CBDPure Affiliate Agreement
PLEASE READ THE ENTIRE AGREEMENT.
YOU MAY PRINT THIS PAGE FOR YOUR RECORDS.
THIS IS A LEGAL AGREEMENT BETWEEN YOU AND WHOLE LEAF HEALTH, LLC (DBA CBDPURE, CBDPET, SWIFTCBD, CBDPURE.COM, GETCBDPET.COM, SWIFTCBD.COM).
Please read the terms and conditions of this affiliate program agreement carefully before you join our program or begin marketing our program. These terms and conditions are written in plain language intentionally avoiding legalese to ensure that they may be clearly understood and followed by affiliates. Each Affiliate is responsible for assuring that its employees, agents and contractors comply with this agreement.
BY SUBMITTING THE ONLINE APPLICATION TO JOIN OUR AFFILIATE PROGRAM, YOU ARE AGREEING THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THAT YOU AGREE TO BE LEGALLY RESPONSIBLE FOR EACH AND EVERY TERM AND CONDITION.
As used in these terms and conditions: (i) “We”, “us”, or “our” refers to Whole Leaf Health, LLC and our websites; (ii) “you” or “your” refers to the Affiliate; (iii) “our websites” refers to the following Whole Leaf Health, LLC websites located at www.cbdpure.com, www.getcbdpet.com, www.swiftcbd.com; (iv) “your website” refers to any websites that you will link to our website; (v) “Program” refers to the CBDPure Affiliate Program.
To begin the enrollment process, you will complete and submit the online application. After receiving your application, we will review your website and notify you of your acceptance or rejection into our Program. Please allow up to 48 hours for your application to be reviewed. In the event that we auto-approve applications, we reserve the right to re-evaluate your application at a later time.
We reserve the right to reject any application for any reason, however we encourage you to contact us if you feel we have made an incorrect decision. Including all of the websites that you use in your profile will help us make a better decision.
Your participating website(s) may not:
LINKING TO OUR WEBSITE
Upon acceptance into the Program, links will be made available to you through the interface. You will be able to browse and get tracking codes, download HTML code that provides links to pages within our website, download banner creatives, download product images and request personalized tracking coupons.
Your acceptance in our program means you agree to and abide by the following.
The following PPC practices are strictly prohibited, UNLESS YOU ARE GIVEN WRITTEN PERMISSION FROM US FIRST.
The following list of trademarked terms should not be treated as an exhaustive list (but as a list of some of the prohibited terms):
CBDPure Hemp Oil 300, CBDPure Hemp Oil 600, CBDPure Hemp Oil 1000, CBDPure Muscle & Joint, CBDPure CBD Softgels 750, CBDPure CBDPet, SWIFT CBD or any other products listed at www.cbdpure.com, www.getcbdpet.com and www.swiftcbd.com.
If you are enrolled in our Program and your Website promotes coupon codes, you must adhere to our Coupon Guidelines as follows:
COUPON ATTRIBUTION & AUTHENTICATION
Affiliates whose primary business is posting coupons, who are viewed by the program as being a coupon site, and/or who are tagged as a coupon affiliate in our system, may not be paid commissions for sales generated without a corresponding valid coupon code. Valid codes are defined as codes that are made available to the affiliate channel in general, through newsletters or the respective section in your affiliate interface, and directly or privately to affiliates. Coupon codes that are not real, expired, not specific (i.e. 'up to 40% off sale items') or are long-term, sitewide offers that do not require a code may not be considered valid codes and the affiliate will not be given commission on these orders.
Promoting us through a sub-affiliate network is strictly prohibited, UNLESS YOU ARE GIVEN WRITTEN PERMISSION FROM US FIRST.
You must be completely transparent with regards to where traffic from your sub-affiliates originated. Sub-affiliate networks must ensure that all sub-affiliates promoting the Program adhere to our terms and conditions. This includes restrictions on advertising through toolbars, browser extensions, and through any paid placements such as pay-per-click campaigns. Sub-affiliate networks must also receive approval prior to allowing any type of coupon sub-affiliate to promote the Program. Failure to comply with our sub-affiliate network terms may result in a loss and/or reduction of commission from sales made through any sub-affiliate that does not comply with our terms.
ADVERTISING & PUBLICITY
You shall not create, publish, distribute, or print any written material that makes reference to our Program without first submitting that material to us and receiving our prior written consent.
If you intend to promote our Program via email campaigns, you must adhere to the following:
Promotion on Facebook, Twitter, Instagram, YouTube and other social media platforms is permitted following these general guidelines:
FTC DISCLOSURE REQUIREMENTS
You shall include a disclosure statement within any and all pages, blog/posts, or social media posts where affiliate links for our affiliate program are posted as an endorsement or review, and where it is not clear that the link is a paid advertisement. This disclosure statement should be clear and concise, stating that we are compensating you for your review or endorsement. If you received the product for free from us or from the affiliate management team for review, this also must be clearly stated in your disclosure.
* Disclosures must be made as close as possible to the claims.
* Disclosures should be placed above the fold; scrolling should not be necessary to find the disclosure. (e.g. Disclosure should be visible before the jump).
* Pop-up disclosures are prohibited.
For more information about FTC disclosure requirements, please review the FTC's "Dot Com Disclosures" Guidelines at http://www.ftc.gov/os/2013/03/... ; and the FTC's Endorsement Guidelines at http://business.ftc.gov/advertising-and-marketing/endorsements
You are required to comply with FDA guidance for structure/function and disease claims in association with the promotion of dietary supplements. If you are found to be making disease claims or unsubstantiated structure/function claims while promoting our products, your account may be canceled or suspended until the claims are removed or brought into compliance.
For additional information, please review the following link: https://www.fda.gov/food/food-labeling-nutrition/structurefunction-claims.
Customers who buy products through this Program are our customers. All of our standard policies and operating procedures will apply to these customers. We may change our policies and operating procedures at any time. Product prices and availability may vary from time to time.
In exchange for your display of the Promotional Materials, and for your compliance with the terms and conditions of this Agreement, we will pay the Affiliate a commission (the “Commission”) in the amount of a percentage of product sold to a user that accesses Company’s website through a link on Affiliate’s website.
We currently offer the following commission rates:
40% Commission: This is the Program default commission rate.
50% Commission: This commission rate is available by request to high-volume affiliates. We define a ‘high-volume’ affiliate as an affiliate that can generate on average 150 transactions per month.
25% Lifetime Commission: This commission rate is available by request. Commissions will be payable on all transactions, including transactions that result from repeat purchases, enrollment in the Insider Program (recurring shipments), email campaigns, etc.
These percentages are subject to change by the Company at any time. Notification to Affiliate of any change in commission percentage will be given by Company at the email address on hand for the Affiliate. Commission will be based on purchases made by a user.
Company shall keep accurate and up-to-date records of the data used to determine the total amount of Commissions owed to Affiliate. Affiliate shall be given reasonable access to these records upon request, and is available through the affiliate area on the member page at https://secure.cbdpure.com/affiliate/affiliateLoginLoad.do?merchantId=NTP Any discrepancy between the amount of Commissions owed according to these records, and the actual amount of Commissions paid to Affiliate in any period or periods shall be rectified by Company within 14 days of discovering such discrepancy.
Commissions are held for a period of 7 days from the end of the pay period to protect the Company in the event of any fraud that may occur. The payment period ends on the last day of the month.
If on any Commission Payment Date, the amount of total Commissions accrued and payable to Affiliate is less than $50.00, then such accrued and payable balance shall be held over to the following month, and paid together with the Commissions due for that month.
In the event that Affiliate materially breaches this Agreement and Company terminates this Agreement within 30 days of such breach, then any accrued and payable Commissions owing to Affiliate shall be forfeited, and Company shall not be obligated to pay such Commissions to Affiliate.
PAYMENTS TO AFFILIATES
Commission payments will be made by company check, wire transfer or Payoneer. All payments will be made in U.S. Dollar only.
Checks: Commission checks will be made payable to the person or company name designated on the affiliates application. Commission checks will be mailed to the address listed in the “Account” section of your affiliate dashboard. It is your responsibility to provide an accurate mailing address and that you keep that address up-to-date.
Lost or unclaimed checks will be forfeited after 180 days from the issuance date.
Wire Transfers: We offer free wire transfers to U.S based bank accounts, subject to a minimum payout of $500. We also offer free wire transfers for non-U.S. bank accounts, subject to a minimum payout of $1000.
Payoneer: We offer free Payoneer payments, subject to a minimum payout of $50.
We take pride in not reversing customer orders and chargebacks that occur in the ordinary course of business. However, we reserve the right to reverse orders due to order cancellations, duplicate orders, undeliverable addresses, chargebacks related to fraud, and program violations as outlined in these terms and conditions.
From time-to-time, we may ask you for clarification or more information on any orders or clicks that we suspect may be in violation of our terms and conditions, we expect that you will respond in a timely and honest manner. Below are violations of our communications policy.
ACCESS TO AFFILIATE ACCOUNT INTERFACE
You will create a password so that you may enter your secure affiliate account interface. From their site you will be able to receive your reports that will describe our calculation of the commissions due to you.
OPERATIONS OUTSIDE UNITED STATES
If you are conducting business in or taking orders from persons in other countries, you will follow the laws of those countries. For example, you will comply with the European Union's Privacy and Electronic Communications Directive, as well as the General Data Protection Regulation (GDPR), if you are conducting business in or taking orders from persons in one or more of the European Union countries.
WHOLE LEAF HEALTH, LLC RIGHTS AND OBLIGATIONS
We have the right to monitor your site at any time to determine if you are following the terms and conditions of this Agreement. We may notify you of any changes to your site that we feel should be made, or to make sure that your links to our web site are appropriate and to notify further you of any changes that we feel should be made. If you do not make the changes to your site that we feel are necessary, we reserve the right to terminate your participation in the Program.
We reserve the right to terminate this Agreement and your participation in the Program immediately and without notice to you should you commit fraud in your use of the Program or should you abuse this program in any way. If such fraud or abuse is detected, we shall not be liable to you for any commissions for such fraudulent sales.
This Agreement will begin upon our acceptance of your Affiliate application, and will continue unless terminated hereunder.
We may modify any of the terms and conditions in this Agreement at any time at our sole discretion. In such an event, you will be required to accept the new terms before you log into your affiliate account following the update. Modifications may include, but are not limited to, changes in the payment procedures and the Program rules. If any modification is unacceptable to you, your only option is to end this Agreement. Your continued participation in the Program following the posting of the change notice or new Agreement on our site will indicate your agreement to the changes.
GRANT OF LICENSES
REPRESENTATIONS AND WARRANTIES
You represent and warrant that:
WHOLE LEAF HEALTH, LLC MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING OUR PROGRAM, SERVICE AND WEB SITE OR THE PRODUCTS OR SERVICES PROVIDED THEREIN, ANY IMPLIED WARRANTIES OF OUR ABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED AND EXCLUDED. IN ADDITION, WE MAKE NO REPRESENTATION THAT THE OPERATION OF OUR SITE WILL BE UNINTERRUPTED OR ERROR FREE, AND WE WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
LIMITATIONS OF LIABILITY
WE WILL NOT BE LIABLE TO YOU WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE OR GOODWILL OR ANTICIPATED PROFITS OR LOST BUSINESS), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, IN NO EVENT SHALL WHOLE LEAF HEALTH, LLC’S CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL COMMISSION FEES PAID TO YOU UNDER THIS AGREEMENT.
You hereby agree to indemnify and hold harmless Whole Leaf Health, LLC, and its subsidiaries and affiliates, and their directors, officers, employees, agents, shareholders, partners, members, and other owners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys' fees) (any or all of the foregoing hereinafter referred to as "Losses") insofar as such Losses (or actions in respect thereof) arise out of or are based on (i) any claim that our use of the affiliate trademarks infringes on any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of any third party, (ii) any misrepresentation of a representation or warranty or breach of a covenant and agreement made by you herein, or (iii) any claim related to your site, including, without limitation, content therein not attributable to us.
All confidential information, including, but not limited to, any business, technical, financial, and customer information, disclosed by one party to the other during negotiation or the effective term of this Agreement which is marked "Confidential," will remain the sole property of the disclosing party, and each party will keep in confidence and not use or disclose such proprietary information of the other party without express written permission of the disclosing party.
Company shall not be responsible for any taxes owed by Affiliate arising out of Affiliate’s relationship with Company as set forth in this Agreement. Company shall not withhold any taxes from the Commissions paid to Affiliate.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO ALL ITS TERMS AND CONDITIONS. YOU UNDERSTAND THAT WE MAY AT ANY TIME ADMIT OTHERS INTO THE PROGRAM ON TERMS THAT MAY DIFFER FROM THOSE CONTAINED IN THIS AGREEMENT. YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THE PROGRAM AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS SET FORTH IN THIS AGREEMENT.
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