullest extent permitted by law, neither party is liable to the other for indirect, incidental, consequential, or punitive damages, and Kim Shui's total liability under this Agreement will not exceed the commissions paid or payable to you in the twelve (12) months before the claim arose. You will indemnify Kim Shui against third-party claims arising from your Content or your breach of Sections 2, 4, or 5.

11

GENERAL

This Agreement is governed by the laws of the State of New York, without regard to conflicts rules; the state and federal courts in New York County have exclusive jurisdiction. We may update this Agreement prospectively; material changes will be presented for re-signature and your continued participation after notice constitutes acceptance of non-material changes. This Agreement plus the Program Terms are the entire agreement about the Program. You consent to doing business electronically, including electronic signature and delivery of notices to your account email.

By signing below, you acknowledge that you have read, understood, and agree to be bound by this Agreement.