Affiliate Program Agreement

This Affiliate Program Agreement ("Agreement") is entered into on [Date], ("Effective Date") by and between [Your Company Name], a corporation organized and existing under the laws of [Jurisdiction], with its principal place of business at [Your Company Address] ("Company"), and [Affiliate Name], a limited liability company organized and existing under the laws of [Jurisdiction], with its principal place of business at [Affiliate Address] ("Affiliate").

1. Definitions

Throughout this Agreement, the following terms shall have the meanings ascribed to them:

"Affiliate" refers to the party entering into this Agreement to promote the products or services of the Company.

"Company" refers to [Your Company Name], the entity offering products or services through its affiliate program.

"Customer" refers to any individual or entity that purchases products or services from the Company as a result of the Affiliate's marketing efforts.

"Commission" refers to the payment made by the Company to the Affiliate for successful referrals or sales generated through the Affiliate's marketing efforts.

"Intellectual Property" refers to all patents, trademarks, copyrights, trade secrets, and other intellectual property rights owned or licensed by the Company.

2. Appointment

2.1 Appointment of Affiliate

The Company hereby appoints the Affiliate as a non-exclusive independent contractor to promote and market the Company's products or services under the terms and conditions of this Agreement.

2.2 Rights and Responsibilities of Affiliate

The Affiliate shall have the following rights and responsibilities:

• Promote the Company's products or services using ethical and legal means.

• Comply with all applicable laws and regulations governing advertising and marketing activities.

• Use only authorized marketing materials provided by the Company.

• Refrain from engaging in any deceptive, misleading, or unethical marketing practices.

3. Obligations

3.1 Obligations of the Parties

Both parties shall:

• Perform their respective obligations under this Agreement in a timely and professional manner.

• Comply with all applicable laws and regulations.

• Maintain the confidentiality of any proprietary or confidential information shared during the term of this Agreement.

3.2 Compliance with Laws

The Affiliate shall comply with all applicable laws, regulations, and industry standards governing their activities under this Agreement, including but not limited to, laws relating to advertising, privacy, and consumer protection.

4. Commission Structure

4.1 Commission Rates

The Company shall pay the Affiliate a commission for each qualified referral or sale generated through the Affiliate's marketing efforts. The commission rate shall be 10% of the net revenue received by the Company from each qualified referral or sale.

4.2 Payment Terms

Commission payments shall be made every month, within 30 days following the end of each month, provided that the minimum payment threshold of $100 has been reached.

4.3 Method of Payment

Commission payments shall be made via PayPal, to the Affiliate's designated account or address provided in writing to the Company.

5. Intellectual Property

5.1 License Grant

Subject to the terms and conditions of this Agreement, the Company grants the Affiliate a non-exclusive, non-transferable license to use the Company's trademarks, logos, and other intellectual property solely to promote the Company's products or services under this Agreement.

5.2 Use of Trademarks and Logos

The Affiliate shall use the Company's trademarks and logos only under the Company's branding guidelines and with the prior written approval of the Company.

6. Termination

6.1 Termination by Either Party

Either party may terminate this Agreement upon 30 days' written notice to the other party for any reason or no reason at all.

6.2 Effects of Termination

Upon termination of this Agreement, the Affiliate shall immediately cease all marketing activities on behalf of the Company and return or destroy any confidential information or materials provided by the Company.

7. Confidentiality

7.1 Confidential Information

During the term of this Agreement, each party may have access to certain confidential and proprietary information of the other party. Confidential information may include, but is not limited to, trade secrets, customer lists, pricing information, and marketing strategies.

7.2 Non-disclosure Obligations

Each party agrees to maintain the confidentiality of the other party's confidential information and not to disclose or use such information for any purpose other than as necessary to fulfill its obligations under this Agreement.

8. Representations and Warranties

8.1 Representations of the Parties

Each party represents and warrants that:

• It has the full right, power, and authority to enter into and perform its obligations under this Agreement.

• It will comply with all applicable laws and regulations in the performance of its obligations under this Agreement.

9. Limitation of Liability

Neither party shall be liable to the other for any indirect, incidental, consequential, punitive, or special damages arising out of or in connection with this Agreement, even if advised of the possibility of such damages.

10. Indemnification

Each party agrees to indemnify, defend, and hold harmless the other party and its affiliates, officers, directors, employees, agents, and representatives from and against any claims, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with any breach of this Agreement.

11. Governing Law and Dispute Resolution

11.1 Governing Law

This Agreement shall be governed by and construed under the laws of [Jurisdiction], without regard to its conflicts of law principles.

11.2 Dispute Resolution

Any dispute arising out of or in connection with this Agreement shall be resolved through arbitration administered by [Arbitration Institution] under its rules and procedures.

12. Miscellaneous

12.1 Entire Agreement

This Agreement constitutes the entire agreement between the parties for the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether written or oral.

12.2 Amendments

This Agreement may not be amended or modified except by a written instrument signed by both parties.

12.3 Severability

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue to be valid and enforceable to the fullest extent permitted by law.

12.4 Notices

Any notice required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given (i) upon delivery if delivered in person, (ii) upon receipt if sent by certified or registered mail, return receipt requested, or (iii) upon transmission if sent by email.

13. Signatures

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the Effective Date first above written.

[Your Name]

[DATE SIGNED]

[Affiliate Name]

[DATE SIGNED]

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