Affiliate Marketing Agreement
This Affiliate Marketing Agreement ("Agreement") is entered into as of [Date], by and between: Simple Solutions Inc., dba Underworks 7051 SW 47th Street Miami, Florida 33155 USA and
[Affiliate Name]
[Affiliate Address]
[City, State, Zip Code][Country]
("Affiliate")(collectively referred to as "Parties" or individually as a "Party").
1. Definitions
1.1 "Affiliate" refers to any individual or entity that participates in the Company's affiliate marketing program as outlined in this Agreement.
1.2 "Company" refers to Underworks, the business offering products/services for promotion through the affiliate marketing program.
1.3 "Affiliate Marketing Program" refers to the program through which Affiliates promote the Company's products in exchange for commissions.
2. Appointment
2.1 Appointment as Affiliate: The Company appoints the Affiliate to participate in its affiliate marketing program. The Affiliate accepts this appointment and agrees to comply with the terms and conditions set forth in this Agreement.
3. Affiliate Responsibilities
3.1 Promotion: The Affiliate shall use best efforts to promote and market the Company's products in a truthful and ethical manner.
3.2 Compliance: The Affiliate shall comply with all applicable laws, regulations, and guidelines related to advertising, marketing, and consumer protection.
3.3 Marketing Materials: The Company may provide the Affiliate with marketing materials such as banners, text links, and promotional content ("Marketing Materials"). The Affiliate may use these Marketing Materials solely for the purpose of promoting the Company's products/services in accordance with this Agreement.
3.4 Prohibited Activities: The Affiliate shall not engage in any activities that may harm the reputation or goodwill of the Company. Prohibited activities include but are not limited to: misleading advertising, spamming, trademark infringement, and unlawful conduct.
4. Commission and Payment
4.1 Commission Structure: The Company shall pay the Affiliate commissions based on qualifying sales generated through the Affiliate's promotional efforts effecting a clickthrough to the Underworks site and completion of a sale. The commission rates and payment terms are as follows:•Commission Rate: 5% on unique account. Payment Terms: Monthly, 60 days after dispatch of shipment.
4.2 Qualifying Sales: A sale or action qualifies for commission if it meets the Company's criteria for a valid sale or action, which may include payment confirmation and customer fulfillment and a sale closed without returns or refunds.
4.3 Payment: The Company shall pay commissions to the Affiliate within 60 days of the end of each payment period. Payments shall be made via ACH to the Affiliate's designated account.
5. Intellectual Property
5.1 Use of Company Intellectual Property: The Affiliate is granted a limited, non-exclusive, non-transferable license to use the Company's trademarks, logos, and Marketing Materials solely for the purpose of promoting the Company's products/services in accordance with this Agreement. The Affiliate shall not modify or alter the Company's intellectual property without prior written consent.
6. Term and Termination
6.1 Term: This Agreement shall commence on the Effective Date and continue until terminated as provided herein.
6.2 Termination: Either Party may terminate this Agreement at any time, with or without cause, by giving 30 days' written notice to the other Party.
6.3 Consequences of Termination: Upon termination, the Affiliate shall immediately cease using the Company's intellectual property and Marketing Materials. The Company shall pay the Affiliate any accrued but unpaid commissions within [number] days of termination.
7. Confidentiality
7.1 Confidential Information: During the term of this Agreement and thereafter, each Party may have access to confidential information of the other Party ("Confidential Information"). Confidential Information shall be kept confidential and used solely for the purposes of this Agreement.
8. Miscellaneous
8.1 Governing Law: This Agreement shall be governed by and construed in accordance with the laws of Florida, USA, without regard to its conflict of laws principles.
8.2 Entire Agreement: This Agreement constitutes the entire agreement between the Parties regarding the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the Effective Date.
Simple Solutions, Inc. dba Underworks By: _____________________________[Authorized Signatory] Date: ___________________________
[Affiliate Name] By: _____________________________[Authorized Signatory] Date: ___________________________
