BA&SH SAS AFFILIATE PROGRAM TERMS OF USEPROGRAM STRUCTURE & HIGHLIGHTS •6% commission on all orders•30 day tracking gap•Special custom commission for top tier influencers•Affiliate Program Exclusive Coupons/Deals•Responsive Affiliate Management•Monthly NewslettersENROLLMENTAfter receiving your application, we will review your website and notify you of your acceptance or rejection into our program. Please allow up 48 hours for your application to be reviewed. We reserve the right to reject any application, however we encourage you to contact us if you feel we have made an incorrect decision. YOUR WEBSITEProhibited Web Site Domain Keywords - ba&sh, ba-sh Prohibited Web Site URL Keywords - ba&sh, ba-sh1. AFFILIATE OBGLIGATIONS:Your website must be relevant to the ba&sh SAS brand and product. Should you be applying with a different site than what is listed as the main website on your account, please make note of this in your application to speed up the review process.We may cancel your application if we determine that your site is unsuitable for our Program, including if it: 1.1. Promotes sexually explicit materials 1.2. Promotes violence 1.3. Promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age1.4. Promotes illegal activities 1.5. Incorporates any materials which infringe or assist others to infringe on any copyright, trademark or other intellectual property rights or to violate the law 1.6. Includes "Merchant" or variations or misspellings thereof in its domain name 1.7. Is otherwise in any way unlawful, harmful, threatening, defamatory, obscene, harassing, or racially, ethnically or otherwise objectionable to us in our sole discretion. 1.8. Contains software downloads that potentially enable diversions of commission from other affiliates in our program. 1.9. You may not create or design your website or any other website that you operate, explicitly or implied in a manner which resembles our website nor design your website in a manner which leads customers to believe you are Merchant.com or any other affiliated business.1.10 ba&sh SAS reserves the right, at any time, to review your placement and approve the use of Your Links and require that you change the placement or use to comply with the guidelines provided to you.1.11 The maintenance and the updating of your site will be your responsibility. We may monitor your site as we feel necessary to make sure that it is up-to-date and to notify you of any changes that we feel should enhance your performance.1.12 It is entirely your responsibility to follow all applicable intellectual property and other laws that pertain to your site. You must have express permission to use any person's copyrighted material, whether it be a writing, an image, or any other copyrightable work. We will not be responsible (and you will be solely responsible) if you use another person's copyrighted material or other intellectual property in violation of the law or any third party rights.2. YOUR AFFILIATE LINKSYou agree to abide by the following rules for use of ba&sh SAS affiliate links:•ALLOWED: Posting your affiliate links on a website that you own and control.•ALLOWED: Posting your affiliate links on your personal social media pages.•ALLOWED: Sending your affiliate links through email to lists that are aware of your affiliate link usage.•NOT ALLOWED: Spamming anyone via email with your affiliate links. Receivers must opt in!•NOT ALLOWED: Posting your affiliate links on sites that you do not own and control.•NOT ALLOWED: Posting your affiliate links on ba&sh SAS social media pages.3. PPC/KEYWORD BIDDING3.1 You agree to abide by rules below for pay per click and keyword bidding. Should transactions come through that violate these rules, all related commission will be voided and the affiliate reported to the network.•NOT ALLOWED: Bidding on any protected and trademarked keywords (below).•NOT ALLOWED: Using our trademarked terms in sequence with any other keyword (i.e. ba&sh Coupon).•NOT ALLOWED: Using our trademarked terms in your ad title, ad copy, display name or as the display url.•NOT ALLOWED: Direct linking to our website from any pay per click ad or use of redirects that yield the same result. These must be directed to an actual page on your website. •NOT ALLOWED: Using or misrepresenting ba&sh SAS in any way with keywords. Anything that is a blatant work around or misspelling will not be accepted for credit. 3.2 Protected Keywords – (anything including but not limited to) ba&sh, ba-sh, ba&sh coupon, ba-sh coupon, ba&sh discount, ba-sh discount, ba-sh.com4. SOCIAL MEDIA4.1 You are allowed on to post your affiliate links on your own pages/channels.4.2 Ba&sh SAS Social Media Pages - It is strictly prohibited to use your referral links for the Ba&sh SAS Affiliate Program on Ba&sh SAS Social Media pages (our Facebook/Twitter/Instagram/Pinterest/WeChat, etc.) in an attempt to earn commission from others viewing our profiles. Transactions of this nature will be voided and the affiliate's status in the program, reviewed.5. COUPON GUIDELINES5.1 If you are enrolled in our program and your website promotes coupon codes, you must adhere to our Coupon Guidelines as follows: Publishers may be removed from the program by ba&sh SAS should they not fit the promotional strategy outlined by ba&sh SAS.•You may ONLY advertise coupon codes that are provided to you through the ba&sh SAS affiliate program. •Posting any information about how to work around the requirements of a coupon/promotion (ie first time customers only) will result in removal from the program. •Coupons must be displayed in their entirety with the full offer, valid expiration date and code. •NOT ALLOWED: Using any technology that covers up the coupon code and generates the affiliate click by revealing the code. •NOT ALLOWED: Advertising coupon codes obtained from our non-affiliate advertising, customer e-mails, or any other campaign. •NOT ALLOWED: Giving the appearance that any ongoing offer requires clicking from your website in order to redeem. For example, we offer free shipping site wide, you may not turn this into an "offer" that infers that the customer must click from your site to get "free shipping".•NO COMMISSION will be awarded for referrals using a coupon from a deal site such as ShopStyle, RetailMeNot, or any other deal site that ba&sh SAS runs a promotion on.6. ADDITIONAL PROMOTIONAL METHODS6.1 Incentivized Traffic - NOT ALLOWED6.2 Email - ALLOWED: Emails must be to your own email list and that list must be aware of your promotional methods/affiliate links.7. REVERSALS & COMMUNICATIONba&sh SAS reserves the right to reverse transactions due to cancellations, duplicate tracking, returns, disputed charges, and program violations as outlined in these terms and conditions.Should a reversal occur, a reason will be provided. If we seek clarity regarding the nature of a transaction, we expect that you respond to our inquiries in a timely manner. Should we make several attempts to contact you with no response, we then reserve the right to void the suspected transactions and remove you from the program or set your commission to 0% until a valid response is received. We WILL make several attempts to contact you for clarity about any transactions that look suspect or require more information. If you cannot substantiate or validate the source of your traffic to our program with clear and demonstrable proof or are found to be intentionally vague or lying, your commissions will be reversed.8. FTC DISCLOSURE REQUIREMENTS You must 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 a ba&sh SAS product for free for review, this also must be clearly stated in your disclosure.For more information about FTC disclosure requirements, please review the FTC's "Dot Com Disclosures" Guidelines at http://www.ftc.gov/os/2013/03/130312dotcomdisclosures.pdf ; and the FTC's Endorsement Guidelines athttp://business.ftc.gov/advertising-and-marketing/endorsements9. PROHIBITION AGAINST SOLICITATION FOR RESIDENT AFFILIATES IN SELECT STATESDue to local state tax laws, we unfortunately cannot accept affiliates residing in affiliate tax affected states.To see an updated list of nexus affected states, please reference the Internet Sales Tax Reform guide on the PMA website here: http://thepma.org/internet-sales-tax-reform/10. TERMINATIONEither you or we may end this Agreement AT ANY TIME, with or without cause, by giving the other party written notice. Written notice can be in the form of mail, email or fax. In addition, this Agreement will terminate immediately upon any breach of this Agreement by you.11. MODIFICATIONWe may modify any of the terms and conditions in this Agreement at any time at our sole discretion. In such event, you will be notified by email. Modifications may include, but are not limited to, changes in the payment procedures and Merchant.com's Affiliate Program rules. If any modification is unacceptable to you, your only option is to end this Agreement. Your continued participation in Merchant.com's Affiliate Program following the posting of the change notice or new Agreement on our site will indicate your agreement to the changes.12. PAYMENTba&sh uses a ShareASale.com to handle all of the tracking and payment. Kindly review the network’s payment terms and conditions.13. DISCLAIMERMERCHANT.COM MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING MERCHANT.COM SERVICE AND WEB SITE OR THE PRODUCTS OR SERVICES PROVIDED THEREIN, ANY IMPLIED WARRANTIES OF MERCHANT.COM 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.14. LIMITATIONS OF LIABILITYWE 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 MERCHANT.COM'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.15. INDEMNIFICATIONYou hereby agree to indemnify and hold harmless Merchant.com, 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.16. CONFIDENTIALITYAll 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.17. MISCELLANEOUS17.1. You agree that you are an independent contractor, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and Merchant.com. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on Your Site or any other of Your Site or otherwise, that reasonably would contradict anything in this Section.17.2. Neither party may assign its rights or obligations under this Agreement to any party, except to a party who obtains all or substantially all of the business or assets of a third party.17.3. This Agreement shall be governed by and interpreted in accordance with the laws of the State of New York without regard to the conflicts of laws and principles thereof.17.4. You may not amend or waive any provision of this Agreement unless in writing and signed by both parties.17.5. This Agreement represents the entire agreement between us and you, and shall supersede all prior agreements and communications of the parties, oral or written.17.6. The headings and titles contained in this Agreement are included for convenience only, and shall not limit or otherwise affect the terms of this Agreement.17.7. If any provision of this Agreement is held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of the parties is effectuated, and the remainder of this agreement shall have full force and effect.© 2018 ba&sh SAS.
