Affiliate Terms & Conditions

Program Overview

The Program allows eligible affiliates (“Affiliates”) to promote approved LUCY products to adult nicotine consumers and earn commissions on qualifying purchases completed through approved affiliate links or promotional codes.

Participation in the Program does not create an employment, agency, partnership, franchise, or joint venture relationship between the Affiliate and LUCY.

Eligibility Requirements

To participate in the Program, an Affiliate must:

• Be at least 21 years of age.
• Have an audience that primarily consists of adults aged 21 or older.
• Successfully complete LUCY’s required age and identity verification process.
• Be a legal resident of the United States.
• Provide complete and accurate contact, payment, tax, and identity information.
• Maintain social media accounts, websites, or other promotional channels that are appropriate for adult audiences.
• Comply with all applicable federal, state, and local laws, regulations, platform policies, and these Terms.
• Not be subject to any restriction that would prevent the Affiliate from lawfully promoting nicotine products.
• Complete the required age and location verification which provides access to the affiliate platform.

Continued access is conditioned upon ongoing compliance with these Terms. LUCY may require an Affiliate to re-verify age, location, or identity at any time, and may suspend access pending completion of that re-verification.

Affiliate accounts are personal and may not be sold, transferred, assigned, or shared with any other party. LUCY may immediately suspend or terminate an account used in violation of this restriction.

Affiliate Responsibilities

Affiliates are responsible for ensuring that all promotional activity is truthful, accurate, lawful, and consistent with current LUCY guidelines.

Affiliate’s promotional activities must comply with all applicable privacy and data protection laws and regulations, including any obligation to post a privacy policy that accurately describes the Affiliate’s information collection and use practices. Affiliate may not collect, use, or share personal information obtained through the Program in violation of applicable law, and must obtain any consents required for tracking technologies used in connection with the Program.

Affiliates must:

• Promote LUCY products only through approved channels.
• Use only approved product descriptions, claims, messaging, images, logos, videos, and other materials.
• Clearly disclose the Affiliate’s relationship with LUCY in every applicable promotion (e.g., with #AD or #LucyPartner).
• Include the required nicotine warning in every applicable advertisement or promotional placement.
• Direct promotional content only toward adults who are 21 years of age or older.
• Follow all instructions provided in the LUCY Creative Brief, claims guidance, asset library, and compliance materials.
• Correct or remove content promptly when requested by LUCY.
• Notify LUCY promptly of any suspected unauthorized use of an affiliate link, promotional code, trademark, logo, or brand asset.

LUCY approval of content does not reduce the Affiliate’s responsibility to comply with applicable laws or platform policies, and does not waive any of LUCY’s rights or remedies under these Terms. LUCY may revoke a prior approval and require removal of previously approved content at any time.

FTC Disclosure Requirements

Affiliates must clearly and conspicuously disclose their material relationship with LUCY whenever they promote, recommend, review, tag, display, or link to a LUCY product.

A material relationship includes receiving commissions, complimentary products, discounts, gifts, payments, or any other benefit from LUCY.

Acceptable disclosures include:

• “I earn a commission if you purchase through this link.”
• “This is an advertisement for LUCY.”
• “LUCY provided this product to me, and I may earn a commission from purchases.”
• “Partnership with LUCY.”
• “Ad” or “LucyPartner,” when the meaning is clear in context.

The disclosure must be easy to notice, easy to understand, and placed close to the endorsement, promotional code, or affiliate link.

A disclosure may not appear only in a profile biography, at the end of a long caption, beneath a “more” button, in a comment, or on a separate disclosure page.

For visual content, the disclosure must appear visibly within the content. For spoken content, the disclosure must also be stated verbally. When an endorsement is both visual and spoken, the disclosure must be both visual and spoken.

For Stories, the disclosure must appear on every frame that promotes or links to a LUCY product. For livestreams, the disclosure must appear continuously or be repeated regularly so viewers joining at different times can see or hear it.

Platform disclosure tools should be used when available, but they do not replace the Affiliate’s obligation to include a clear disclosure within the content.

State-Specific Advertising Restrictions

In addition to federal requirements, Affiliates are solely responsible for complying with all state and local laws, regulations, and restrictions applicable to the advertising, promotion, and sale of nicotine products in the jurisdictions where their content is viewed or distributed, including but not limited to restrictions on flavor marketing, youth-appealing advertising, required state-specific warnings, and any state law imposing additional disclosure or advertising obligations beyond those set forth in these Terms.

Affiliates must not direct or target promotional content toward residents of any state or jurisdiction where such promotion would violate applicable law. LUCY reserves the right to restrict, modify, or prohibit promotional activity in specific states or jurisdictions at its sole discretion, and Affiliates must comply with any such restriction upon notice from LUCY.

Required Nicotine Warning

The FTC affiliate disclosure does not replace the required nicotine warning. Affiliates must include both disclosures.

Every applicable LUCY advertisement must display the following statement exactly as written:

Affiliates must use the nicotine warning banner supplied by LUCY and follow all placement, size, font, contrast, border, and visibility instructions provided by LUCY.

For visual advertisements, the warning must appear in the top portion of the advertisement and occupy at least 20 percent of the advertisement area. It must remain clear, readable, unobstructed, and visually prominent.

Affiliates may not edit, shorten, rewrite, crop, cover, recolor, animate, reduce, or remove the warning banner. The warning may not be hidden behind captions, platform buttons, usernames, links, or other visual elements.

A warning included only in the caption does not replace the required visual warning banner.

Affiliates may not publish promotional content unless the required warning is displayed in the format provided or approved by LUCY.

Approved Promotional Methods

Subject to applicable platform rules and LUCY approval, Affiliates may promote LUCY through:

• Original organic social media content.
• Approved website or blog content.
• Product reviews based on the Affiliate’s honest experience.
• Email communications sent only to recipients who have consented to receive them and who are reasonably expected to be at least 21 years of age.
• Other channels expressly approved by LUCY in writing.

All promotions must link directly to lucy.co through the Affiliate’s assigned tracking link unless LUCY provides different written instructions.

All email and text message marketing must comply with the CAN-SPAM Act, the Telephone Consumer Protection Act, and any other applicable law governing electronic marketing, including obtaining any required consent before sending text or SMS messages.

Prohibited Promotional Methods

Affiliates may not engage in:

• False, deceptive, misleading, or unsubstantiated advertising.
• Medical, therapeutic, health, smoking cessation, or disease related claims not expressly approved by LUCY.
• Claims that LUCY products are safe, healthy, risk free, addiction free, approved by the FDA, or intended to help a person quit nicotine.
• Paid advertising, boosted content, search advertising, or sponsored media using LUCY branding without prior written approval.
• Bidding on LUCY trademarks, product names, misspellings, or related terms through paid search advertising.
• Creating unauthorized discounts, promotional offers, or pricing claims.
• Spam, unsolicited email, unsolicited text messaging, automated messages, or misleading direct messages.
• Cookie stuffing, forced redirects, hidden links, automatic clicks, false attribution, or other manipulation of tracking technology.
• Purchases generated through bots, fake accounts, fraudulent payment methods, or artificial traffic.
• Self referrals or purchases made primarily to generate commissions.
• Impersonating LUCY or representing that the Affiliate is an employee, representative, or authorized spokesperson of LUCY.
• Registering domain names, social media accounts, usernames, or email addresses containing LUCY trademarks or confusingly similar terms.
• Selling LUCY products through unauthorized marketplaces or resale channels.
• Altering product packaging or removing required product warnings.
• Any promotional activity that violates a platform policy, law, regulation, or LUCY instruction.

Prohibited Content Involving Minors

Affiliates must not feature, include, reference, or involve minors in any LUCY related content.

It is strictly prohibited to create or publish content that includes children or appears to target individuals under the age of 21.

Affiliates may not film, photograph, or create content in locations primarily intended for minors, including but not limited to preschools, kindergartens, elementary schools, middle schools, high schools, playgrounds, daycare centers, youth events, or other child-focused environments.

LUCY products, branding, logos, promotional codes, and affiliate messaging must not appear alongside minors or in settings that could reasonably be interpreted as appealing to children or adolescents.

Brand Usage Guidelines

Affiliates must present LUCY accurately, professionally, and consistently with current brand guidelines.

Affiliates may not:

• Alter approved product claims or create new claims.
• Misrepresent product ingredients, strengths, intended use, availability, or pricing.
• Present personal opinions as official statements from LUCY.
• Use outdated assets after LUCY has provided updated materials.
• Place LUCY branding beside unlawful, hateful, violent, sexually explicit, discriminatory, or otherwise inappropriate content.
• Use LUCY branding in any manner that could damage the reputation of LUCY.

Trademark and Logo Usage

LUCY names, product names, trademarks, logos, packaging, designs, images, and other brand elements remain the exclusive property of LUCY or its licensors.

LUCY grants each approved Affiliate a limited, revocable, nonexclusive, nontransferable, and nonsublicensable license to use approved LUCY trademarks and logos solely for participation in the Program and strictly in accordance with LUCY’s then-current brand guidelines. LUCY may revoke this license immediately and without notice if Affiliate breaches these Terms or misuses any LUCY trademark or logo in LUCY’s sole discretion.

Affiliates may not change the color, proportions, wording, orientation, spacing, or appearance of any LUCY trademark or logo. Affiliates may not combine a LUCY trademark with another name, logo, slogan, or design without prior written approval. Affiliates may not apply to register, or otherwise seek to acquire any right in, any trademark, service mark, domain name, social media handle, or other designation that is identical or confusingly similar to any LUCY trademark.

All goodwill resulting from the use of LUCY trademarks belongs exclusively to Lucy Goods, Inc., and Affiliate hereby assigns to LUCY any goodwill that may otherwise vest in Affiliate through such use. Affiliate will not, during or after participation in the Program, challenge or assist any third party in challenging LUCY’s ownership of, or the validity of, any LUCY trademark.

Commercial Usage Rights for Brand Provided Assets

LUCY may, in its sole discretion, provide Affiliates with approved photographs, videos, logos, graphics, product information, nicotine warning banners, promotional copy, and other brand assets (“Assets”). All Assets remain the exclusive property of LUCY or its licensors.

Affiliates may use the Assets solely for commercial affiliate promotion of LUCY products during their active participation in the Program and only on approved promotional channels. No other use of the Assets is permitted.

The Assets may not be sold, sublicensed, transferred, distributed as standalone files, used for merchandise, used to create another brand, reverse engineered, or provided to an unauthorized person.

Affiliates may not materially edit any Assets unless the asset guidelines expressly permit the edit. Permitted resizing or cropping must preserve all required warnings, logos, disclosures, product details, and brand elements.

The right to use the Assets ends immediately when the Affiliate’s participation ends or when LUCY requests that use stop. Upon expiration of that right, Affiliate must promptly delete or destroy all copies of the Assets in its possession or control and, upon LUCY’s request, certify such deletion or destruction in writing.

Promotional Codes and Tracking Links

Affiliate links and promotional codes are issued for approved Program use only, remain the property of LUCY, and may be modified, suspended, or revoked by LUCY at any time in its sole discretion.

Affiliates may not modify, conceal, redirect, transfer, sell, or assign an affiliate link or promotional code, or use more than one affiliate account or code to circumvent these Terms or the Program’s tracking, attribution, or commission rules. Codes may not be presented as exclusive unless LUCY has confirmed exclusivity in writing.

LUCY and its affiliate platform will determine attribution based on the applicable tracking settings and available transaction records, and that determination will be final and binding absent manifest error. A promotional code does not guarantee commission if another source receives valid attribution under the Program settings.

LUCY is not responsible or liable for any tracking interruption, attribution error, or lost commission caused by deleted cookies, privacy settings, platform restrictions, incorrect link placement, technical failures outside LUCY’s control, or a customer’s failure to use the assigned link or code.

Commission Eligibility

An Affiliate earns a commission only on a Qualifying Purchase.

A “Qualifying Purchase” must:

• Be properly attributed to the Affiliate through an approved tracking link or promotional code.
• Be completed and paid in full through lucy.co.
• Comply with these Terms and all Program rules.
• Remain valid through the applicable 60 day validation period.
• Not be canceled, returned, refunded, disputed, fraudulent, duplicated, or subject to a chargeback.

Commissions are calculated using the commission rate displayed in the Affiliate’s account or otherwise confirmed by LUCY in writing. LUCY may change commission rates at any time in its sole discretion, with such changes applying prospectively to purchases made after the effective date of the change.

Unless LUCY states otherwise, commissions are calculated from the net product subtotal after discounts and exclude taxes, shipping charges, gift cards, credits, refunds, and other fees.

LUCY may reject or reverse commissions generated through prohibited methods, fraudulent activity, self-referrals, unauthorized discount distribution, duplicate transactions, reseller activity, or violations of these Terms, at any time and in its sole discretion, including after a commission has already been paid.

Canceled Orders, Returns, Refunds, and Chargebacks

• No commission is earned on a canceled order.
• If an order is returned or fully refunded, the related commission will be canceled or reversed.
• If an order receives a partial refund, the commission may be reduced proportionately based on the final eligible purchase amount.
• If a customer initiates a payment dispute or chargeback, the related commission will remain pending, be canceled, or be reversed.

If a commission has already been paid before a return, refund, dispute, or chargeback is processed, LUCY may deduct the amount from future commissions. If future commissions are insufficient, LUCY may request repayment of the overpaid amount.

Payment Terms and Payout Schedule

Commissions remain pending for 60 calendar days from the date of the qualifying transaction. This validation period allows LUCY to review orders for cancellations, returns, refunds, fraud, payment disputes, and chargebacks.

After the validation period ends, approved commissions will be included in the next regularly scheduled payout cycle.

Payments will be issued through the payment method supported by the affiliate platform and will be paid in United States dollars.

Affiliates must provide all required tax and payment information before receiving a payout. LUCY may delay payment while information is missing, inaccurate, or under review.

Affiliates are responsible for all taxes, reporting obligations, fees, and expenses associated with their commission income.

LUCY may withhold payment while investigating suspected fraud, tracking manipulation, a compliance violation, or an incorrect commission amount, and may permanently withhold or reclaim any commission that the investigation confirms was improperly generated.

Monitoring and Compliance

LUCY may monitor Affiliate content and promotional activity at any time.

Affiliates must cooperate with compliance reviews and provide requested links, screenshots, audience information, traffic information, or other reasonable documentation.

If content does not comply with these Terms, LUCY may require correction or removal. The Affiliate must comply within the timeframe specified by LUCY. Content presenting an immediate legal, regulatory, consumer safety, or brand risk must be removed immediately. LUCY may also suspend the Affiliate’s access to the affiliate platform pending completion of a compliance review.

Suspension and Termination

LUCY may suspend or terminate an Affiliate’s participation at any time, with or without cause and with or without prior notice, subject to applicable law.

Affiliate may terminate participation in the Program at any time, with or without cause, by providing notice to LUCY and discontinuing use of all affiliate links, promotional codes, and Assets.

Reasons for immediate suspension or termination may include:

• Failure to use the required nicotine warning.
• Failure to provide the required FTC disclosure.
• Promotion to underage audiences.
• False or prohibited product claims.
• Fraudulent traffic, purchases, or commission activity.
• Unauthorized use of LUCY trademarks or assets.
• Violation of a platform policy or applicable law.
• Conduct that may create legal, regulatory, financial, reputational, or consumer safety risk for LUCY.

Upon termination, the Affiliate must stop using all LUCY links, codes, trademarks, logos, and brand assets. LUCY may deactivate all tracking links and promotional codes and require existing promotional content to be removed.

Valid commissions earned before termination will remain subject to the 60 day validation period. Commissions connected to fraud, prohibited conduct, or violations of these Terms may be canceled to the extent permitted by law, and LUCY may deduct any such canceled amount from any other commissions owed to Affiliate.

LUCY may deactivate an Affiliate’s account if the Affiliate has generated no clicks, impressions, or Qualifying Purchases for twelve consecutive months. A deactivated account may be reactivated if the Affiliate requests reactivation and continues to satisfy the eligibility requirements of the Program.

Program Changes

LUCY may modify, suspend, or discontinue the Program, these Terms, commission rates, promotional codes, eligibility requirements, tracking rules, assets, or payment procedures at any time.

Changes may be communicated through the affiliate platform, email, or lucy.co. Continued participation after a change becomes effective constitutes acceptance of the updated Terms.

Governing Law and Dispute Resolution

These Terms and any dispute arising out of or related to the Program will be governed by the laws of the State of Nevada, without regard to its conflict of laws principles. Any dispute, claim, or controversy arising out of or relating to these Terms or the Program will be resolved exclusively through binding arbitration conducted in Las Vegas, Nevada, in accordance with the rules of the American Arbitration Association then in effect. Judgment on the arbitration award may be entered in any court having jurisdiction.

Affiliate and LUCY each waive any right to a jury trial or to participate in a class, collective, or representative action. Notwithstanding the foregoing, LUCY may seek injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property, trademarks, or confidential information.

Force Majeure

LUCY will not be liable for any delay or failure to perform its obligations under these Terms, including payment obligations, resulting from causes beyond its reasonable control, including but not limited to acts of God, natural disaster, war, terrorism, labor dispute, governmental action, pandemic, internet or telecommunications failure, or failure of third-party payment processors or affiliate platform providers.

Limitation of Authority

Affiliates have no authority to enter into an agreement, accept an obligation, make a guarantee, issue a refund, provide customer support, or make a representation on behalf of LUCY.

Affiliates are solely responsible for their content, business activities, equipment, expenses, licenses, taxes, and compliance obligations.

Indemnification

Affiliate agrees to indemnify, defend, and hold harmless LUCY, its officers, directors, employees, agents, and affiliates (collectively, “LUCY Parties”) from and against any and all claims, damages, losses, liabilities, costs, and expenses, including reasonable attorneys’ fees, arising out of or related to: (a) Affiliate’s breach of these Terms; (b) Affiliate’s promotional content, claims, or conduct; (c) Affiliate’s violation of any applicable law, regulation, or platform policy; (d) any claim that Affiliate’s content infringes, misappropriates, or violates the rights of any third party; or (e) Affiliate’s failure to comply with FTC disclosure requirements or the required nicotine warning.

LUCY reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by Affiliate, in which case Affiliate agrees to cooperate with LUCY’s defense of such claim. This indemnification obligation will survive termination of Affiliate’s participation in the Program.

Limitation of Liability

To the fullest extent permitted by law, LUCY Parties will not be liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, lost commissions, or lost data, arising out of or related to the Program, these Terms, or Affiliate’s participation in the Program, regardless of the theory of liability, even if LUCY has been advised of the possibility of such damages.

In no event will LUCY’s total aggregate liability to Affiliate arising out of or related to these Terms exceed the total commissions actually paid to Affiliate in the six months preceding the event giving rise to the claim. This Section does not limit LUCY’s right to seek injunctive or other equitable relief, or damages, for Affiliate’s breach of the Trademark and Logo Usage, Confidentiality, or Prohibited Promotional Methods provisions of these Terms.

Confidentiality

Affiliate must keep confidential all non-public information relating to the Program, including commission rates, payment terms, promotional strategies, performance data, and any other information LUCY designates as confidential, and must not disclose such information to any third party without LUCY’s prior written consent. This obligation will survive termination of Affiliate’s participation in the Program.

Entire Agreement

These Terms and the Privacy Policy constitute the entire agreement between Affiliate and LUCY regarding the Program and supersede all prior or contemporaneous agreements, representations, and understandings concerning the Program.