This Affiliate Program Agreement ("Agreement") is entered into by and between Spare Pair, LLC ("Company"), located at 70 James P Casey Road, Bristol, CT 06010, and the affiliate who accepts this Agreement by submitting the affiliate application form ("Affiliate"). The Affiliate and Company are individually referred to as a "Party" and collectively as the "Parties."
1. Enrollment in the Program
To begin the enrollment process, the Affiliate must submit a completed affiliate application. The Company reserves the right to reject any application if it determines, in its sole discretion, that the applicant is unsuitable for the program.
2. Affiliate Responsibilities
Affiliate agrees to:
2.1 Promote Spare Pair Underwear through designated affiliate links.
2.2 Use only the promotional materials provided or approved by the Company.
2.3 Abide by all applicable laws and regulations, including those governing false advertising, intellectual property rights, and data protection.
3. Compensation
3.1 For each sale made through the Affiliate's unique referral link, the Company agrees to pay a commission of 5% of the sale.
3.2 Commission payments will be made monthly, provided that the Affiliate’s balance exceeds $20.
3.3 Payments will be made via bank transfer to the account provided by the Affiliate.
4. Tracking and Reporting
The Company will track referrals through the unique affiliate link and make this data available to the Affiliate in an online account. This data will include sales, commissions earned, and other relevant information.
5. Promotional Guidelines
5.1 Affiliates may not use unethical marketing practices, including but not limited to spamming, false advertising, or misleading promotions.
5.2 Affiliates shall not engage in any activity that might confuse customers into believing they are dealing directly with the Company.
6. Intellectual Property
Affiliates are granted a limited, non-exclusive license to use the Company’s trademarks, logos, and other proprietary materials for the sole purpose of promoting the Company’s products/services. This license is revocable at any time.
7. Term and Termination
7.1 This Agreement will begin upon the Company's acceptance of the Affiliate's application and will continue until terminated by either Party.
7.2 Either Party may terminate this Agreement at any time, with or without cause, by giving written notice to the other Party.
7.3 Upon termination, the Affiliate must immediately stop using any promotional materials, including affiliate links, and remove all references to the Company from any platforms.
8. Confidentiality
Affiliate agrees not to disclose any confidential information about the Company, including but not limited to business practices, pricing, or affiliate commission structure.
9. Limitation of Liability
The Company will not be liable for any indirect, incidental, or consequential damages resulting from participation in the Affiliate Program.
10. Modifications to the Agreement
The Company reserves the right to modify the terms of this Agreement at any time. The Affiliate will be notified of any changes, and continued participation in the program following the notification will constitute acceptance of the modified terms.
11. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of [State], without regard to its conflict of law provisions.
12. Miscellaneous
12.1 This Agreement constitutes the entire understanding between the Parties and supersedes all prior agreements.
12.2 If any part of this Agreement is found to be unenforceable, the remainder will continue in full force and effect.
13. Pay-Per-Click (PPC) Advertising Restrictions
13.1 Prohibited PPC Bidding: Affiliates are strictly prohibited from engaging in Pay-Per-Click (PPC) advertising to promote the Company’s products or services. This includes, but is not limited to, bidding on any keywords or phrases that include the Company's brand name, trademarks, or any variations or misspellings thereof, through platforms such as Google Ads, Bing Ads, or any other search engine or paid search advertising system.
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed as of the date of Affiliate's acceptance by completing and submitting the application.
