Sympl Affiliate Program Agreement:
** Please note that our affiliate program is currently on a temporary pause as we undergo internal restructuring. During this time, commissions will not be tracked or paid out. We appreciate your understanding and will notify all affiliates once the program is reactivated. Thank you for your continued support and partnership. **
1. ENROLLMENT
To enroll in the Sympl Affiliate Program, you must first register as an affiliate through Shareasale.com, Inc. ("Shareasale.com") and agree to their Affiliate Service Agreement (the "Shareasale.com Agreement"), which is incorporated by reference into this agreement.
You may apply to join the Sympl Affiliate Program by submitting all required information via Shareasale.com and agreeing to the terms outlined in this Agreement. Once your application is received, we will review your website and notify you of acceptance or rejection. Acceptance into the program is at our sole discretion. However, if you believe there has been an error, please reach out to us for reconsideration. Be sure to include all your websites in your profile to assist us in making an informed decision. If accepted, you will be eligible for affiliate commissions and discounts as long as this Agreement remains active.
2. WEBSITE RESTRICTIONS
Your participating website(s) ("Your Website") must not:
a) Infringe on our or any third party’s intellectual property, publicity, privacy, or other rights.
b) Violate any applicable laws, rules, or regulations.
c) Contain content that is threatening, harassing, defamatory, obscene, harmful to minors, or that includes nudity, pornography, or sexually explicit materials.
d) Contain viruses, Trojan horses, worms, time bombs, cancelbots, or other harmful programming routines intended to damage or interfere with any system, data, or personal information.
e) Utilize software or technology that attempts to intercept, divert, or redirect internet traffic to or from any other website or that enables the diversion of affiliate commissions from another website.
f) Mislead customers about the products or services available on Your Website or on the Sympl website, located at www.symplofficial.com (the "Sympl Site").
3. LINKING TO OUR WEBSITE
Upon acceptance into the Sympl Affiliate Program, links will be provided to you through the Shareasale.com affiliate platform. By participating in our program, you agree to the following terms:
a) You will only use linking code obtained directly from the Shareasale.com affiliate website without any modification.
b) All domains that use your affiliate link must be listed in your affiliate profile on the Shareasale.com affiliate website.
c) Affiliates are prohibited from advertising our products on websites they do not own, such as Google Product Search, Amazon, eBay, or any comparison shopping engines like Shopzilla or Pricegrabber.
d) Your Website must not copy, resemble, or mirror the look and feel of the Sympl Site. Additionally, you must not create any impression that Your Website is part of the Sympl Site, including framing the Sympl Site in any manner.
e) You may not engage in cookie stuffing or include pop-ups, false or misleading links on Your Website. Whenever possible, you should not attempt to obscure the referring URL information (i.e., the page from which the click originates).
f) You may not use redirects to make it appear that a click originated from a different domain than it actually did.
g) You may not create any links that lead customers to a destination site that is not clearly suggested by the content of the starting site.
h) You may not create affiliate tracking links that also contain tracking links for other referral programs ("Other Referral Programs"). Affiliates may participate in either the Sympl Affiliate Program or Other Referral Programs, but individual links must be specific and exclusive to one program. By participating in this Program, you agree not to claim commission or credit from both the Sympl Affiliate Program and Other Referral Programs for the same user.
i) You may not use your affiliate links to claim commissions for your own purchases on Symplofficial.com.
4. PAY-PER-CLICK ("PPC") GUIDELINES
a) You may not bid on any of our Trademarks, as defined in Section 5, including any variations or misspellings, for search or content-based campaigns on Google, MSN, Yahoo, or any other network.
b) You may not use our Trademarks in sequence with any other keyword.
c) You may not use our Trademarks in your ad title, ad copy, display name, or as the display URL.
d) You may not direct link to the Sympl Site from any PPC ad or use redirects that yield the same result. Affiliates must be directed to an actual page on Your Website.
e) You may not bid in any manner that positions your ad higher than Sympl’s for any search term in positions 1-5 in any auction-style PPC advertising program.
If you automate your PPC campaigns, it is your responsibility to exclude our Trademarks from your PPC advertising program, and we strongly recommend adding our Trademarks as negative keywords. We maintain a strict no-tolerance policy on PPC trademark bidding. Violations of this policy may result in immediate termination from the Sympl Affiliate Program.
5. TRADEMARKS
Upon acceptance into the Program, Sympl grants you a limited, non-exclusive, revocable, royalty-free right to use the Trademarks of Sympl during the term of this Agreement solely in connection with your participation in the Program. You agree not to:
a) Use the Trademarks in any way that suggests a sponsorship or other connection between Sympl and you, other than your participation in the Program.
b) Harm or adversely affect the Trademarks or the goodwill associated with them.
All promotional messaging and materials containing Sympl’s Trademarks must be approved by Sympl in writing prior to use. Except for the limited license provided in this Agreement, Sympl reserves all rights to its Trademarks and the associated goodwill. All use of the Trademarks by you will benefit Sympl. You do not acquire any rights or licenses in the Trademarks except as expressly provided in this Agreement. Your right to use the Trademarks will terminate immediately if you violate any terms of this Agreement. "Trademarks" refers to "Sympl," Sympl logos, and any other names, logos, trade names, trademarks, service marks, trade dress, design marks, brands, and other product identifiers that Sympl may notify you of as Trademarks within the meaning of this Agreement.
6. COUPON GUIDELINES
If you are enrolled in our Program and Your Website promotes coupon codes, you must adhere to the following Coupon Guidelines:
a) You may ONLY advertise coupon codes that are provided to you through the Sympl Affiliate Program or displayed on the Sympl Site. Posting information about circumventing coupon/promotion requirements (e.g., first-time customers only) will result in your removal from the Program. Coupons must be displayed in full with the complete offer, valid expiration date, and code.
b) You may NOT use any technology that obscures the coupon code and generates an affiliate click by revealing the code(s).
c) You may NOT advertise coupon codes obtained from non-affiliate advertising, customer emails, paid search, or any other advertising campaign.
d) You may NOT create the impression that any ongoing offer requires clicking from Your Website to redeem. For example, if all items on the Sympl Site have free shipping over $100, you may not present this as an offer that requires a click from Your Website to obtain.
Additionally, if (a) Your Website ranks on the first page of Google ad results for terms related to Sympl combined with words like coupon, coupons, coupon code, promo code, or similar terms, and (b) your conversion rate exceeds 25%, you will be entitled to a lower commission than our standard rate to offset the reduced profitability of orders. The current reduced commission rate is 2%.
7. DOMAIN NAMES
Use of any of Sympl’s Trademarks as part of the domain or sub-domain (e.g., sympl.website.com or www.sympl-coupons.com) for Your Website is strictly prohibited.
8. ADVERTISING & PUBLICITY
Upon acceptance into the Program, Sympl grants you a non-exclusive, non-transferable license (the "License") to use certain banner advertisements, button links, text links, and/or other graphic or textual material (the "Promotional Materials") for display and use on Your Website. The License term expires upon the termination of this Agreement. You may not subcontract, assign, resell, lease, or sublicense any part of your participation in the Program or run a sub-affiliate program. Sympl may make Promotional Materials available to you for display and use on Your Website, provided that you adhere to the following requirements:
a) You may only use the Promotional Materials to promote the Sympl Site (and the products available thereon) and for linking to the Sympl Site.
b) You shall use only links to the Sympl Site that are provided to you by Sympl.
c) You shall not alter, add to, subtract from, or otherwise modify the Promotional Materials as prepared by Sympl without consent.
9. REVERSAL & COMMUNICATION POLICY
Sympl takes pride in maintaining a low reversal rate, attributed to open communication with our affiliates. However, we reserve the right to reverse orders due to cancellations, duplicate tracking, returns, disputed charges, and Program violations as outlined in this Agreement. Additionally, if we request clarification or more information on any orders or clicks that may violate this Agreement, we expect a timely and honest response. Below are violations of our communication policy:
a) You are not forthcoming, intentionally vague, or are found to be dishonest.
b) You do not respond within a reasonable time period and after multiple attempts to contact with information listed in your network profile.
c) You cannot substantiate or validate the source of your traffic to our Program with clear and demonstrable proof.
If any of the above applies, then we reserve the right to reverse orders, set your commission to 0% or suspend you from the Program for the period or orders in question. We know that many violations are a result of automated processes; however it is incumbent upon you to ensure that you have the appropriate checks and balances in place to pro-actively address these issues and adhere to our Program.
10. INTELLECTUAL PROPERTY
Sympl retains all rights, titles, ownership, and interests in the Promotional Materials and Trademarks, including any and all copyright, trademark, and other intellectual property rights. Nothing in this Agreement grants you any rights, titles, or ownership in the Promotional Materials or the underlying intellectual property, other than the right to use the Promotional Materials in accordance with the License outlined in Section 8.
11. RELATIONSHIP OF PARTIES
This Agreement does not create any employment relationship, agency relationship, or partnership between Sympl and you. You will provide services for Sympl as an independent contractor. You have no authority to bind Sympl to any agreement, nor will you be considered an agent of Sympl in any capacity.
12. AFFILIATE COMMISSIONS
Upon acceptance into the Program, you will be eligible to earn an affiliate commission (the "Commission") for the successful completion of Eligible Purchases. An "Eligible Purchase" is defined as a purchase made by a customer (not you) who clicks through the link provided by Sympl to you and completes a purchase for which Sympl receives and retains payment. To qualify as an Eligible Purchase, the sale must be completed by a customer physically located in the United States. The current Commission rates are specified in your Shareasale.com affiliate program listed on the Shareasale.com affiliate website. Sympl reserves the right to modify the Commission rate at its discretion. Sympl is responsible for authorizing Commission payments, and Shareasale.com is solely responsible for fulfilling and transferring all Commission payments according to the Shareasale.com Agreement. Sympl may withhold, deduct, or set off from any payments due to you any sums owed by you to Sympl, whether related to this Agreement or otherwise.
13. DISCLAIMER
YOU ACKNOWLEDGE THAT YOU HAVE NOT RELIED ON ANY WARRANTIES RELATED TO THE PROGRAM OTHER THAN THE EXPRESS STATEMENTS IN THIS AGREEMENT. UNDER NO CIRCUMSTANCES SHALL SYMPL BE LIABLE TO YOU UNDER THESE TERMS, UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY, OR OTHER LEGAL OR EQUITABLE THEORY, FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES RELATED TO THE PROGRAM (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE, GOODWILL, OR PROFITS, OR LOST BUSINESS, INCLUDING COSTS ASSOCIATED WITH THE PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL SYMPL'S LIABILITY TO YOU OR ANY THIRD PARTY ARISING OUT OF OR RELATED TO THE PROGRAM OR 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. SYMPL DOES NOT WARRANT OR GUARANTEE ANY RESULTS OF PARTICIPATION IN THE PROGRAM. ALL PRODUCTS, PROGRAMS, AND PROMOTIONAL MATERIALS HEREUNDER ARE PROVIDED "AS IS" WITHOUT ANY WARRANTY WHATSOEVER. YOU RECOGNIZE THAT THESE DISCLAIMERS ARE AN IMPORTANT PART OF THE BASIS OF THIS AGREEMENT, WITHOUT WHICH SYMPL WOULD NOT HAVE ENTERED INTO THIS AGREEMENT. SYMPL DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY (TO THE EXTENT PERMITTED BY LAW), REGARDING THE PRODUCTS, PROGRAMS, AND PROMOTIONAL MATERIALS, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. NO REPRESENTATION OR OTHER AFFIRMATION OF FACT, INCLUDING, WITHOUT LIMITATION, STATEMENTS REGARDING CAPACITY, SUITABILITY FOR USE, OR PERFORMANCE OF THE PRODUCTS, PROGRAMS, AND PROMOTIONAL MATERIALS SHALL BE DEEMED A WARRANTY FOR ANY PURPOSE OR GIVE RISE TO ANY LIABILITY OF SYMPL WHATSOEVER.
14. INDEMNIFICATION
YOU AGREE TO INDEMNIFY AND HOLD HARMLESS SYMPL FROM ANY CLAIM, DAMAGE, LAWSUIT, ACTION, COMPLAINT, OR OTHER COSTS ARISING OUT OF ANY WRONGFUL ACT RELATED IN ANY WAY TO YOUR PARTICIPATION IN THE PROGRAM OR YOUR BREACH OF THIS AGREEMENT. YOU ALSO AGREE TO INDEMNIFY AND HOLD HARMLESS SYMPL FROM ANY DAMAGE, LOSS, OR OTHER COSTS ARISING OUT OF THE USE OR MISUSE BY YOU OF THE TRADEMARKS OR PROMOTIONAL MATERIALS.
15. CONFIDENTIALITY
Any information you are exposed to through your participation in the Program, which is not available to the general public, shall be considered "Confidential Information." You may not disclose any Confidential Information to any person or entity, except where compelled by law, unless you obtain prior written consent for such disclosure from Sympl. You may not use any Confidential Information except to the extent necessary to fulfill the purposes of this Agreement.
16. TERMINATION
Your participation in the Program begins upon your acceptance as an affiliate by Sympl and ends when terminated by either party. Either party may terminate the agreement at any time, with or without cause. Upon termination, all licenses granted to you under the Program shall cease, and you must use your best efforts to immediately remove all codes, links, and references to Sympl on Your Website. Additionally, you must cease any use of Promotional Materials, Trademarks, or any other trade or service marks, trade names, or any other items received through or used in connection with the Program. Subject to Section 13, upon the termination of your participation in the Program for any reason, you will only be entitled to receive Commissions on Eligible Purchases that occurred prior to such termination. Sympl reserves the right to terminate the Program at any time with notice to you.
17. COMPLIANCE WITH LAWS
In connection with your participation in this Program, you agree to comply with all applicable laws, rules, and regulations, including but not limited to the following governing marketing and promotions:
a) The CAN-SPAM Act of 2003
b) Section 5 of the FTC Act
c) The FTC's disclosure rules regarding endorsements
To comply with the FTC's disclosure rules regarding endorsements, you shall include a clear and concise disclosure statement within any and all pages/posts where affiliate links for the 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 clearly state that you are being compensated for your review or endorsement. If you received the product for free from us or our designated affiliate management team for review, this must also be clearly stated in your disclosure.
18. MODIFICATION
We may modify these terms and conditions at any time, at our sole discretion. If you disagree with any modification, your only recourse is to terminate this Agreement. Your continued participation in the Program following a posted modification constitutes binding acceptance of the modified terms.
19. GOVERNING LAW; JURISDICTION
This Agreement is governed by the laws of the State of California, without regard to its choice of law principles. You hereby irrevocably consent to the jurisdiction of the state and federal courts located in Orange County, California, concerning any proceeding regarding this Agreement. You will not prosecute any action, suit, proceeding, or claim arising under or by reason of this Agreement except in such courts.
20. SOCIAL MEDIA
Promotion on Facebook, Twitter, and other social media platforms is permitted following these general guidelines:
a) You ARE allowed to promote offers to your own lists; specifically, you may use your affiliate links on your own Facebook, Twitter, etc., pages. For example: You may post, “25% off sale at Sympl through Wednesday with code SYMPL25.”
b) You are PROHIBITED from posting your affiliate links on Sympl’s Facebook, Twitter, Pinterest, etc., company pages to turn those links into affiliate sales.
21. OPERATIONS OUTSIDE THE UNITED STATES
If you conduct business in or take orders from persons in other countries, you will comply with the laws of those countries. For example, if you conduct business in or take orders from persons in one or more European Union countries, you will adhere to the European Union’s Privacy and Electronic Communications Directive.
22. FTC DISCLOSURE REQUIREMENTS
You must include a disclosure statement within any and all pages/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.
23. GENERAL
a) Severability: If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable, the remainder of this Agreement will remain in full force and effect.
b) Assignment: You may not assign this Agreement or any of its rights under this Agreement without the prior written consent of Sympl, and any attempted assignment without such consent shall be void. Subject to the foregoing restriction, this Agreement will be fully binding upon, inure to the benefit of, and be enforceable by us and our respective successors and assigns.
c) Non-waiver: Any failure by Sympl to insist upon or enforce your performance of any of the provisions of this Agreement or to exercise any rights or remedies under this Agreement or otherwise by law will not be construed as a waiver of any right to assert or rely upon the provision, right, or remedy in that or any other instance; rather, the provision, right, or remedy will be and remain in full force and effect.
