Affiliate Partner Terms and Conditions

SARAH JENKS INTERNATIONAL AFFILIATE AGREEMENT

BY PROVIDING YOUR INFORMATION TO BECOME AN AFFILIATE, YOU ARE ACCEPTING THE FOLLOWING TERMS AND CONDITIONS

This AFFILIATE AGREEMENT (“Agreement”), is made by and between You (the “Affiliate”) and [SARAH JENKS INTERNATIONAL] (“Company”, and collectively, the “Parties”).  

  1. REFERRAL PROGRAM.
  • Company agrees to provide Affiliate with an Affiliate Commission for any and all new full-price paying clients that Affiliate refers that ultimately sign up for  [WHOLE WOMAN] (“Program”) with Company during the promotional period.
  • Referrals will be attributed to the Affiliate that first gives the referral to the Program or Promotional opt-in “Magic Week,” a “first click” structure.
  • Affiliate must disclose that she is an affiliate in all promotions per Federal Trade Commission Guidelines.
  1.    TERM.   This Agreement shall begin as of the date of consent given and remain in effect until Whole Woman ends.  This term shall not automatically renew. Any future affiliate agreements will require a separate agreement.
  2.    AFFILIATE COMMISSIONS; PAYMENT.
  • Affiliate Commissions.  Company shall provide Affiliate with $17.50 (minus the PayPal fee as described below) for each individual who signs up through Affiliate’s link or who was referred to Company through a promotional opt-in affiliate link and ultimately purchases (“Affiliate Commission”). If individuals sign up for a $5 one-week trial, Company shall provide Affiliate with Affiliate Commission only once customer stays in program beyond the trial period and is charged the $30 balance. No affiliate commissions will be given on the $5 trial fees unless customer remains in Whole Woman beyond the trial period (7 days) and pays the full price for the program.      Affiliate will be paid $17.50 each month for each individual who signs up, for the lifetime of the client’s membership to the Program.
  • Payment.        Affiliate Commission shall be paid to Affiliate 30 days after the cart closes (November 8th 2018; payment: December 8th) for Program. Monthly membership commissions will be paid every 30 days. All Affiliate Commissions shall be made via PayPal as a payment for a good/service. Any fees resulting from processing payment between Company and Affiliate are the sole responsibility of the Affiliate.
  • Refunds. Affiliates are not entitled to any commission for any referral who receives a refund and / or any referral that defaults on a payment.
  1.    TERMINATION.This Agreement may be terminated by either Party, with or without cause, by providing the other Party written notice of termination. This Agreement shall be effectively terminated upon written receipt by the other Party (“Termination Date”).  Affiliate has the right to receive its accrued Affiliate Commissions through the Termination Date.  Affiliate is not entitled to any Affiliate Commissions after the Termination Date even if a referred client ultimately signs up for the Program through Affiliate’s unique link.
  2.    COMPANY’S RIGHT TO DENY CLIENT.        Company reserves the unconditional right to accept or deny any potential client referred by Affiliate.
  3.    TAXES. Any Affiliate that receives an Affiliate Commission from Company shall be obligated to fill out a W9 (for those in the United States) or a W8BEN (for international affiliates). Company will send further details and paperwork once the Programs have completed.
  4.    NO REPRENSENTATIONS REGARDING INCOME POTENTIAL.       By entering into this Agreement, Company is not making any representation with regards to income potential as a result of Affiliate Commission.
  5.    NO EXCLUSIVITY.      This Agreement shall not be construed as a commitment by either Party to work exclusively with the other Party regarding referrals of potential new clients or any other business activities.
  6.    RELATIONSHIP OF THE PARTIES.      Nothing contained herein shall be interpreted as creating any relationship other than that of independent contracting parties.  The Affiliate has no power or authority to bind Company to any obligation, agreement, debt or liability. The Affiliate shall not hold itself out as an agent or representative of owner.
  7. MODIFICATION.       Company reserves the unconditional right to modify any terms and conditions of this Agreement upon written notice to the Affiliate.
  8. REPRESENTATIONS AND WARRANTIES.      Each Party represents and warrants that:
  1. it has the necessary requisite power and authority to enter into this Agreement, to carry out its obligations hereunder, and to grant the rights herein granted;
  2. it will conduct business in a manner that reflects favorably on the other Party and its products and services;
  3. it will make no false or misleading representations with respect to the other Party and its products and services; and
  4. it will make no representations, warranties, or guarantees with respect to the specifications, features, or capabilities of the other Party’s products and services that are inconsistent with the other Party’s business and services.
  1. CONFIDENTIALITY; INTELLECTUAL PROPERTY.       
  1. Confidentiality. This Agreement is made exclusively for Affiliate and Company. Affiliate shall not disclose the terms of this Agreement to any third party.  
  2. Intellectual Property. This Agreement is the sole ownership and proprietary work of Company.  Affiliate is not authorized to use this Agreement for its own use.
  1.  INDEMNIFICATION AND LIABILITY.  Affiliate agrees to indemnify and hold harmless Company from any and all claims, demands, losses, causes of action, damage, lawsuits, judgments, including attorneys’ fees and costs, arising out of, or relating to, Affiliate’s participation or action(s) under this Agreement. Affiliate agrees to defend against any and all claims, demands, causes of action, lawsuits, and/or judgments arising out of, or relating to, Affiliate’s participation under this Agreement, unless expressly stated otherwise by Company in writing.
  2.  DISPUTE RESOLUTION.          If a dispute is not resolved first by good-faith negotiation between the Parties to this Agreement, every controversy or dispute to this Agreement will be submitted to the American Arbitration Association.  The arbitration shall occur within ninety-(90)-days from the date of the initial arbitration demand and shall take place in [Medfield, Massachusetts]. The Parties shall cooperate in exchanging and expediting discovery as part of the arbitration process and shall cooperate with each other to ensure that the arbitration process is completed within the ninety-(90)-day period.  The written decision of the arbitrators (which will provide for the payment of costs, including attorneys’ fees) will be absolutely binding and conclusive and not subject to judicial review, and may be entered and enforced in any court of proper jurisdiction, either as a judgment of law or decree in equity, as circumstances may indicate.
  3.  WAIVER.         No failure or delay by Company to exercise any right or remedy provided under this Agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.
  4.  ASSIGNMENT.This Agreement may not be assigned by other Party.
  5.  FORCE MAJEURE.     In the event that any cause beyond the reasonable control of either Party, including without limitation acts of God, war, curtailment or interruption of transportation facilities, threats or acts of terrorism, State Department travel advisory, labor strike or civil disturbance, make it inadvisable, illegal, or impossible, either because of unreasonable increased costs or risk of injury, for either Party to perform its obligations under this Agreement, the affected Party’s performance shall be extended without liability for the period of delay or inability to perform due to such occurrence.
  6.  COUNTERPARTS.  This Agreement may be executed in one or more counterparts (including by means of facsimile or electronic mail via portable document format), each of which shall be deemed an original but all of which together will constitute one and the same instrument.
  7.  SEVERABILITY. Should any provision of this Agreement be or become invalid, illegal, or unenforceable under applicable law, the other provisions of this Agreement shall not be affected and shall remain in full force and effect.
  8.  GOVERNING LAW.   This Agreement shall be governed by and construed in accordance with the laws of the State of [Massachusetts], regardless of the conflict of laws principles thereof.
  9.  ENTIRE AGREEMENT; HEADINGS.  This Agreement constitutes the entire agreement between the Parties with respect to its relationship, and supersedes all prior oral or written agreements, understandings and representations to the extent that they relate in any way to the subject matter hereof. Neither course of performance, nor course of dealing, nor usage of trade, shall be used to qualify, explain, supplement or otherwise modify any of the provisions of this Agreement. The headings of sections in this Agreement are provided for convenience only and shall not affect its construction or interpretation.