O POSITIV AFFILIATE TERMS AND CONDITIONS

O POSITIV AFFILIATE TERMS AND CONDITIONS


Last Updated: May 23, 2024


Introduction


These Affiliate Terms and Conditions (the “Affiliate Terms”), updated and effective as of the dates listed above, along with O Positiv Inc.’s (“O Positiv”, “we”, “us”, or “our”) Affiliate Marketing Guidelines, Terms of Service and Privacy Policy, which are incorporated herein and made a part of these Affiliate Terms by reference, apply to and govern your (“you”, “your”) relationship with O Positiv as an affiliate promoter, endorser, or marketer (each an “Affiliate”) of our goods and services (collectively, “Products”). 


To the extent that any part of these Affiliate Terms conflicts with our Affiliate Marketing Guidelines, Terms of Service, or Privacy Policy, these Affiliate Terms shall control. For purposes of these Affiliate Terms, “Affiliate Services” means the sale of any of our Products, or rendering of promotional or endorsement services, by an Affiliate on social media or other platforms, including without limitation, Instagram and TikTok, for O Positiv.


Please read these Affiliate Terms, our Affiliate Marketing Guidelines, our Terms of Service, and our Privacy Policy carefully, as they form a binding agreement between you and O Positiv and affect your legal rights, responsibilities, and obligations. If you do not wish to be bound by our guidelines, terms, or policies, or any future modifications to any part thereof, you may not participate serve as our Affiliate. Your compliance with these agreements is a material condition of your serving as an Affiliate and O Positiv’s obligations to pay you for Affiliate Services. By rendering Affiliate Services, you consent to be bound by these terms. 


By serving or applying to serve as our Affiliate, you acknowledge and agree that we reserve the right to modify these Affiliate Terms at any time. You further agree that serving or applying to serve as our Affiliate shall be considered acceptance of these Affiliate Terms, as may be amended from time to time, and that we may, at our sole and absolute discretion, cancel, change, suspend, or modify any aspect of any Affiliate program at any time, without prior notice. 


Affiliate Eligibility 


To be our Affiliate, you must apply to be an Affiliate through the appropriate social media channels (e.g., TikTok Shop) [or via our website through our Ambassador Program]


You must also be (i) a legal resident of the fifty (50) United States or District of Columbia; (ii) at least eighteen (18) years of age; and (iii) if you are providing Affiliate Services on TikTok, an eligible and approved TikTok Shop Creator in accordance with TikTok’s applicable policies, including without limitation the TikTok Shop Creator Eligibility Policy, which covers the requirements TikTok users must meet to qualify for TikTok Shop Creator e-commerce permissions. We may also invite you to be our Affiliate at our sole discretion. 


We reserve the right to deny any application to serve as our Affiliate and dismiss any Affiliate for any reason, at any time, with or without notice. You understand and agree that you are strictly prohibited from serving as our Affiliate if (i) you do not meet any of the foregoing criteria; (ii) your role as our Affiliate would violate any legal obligation you owe to a third party or other applicable law; or (iii) you fail to adhere to or comply with these Affiliate Terms or any part thereof. 


Affiliate Representations, Warranties, and Covenants 


By serving as our Affiliate, you represent, warrant, and agree:

 

  • You will provide and perform Affiliate Services to O Positiv’s satisfaction, as needed or requested by O Positiv, and in a first-class, skillful, appropriate, reasonable, and competent manner, exercising due and customary professional care at all times. 

  • Your rendition of Affiliate Services is in your capacity as an independent contractor. Nothing contained in these Affiliate Terms, and no course of dealing between us, shall be construed as establishing an employment, a partnership, or a joint venture relationship between you and O Positiv. As such, you shall not have any right to bind O Positiv to any commitment or obligation of any kind, and any such attempted commitment shall be deemed null and void. 

  • You will not render any Affiliate Services on any platform that we have not approved or that are otherwise unlawful, including but not limited to, platforms that infringe on the intellectual property rights of any third party, contain malware, or promote illegal activities, violence, obscenity, harassment, or discrimination. 

  • You may not and will not engage any “sub-affiliates” or other third parties to provide any Affiliate Services, participate in any Program, or otherwise fulfill any obligation under these Affiliate Terms on your behalf. No one may participate in any Program or serve as an Affiliate without our approval.

  • You may not and will not market toward minors, target minors, or knowingly collect information from minors.  

  • You will not render any Affiliate Services by emailing, texting, or calling any consumer, or sending unsolicited messages (i.e., direct or instant messages) to social media users, unless O Positiv has given its prior written consent for and explicitly approved such action. For the avoidance of doubt, “liking” or responding to a follower’s comment on social media (for example, to clarify where or how to purchase a Product) does not violate this provision, provided your response complies with these Affiliate Terms (i.e., your response is professional, reasonable, and not otherwise unlawful).


  • Any content or materials that you create to provide or perform the Affiliate Services, including but not limited to any text, posts, statements, photographs, videos, or other user-generated content (collectively, “Affiliate Content”) will be wholly original and created by you; will not infringe upon any copyright, trademark, patent, right of publicity or privacy, or any other proprietary rights of any person or entity; and will be true and accurately reflect your honest opinions and experiences. You will not use generative AI (i.e., Chat GPT, DALL-E, Midjourney, etc.) for the creation of any Affiliate Content without the prior express consent of O Positiv. 

  • If we provide any Products to you, you will use those Products only in connection with the Affiliate Services or for your own personal use. You will not resell such Products to any third parties, or use such Products as promotional items in giveaways, contests, or sweepstakes, without our prior written approval. 

  • You have the right, power, and authority to agree to these Affiliate Terms, and that neither your agreement to the Affiliate Terms, nor the performance of any Affiliate Services by you, will conflict with or result in a breach of the terms, conditions or provisions of, or constitute a default under, any contract, covenant or instrument under which you are now or hereinafter become obligated. 

  • You will not dishonestly disparage or make any false, misleading, or otherwise defamatory comment(s) about O Positiv or our employees, agents, directors, officers, affiliates, or Products.

  • You will comply with all applicable federal, state, and local laws, rules, regulations, administrative guidelines, orders, and ordinances, related to the transactions contemplated by these Affiliate Terms, including but not limited to, all privacy and data security laws, and the terms and conditions of all applicable third-party websites, platforms, or applications, such as Instagram and TikTok. 

  • You have read, understand, and will comply with our Affiliate Marketing Guidelines (the “Affiliate Guidelines”).  

  • You will adhere to all policies and procedures of O Positiv with respect to professional behavior and overall conduct.

  • O Positiv has the right to have final review and approval of all Affiliate Content and may require you to modify or take down any Affiliate Content at any time. You will comply with any such request by O Positiv immediately. 




Compensation


In exchange for your provision of Affiliate Services, you will be eligible to earn commissions. Commissions will be based on the amount of Product sales generated by your Affiliate Content, may vary for each of our Products, and will be paid to you within a reasonable period of time. 


You understand and agree that we may change the rate of any commission at our sole discretion from time to time; however, commissions will not be paid for any Product sales effectuated by dishonest, fraudulent, deceptive, misleading, or otherwise unlawful means. 


O Positiv’s Intellectual Property


You acknowledge and agree that our intellectual property, including without limitation, all patents, trademarks, copyrights, trade secrets, and other confidential or proprietary rights (“O Positiv IP”), is the sole and exclusive property of O Positiv or our licensors. As an Affiliate you are granted a limited, temporary, revocable license to use the O Positiv IP in connection with performing your role as an Affiliate subject to the terms and conditions of these Affiliate Terms. No Affiliate shall acquire any ownership interest in any O Positiv IP. Any goodwill derived from any use of O Positiv IP inures to the benefit of O Positiv or its licensors. Except where expressly granted, if you acquire any rights to any O Positiv IP (for example, by fulfilling any your obligations under these Affiliate Terms), you shall be deemed to have assigned such rights to O Positiv or its licensors without further action by you or us. You shall use the O Positiv IP solely to perform the Affiliate Services contemplated under these Affiliate Terms and only in accordance with such terms and our instructions. Otherwise, you shall not interfere with any of our intellectual property rights. Upon the expiration or termination of these Affiliate Terms, or as otherwise indicated in writing by us, any license you may have with respect to any O Positiv IP is immediately revoked.


Grant of License by Affiliate 


In exchange for the good and valuable consideration conferred to you under these Affiliate Terms, you agree to and hereby grant O Positiv the irrevocable, worldwide, royalty-free, fully-paid up, non-exclusive, perpetual, sublicensable, and otherwise unlimited right and license to use, reproduce, post, share, distribute, publicly display, and publish your name, nickname, social media handles, voice, video or film portrayals, photograph, likeness, image, and any other means by which you may be recognized (collectively, “Likeness”), as well as any content or materials that may incorporate your Likeness, such as Affiliate Content (collectively, “Promotional Materials”), in connection with your provision of Affiliate Services. You agree that this license shall include our right to modify any and all Promotional Material. 


Release


In exchange for the good and valuable consideration conferred to you under these Affiliate Terms, you further hereby release and hold harmless O Positiv, along with its affiliates, officers, directors, employees, subsidiaries, agents, representatives, and assigns from any and all claims, demands and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, foreseeable or unforeseeable, arising out of or in any way connected to any dispute between you and any third party (including but not limited to TikTok or Meta) related to your provision of Affiliate Services or the performance of your obligations under these Affiliate Terms. Affiliate is aware of and understands the provisions of California Civil Code Section 1542 (”Section 1542”), which provides: ”A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” Affiliate expressly, knowingly, and intentionally waives any and all rights, benefits, and protections of Section 1542 and of any other state or federal statute or common law principle limiting the scope of a general release. Further, Affiliate agrees not to sue O Positiv, or to cause O Positiv to be named as a party or participant in any action, suit, or proceeding, in connection with any dispute between Affiliate and any third party, including any platform on which Affiliate renders the Affiliate Services. 


Indemnification


You, on behalf of yourself and your successors, assigns, and heirs, further agree to indemnify, defend, and hold O Positiv, along with its affiliates, officers, directors, employees, subsidiaries, agents, representatives, and assigns, harmless from and against any and all third party claims, suits, or demands, and all investigatory or enforcement proceedings of any governmental authority, and all losses, liabilities, damages, expenses, and costs incurred as a result of the investigation, response, or defense of any such claims or proceedings, including attorneys’ fees and court costs, arising out of or in any way related to your (i) provision of the Affiliate Services hereunder, (ii) creation, display, or use of any Affiliate Content, (iii) actual or alleged violation of any applicable law, (iv) negligence or misconduct, or (v) your failure to comply with any of these Affiliate Terms (including the Affiliate Guidelines) as may be amended from time to time. We shall provide you with prompt written notice of any claim, and reasonably cooperate with you, and if applicable your insurance company and your legal counsel in the defense of such claim(s), at your sole expense. You may not settle any potential suit hereunder without our prior written approval.


Limitation of Liability


IN NO EVENT SHALL O POSITIV BE LIABLE TO YOU UNDER THESE AFFILIATE TERMS FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, STATUTORY, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, LOSS OF USE, LOSS OF TIME, INCONVENIENCE, LOSS BUSINESS OPPORTUNITIES, DAMAGE TO GOOD WILL OR REPUTATION, AND COSTS OF COVER, REGARDLESS OF WHETHER SUCH LIABILITY IS BASED ON BREACH OF CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH DAMAGES COULD HAVE BEEN REASONABLY FORESEEN. OUR ENTIRE AGGREGATE LIABILITY FOR ANY CLAIMS RELATING TO THESE AFFILIATE TERMS WILL BE LIMITED TO AN AMOUNT EQUAL TO THE COMPENSATION PAID TO YOU BY US PURSUANT TO THESE AFFILIATE TERMS. ANY CLAIMS MADE BY YOU PURSUANT TO THIS SECTION MUST BE MADE WITHIN ONE YEAR OF THE INCIDENT TO WHICH THEY RELATE OR FOREVER BE BARRED. THIS SECTION SHALL SURVIVE THE TERMINATION OF THESE AFFILIATE TERMS.


Confidentiality


During the Term and at all times thereafter, you agree that you will not make use of our Confidential Information for purposes other than the performance of your obligations under these Affiliate Terms. You shall further protect our Confidential Information by using the same degree of care you use to protect your own information, but no less than a reasonable degree of care. You also agree not to disclose or provide any Confidential Information to any third party and to take all necessary measures to prevent any such disclosure. For purposes of these Affiliate Terms, “Confidential Information” means information about or related to O Positiv that is not generally available to the public which may be provided to you by us or which you have access to or discover in the performance of your obligations under these Affiliate Terms, whether in oral, tangible, electronic, or other form. All Confidential Information shall remain the property of O Positiv. 


For the avoidance of doubt, Confidential Information does not include any information that: (a) was rightfully known to you prior to disclosure by us; (b) is rightfully obtained by you from a third party which is under no duty of confidentiality to O Positiv; (c) is made available by O Positiv to the public without restrictions; (d) is disclosed by you with prior written permission from us; (e) is independently developed or learned by you through legitimate means; or (f) is disclosed pursuant to any applicable laws, regulations, or order of a court of competent jurisdiction, or by you in defense of a claim against you. You must provide reasonable prior notice to us, unless prohibited by applicable law, if you are required to disclose any of our Confidential Information under operation of law, and such disclosure shall not constitute a breach of these Affiliate Terms.


Term and Termination


These Affiliate Terms shall commence as of the Effective Date set forth above and continue until you decide to stop serving as an Affiliate and provide us with written notice of this decision at partnerships@opositiv.com, or until we terminate these Affiliate Terms and subsequently our relationship with you, whichever is earlier (the “Termination Date”). We may terminate these Affiliate Terms and our relationship with you at any time, for any reason, with or without notice. 


If we terminate these Affiliate Terms without cause, we will pay any commissions that you have earned or accrued before the Termination Date (collectively, “Earned Commission”) to you within a reasonable period of time. You understand and agree that you are not eligible for, and we are not obligated to provide, any commissions or other compensation for any Product sales generated by any of your Affiliate Content after the Termination Date and that payment of your Earned Commission fully satisfies our legal obligations to you upon termination of these Affiliate Terms. 


However, if we terminate these Affiliate Terms for cause, you understand and agree that we will have no further liability or obligation to you, including with respect to payment. This means we are not obligated to pay you any compensation, whether such compensation is Earned Commission or otherwise. 


We may immediately terminate these Affiliate for cause if you violate any applicable law, rule, regulation, or ordinance, including without limitation any FTC regulations specifically addressing endorsement activity or other regulations addressing marketing and advertising activities in general, or you otherwise materially breach any provision, warranty, or representation of these Affiliate Terms. 


We may also immediately terminate these Affiliate Terms for cause where (a) you commit or are alleged to have committed any criminal act or other act involving moral turpitude, drugs, or felonious activities; (b) you commit any act or become involved in any situation or occurrence which brings you into public disrepute, contempt, scandal, or ridicule, or which shocks or offends the community or any group or class thereof, or which reflects unfavorably upon O Positiv or reduces the commercial value of O Positiv’s association with you; (c) information becomes public about how you have so conducted yourself as in (a) or (b) in the past; (d) you become involved or associated with an event or circumstance caused by your immediate family members or others closely associated with you (other than O Positiv) which reflects unfavorably upon O Positiv or reduces the commercial value of O Positiv’s association with you; or (e) you take any action (other than legal action or arbitration arising out of these Affiliate Terms) or make or authorize statements deemed by O Positiv to be in derogation of the company or its goods or services and such actions or statements become public during the term of these Affiliate Terms. Any of the acts described above will be deemed a material breach of these Affiliate Terms, and O Positiv shall not be liable for any payment due to you in the event of such a breach.


Arbitration, Choice of Law, and Venue


Any dispute, claim, or controversy arising out of or relating to these Affiliate Terms, including the determination of the scope or applicability of this agreement to arbitrate, shall be submitted to and settled exclusively by binding arbitration, in accordance with the provisions of this section, subject only to any applicable requirement of law that you and we engage in a preliminary, non-binding mediation or arbitration. Binding arbitration shall be conducted in accordance with the American Arbitration Association’s rules (the “AAA Rules”). Arbitration shall be held in Delaware, and shall be held before an arbitrator selected pursuant to the AAA Rules who shall have no personal or pecuniary interest, either directly or indirectly, from any business or familial relationship with either of the Parties. The arbitrator(s) shall be bound to adjudicate all disputes in accordance with the laws of the State of Florida and all decisions of the arbitrator will be final, binding, and conclusive on the Parties. Either Party may seek confirmation of the arbitration award in the Florida state courts in and for Orange County, Florida, and each Party hereby consents to the jurisdiction and venue of the Florida state courts in and for Orange County, Florida in any claim or action arising under this arbitration provision. This arbitration clause shall not prohibit either party from seeking or obtaining injunctive relief in any court of competent jurisdiction or other preliminary relief in aid of arbitration. 


BY SIGNING THIS AGREEMENT, YOU AND WE AGREE TO WAIVE ANY AND ALL RIGHTS TO A JURY TRIAL. ADDITIONALLY, UNLESS YOU AND WE AGREE OTHERWISE, YOU AND O POSITIV MAY BRING CLAIMS AGAINST ONE ANOTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE ACTION OR PRIVATE ATTORNEY GENERAL PROCEEDING. ALSO, TO THE EXTENT AVAILABLE BY LAW, AND SUBJECT TO THE DAMAGE LIMITATIONS DISCUSSED HEREIN, THE ARBITRATOR MAY AWARD RELIEF ONLY IN FAVOR, AND FOR THE BENEFIT OF, THE INDIVIDUAL PARTY SEEKING RELIEF. 


All costs and expenses, including reasonable attorneys’ fees and experts’ fees, incurred in any dispute that is determined and settled by arbitration or some other proceeding pursuant to these Affiliate terms shall be borne by the party determined to be liable in respect to such dispute; provided, however, that if complete liability is not assessed against only one party, then you and O Positiv will share the total costs in proportion to our respective amounts of liability so determined. Except where clearly prevented by the area in dispute, you and we agree to continue performing our respective obligations under these Affiliate Terms until the dispute is resolved. If it is determined that arbitration is not permitted, has been waived, or is otherwise unavailable, then the jurisdiction and venue for any action or proceeding arising out of or related to these Affiliate Terms shall be an appropriate state or federal court located in Orange County, Florida. You and we hereby submit to the personal jurisdiction of the State of Florida and the jurisdiction and venue of said courts. You and we further agree that the laws of the State of Florida, without regard to the principles of conflict of laws, shall govern these Affiliate Terms and any dispute, claim, or controversy that has arisen or may arise related to these Affiliate Terms. This paragraph shall not be read to conflict with the mandatory arbitration provision.


Miscellaneous Terms


These Affiliate Terms, along with any exhibits, attachments, and other terms, policies, and guidelines incorporated herein, constitute the entire agreement between you and O Positiv with respect to their subject matter and supersede any prior agreements or communications between you and us, whether written, oral, or electronic, relating hereto. No representation, inducement, or promise has been made or relied upon by either you or us in entering into this arrangement other than as specifically set forth herein. Headings in these Affiliate Terms are included for reference only and shall have no effect upon the construction or interpretation of any part of these Affiliate Terms. You may not assign any of your respective rights or delegate any of your obligations under these Affiliate Terms without our prior written consent. Any purported assignment or delegation in violation of this section is null and void. These Affiliate Terms only benefit you and O Positiv and our respective permitted successors and assigns. Nothing in these Affiliate Terms confers on any other person any legal or equitable right, benefit, or remedy of any nature whatsoever by reason of the Affiliate Terms. In the event that any provision of these Affiliate Terms is deemed to be invalid, illegal, or otherwise unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of these Affiliate Terms will continue in full force and effect. The failure of O Positiv to enforce any term or condition set out in these Terms shall not be deemed waiver of such term or condition or a waiver of any other term or condition. Any provisions that, by their nature, are intended to survive shall survive any termination of these Affiliate Terms, including but not limited to the confidentiality provisions described herein.




Contact Us


If you have any questions regarding these Affiliate Terms or about being our Affiliate, you may contact us at partnerships@opositiv.com. 

O POSITIV AFFILIATE MARKETING GUIDELINES


These Affiliate Marketing Guidelines (the “Guidelines”) must be adhered to pursuant to the Affiliate Terms and Conditions (the “Affiliate Terms”) between O Positiv, Inc. (“O Positiv”) and any affiliate promoter, endorser, or marketer (each “Affiliate”) of O Positiv’s goods or services (collectively, “Products”).  All capitalized terms not otherwise defined herein shall have the same meanings as set forth in the Affiliate Terms.


In accordance with the Affiliate Terms, Affiliates must always comply with all existing laws and regulations and these Guidelines.  If you have reason to believe an Affiliate in not in compliance with these Guidelines, please contact us immediately at partnerships@opositiv.com with sufficient detail for us to address the issues raised in your email.  


Use of Disclosures 


To ensure that Affiliates and O Positiv comply with the law, Affiliates must include appropriate disclosures in all Affiliate Content. If the platform where the Affiliate Content is posted does not provide for a clear and conspicuous disclosure of the incentivized nature of the content via built-in tools (which Affiliate must enable and use), Affiliate Content must include sufficient disclosure in the form of one or more of the following: 


  • If the Affiliate Content is an image or video, the word #AD may be superimposed on the image or video where it can be clearly and conspicuously seen by consumers. This means that the disclosure may not be in a size, font, or color that makes the disclosure difficult for consumers to see when it is superimposed on the image or video. In video Affiliate Content, the #AD or similar disclosure must also be visible for the entirety of the video, meaning it cannot appear only at the beginning or end of the video.

  • If Affiliate Content contains audio, Affiliates should verbally disclose their relationship with O Positiv and that the audio is a paid advertisement at the beginning of the audio – for example, by saying “I’m a paid Affiliate of the vitamin brand, O Positiv, and this is a sponsored advertisement. I’m reviewing O Positiv’s PMS gummy, Flo vitamins.”

  • Whether Affiliate Content is visual or audible in nature, if the content is a social media post or otherwise on a platform where text can be written alongside the content, the Affiliate Content should be accompanied by a caption, and the words #OPositivAffiliate, #ad, and #paid should appear in the caption separate from other hashtags. These disclosures must not appear so far down any caption that a consumer would need to expand the caption in order to see the disclosures.  

  • Any other information regarding an Affiliate’s connection (i.e., a relationship that could affect the weight or credibility of an advertisement, promotion, or endorsement) to O Positiv should also be clearly and conspicuously disclosed, for example, in the audio, caption, or other text that accompanies Affiliate Content. 

Affiliates should focus on placement, proximity, and prominence of the disclosure so consumers will notice it in connection with the triggering claim on every platform and device the Affiliate Content will run on. Affiliates should avoid scrolling to get to a disclosure, and disclosures should be made unavoidable, meaning they should not be placed in a hyperlink or on a separate page from the relevant Affiliate Content. Affiliates should also ensure that nothing on the webpage or screen detracts from consumers noticing the disclosure, such as graphics, sound, or hyperlinks. Affiliates should further refrain from running Affiliate Content on devices or platforms where clear and conspicuous disclosure cannot be made; avoid using pop-up disclosures, as they can easily be blocked or ignored; and repeat disclosures as needed.


Affiliates are responsible for ensuring all Affiliate Content is accompanied by adequate disclosures, whether platform based or created by the Affiliate. Affiliates must follow the disclosure requirements for any and all Affiliate Content they make, even if disclosures were already made in previously created Affiliate Content, as consumers may not always see prior Affiliate Content. Affiliates will comply with any direction from O Positiv regarding the inclusion or modification of any disclosure statements or content. If Affiliates have any doubts about whether disclosure is accurate, Affiliates should contact partnerships@opositiv.com. 


Affiliate Content Requirements and Other Rules


In addition to making the foregoing disclosures, Affiliates must also comply with the following rules and requirements when producing Affiliate Content or providing Affiliate Services: 


  • All social media posts must tag @opositiv.

  • Affiliate Content must be truthful and only reflect an Affiliate’s honest and current opinions and beliefs based on the Affiliate’s personal experience. 

  • Affiliates may not make any false, deceptive, or misleading claims, and while Affiliates may share their opinions about Products, they must not make factual claims about any Products unless O Positiv has given prior approval for the factual claim. These rules also apply to implied or indirect claims – Affiliates should not imply or suggest claims they could not make directly.  

O Positiv’s products are all offered subject to the following disclaimer under US FDA regulations:

These statements have not been evaluated by the Food and Drug Administration. This product is not intended to diagnose, treat, cure or prevent any disease. The views and nutritional advice expressed are not intended to be a substitute for conventional medical service. Individual results may vary.


Affiliates must not make any claims either express or implied that would contradict or be inconsistent with this statement. All Affiliate content should refer to the Affiliate’s experience with the product. The Affiliate must not make medical claims or present themselves as providing medical advice. The Affiliate must not make claims that O Positiv’s products “treat” or “cure” specific medical conditions, including but not limited to claims that the products treat or cure cystic acne, polycystic ovarian syndrome, bacterial vaginosis, urinary tract infections, and yeast infections. If an Affiliate has any doubt about whether a claim is false, misleading, deceptive, or otherwise unlawful, then the claim may not be made. 


  • Affiliate Content must not:

  • Be defamatory, libelous, abusive, vulgar, hateful, harassing or threatening, obscene, or offensive, or dishonestly disparage other people or entities; 
  • Endorse any form of hate or hate group; 
  • Be profane or pornographic, sexually oriented, explicit, or suggestive; 
  • Be unnecessarily violent, discriminatory, or derogatory of any group; 
  • Promote alcohol, illegal drugs, tobacco, or firearms/weapons, or the use of any of the foregoing; 
  • Promote any activities that may be construed as unsafe or dangerous; 
  • Promote any particular political agenda or message; or 
  • Violate any applicable law.

In addition, other content made by the Affiliate, even if not related to O Positiv, must not violate these rules. O Positiv reserves the right to terminate Affiliate if Affiliate’s content or social media presence contains any material O Positiv deems undesirable. 


  • Affiliates may not email, text, or call consumers or send unsolicited messages (i.e., direct or instant messages) to social media users to provide Affiliate Services, unless O Positiv has given its prior written consent for and explicitly approved such action. Note that this does not prevent the Affiliate from interacting with comments on or interactions with the Affiliate’s posts, provided Affiliate’s interactions do not otherwise violate these Guidelines or the Affiliate Terms.   

  • Affiliates must at all times respect the intellectual property of others, including any and all copyright, trademark, patent, and other rights, such as the right of publicity. Accordingly, Affiliate Content may not incorporate any third-party content or materials that have not been cleared for use by O Positiv, including but not limited to, third-party artwork, images of celebrities, “memes”, music, and other materials that were not created by an Affiliate. Affiliates may, however, incorporate music from TikTok’s Commercial Music Library or Meta’s Sound Collection into Affiliate Content posted on TikTok or Instagram.