This Affiliate Agreement (“Agreement”) contains the terms and conditions for participation as an Affiliate of Kiyonna. The term "Affiliate", "You" or "Your" herein refers to you, the individual, business, or entity and "Participating Website" refers to the website from which you will link to Kiyonna. "We" or "Our" refers to Kiyonna. By filling out and submitting our online application form, you are confirming that you have read this Affiliate Agreement and agree to be bound by its terms and conditions.
We reserve the right to reject any application or to terminate an Affiliate determined to be unsuitable for our Affiliate Program for any reason including, but not limited to, content that is, in our opinion, unlawful, obscene, harassing, threatening, racially or ethnically defamatory or otherwise objectionable or harmful. If we reject your application, you may reapply to the Kiyonna Affiliate Program at any time following thirty (30) days of receipt of such rejection.
The terms and conditions of this Agreement are as follows:
1. LINKS.
You agree to post on your website a graphic and/or text link or links, as an advertisement for Kiyonna. You may post as many links or remove such links, at anytime without prior approval from Kiyonna. We shall provide you several graphic and text links to choose from. You are free to post your preferred Links prominently throughout your site as you see fit and with our consent. Notwithstanding the foregoing, you agree to immediately remove any and all Links from your website at Kiyonna's request at any time, for any reason.
The Links will identify your site as a member of the Kiyonna Affiliate Program and will establish a link from your site to ours. In utilizing the Links, you agree that you will cooperate fully with us in order to establish, maintain and periodically update such Links. Participating Websites shall display all graphic and/or text images prominently in relevant sections of their site. Links may be modified and/or expanded periodically throughout the term of this Agreement pursuant to the mutual agreement of the Affiliate and Kiyonna. Affiliates are not allowed to change sales material or to make false claims about Kiyonna or our products. Affiliates are not permitted to publish Kiyonna's website or sales material on their site.
Affiliates are allowed to promote Kiyonna and its products in any acceptable manner set forth in this agreement. Acceptable ways to promote Kiyonna include banners, text links, correspondence to your newsletter subscribers, your client base/customers or as a contributor to a moderated list or newsletter. Spamming is NOT allowed. If you spam, in any form at all, including email or newsgroup postings, or post a Link on any ADULT, HATE or SPAM website, your account will be terminated immediately. Referral fees that have not been paid up to the date of termination will be forfeited by the Affiliate and will become the property of Kiyonna.
2. PAYMENT.
Kiyonna agrees to pay Affiliate a commission rate of 8% of the total sale (excluding tax and Shipping / Handling) for each sale made by a visitor originating from the your Participating Website using your unique “Affiliate Link”. You will be issued a unique URL, which allows Kiyonna to identify visitors from your site as originating from same. These visitors are tracked with this unique URL and sales are recorded with your Affiliate ID. To receive commissions, your customers must arrive at Kiyonna through your Affiliate Link.
Payment will be made every month an Affiliate has accrued more than $10.00 in commissions. Shareasale will issue payment each month. Although our Affiliate Program is not limited to the U.S. all payments will be made in U.S. dollars. Kiyonna reserves the right to modify the payment schedule as long as notice is posted to the Web site or sent by email. If a qualifying sale is canceled or refunded, the related commission will be deducted from the next monthly payment. Please allow 60 days for all orders to be processed and made official.
3. CUSTOMERS.
Customers who buy Kiyonna products through the Affiliate Program will be deemed to be customers of Kiyonna. To protect Kiyonna's customer privacy, we cannot provide identifying customer names and contact information to you. Accordingly, all of our rules, policies, and operating procedures concerning customer orders, customer service, product availability, pricing and problem resolution will apply to those customers. We may change our policies and operating procedures at any time. The Affiliate does not have the authority to make or accept any offer on behalf of Kiyonna. Kiyonna is not responsible for any representations made by the Affiliate that contradict our policies.
4. PROCESSING OF ORDERS.
Kiyonna will be solely responsible for processing every order placed by a customer through a special link from an Affiliate's participating website. Orders will be processed by Kiyonna when received by our secure online ordering process, telephone or mailing address. Order and payment processing, manufacturing and shipping, cancellations, returns and related customer service are the sole responsibility of Kiyonna.
Kiyonna reserves the right to reject any order that does not comply with our policies or operating procedures.
Kiyonna will be solely responsible for tracking sales made to customers who follow special links from the participating website.
The Affiliate will be solely responsible for ensuring that these special links are formatted properly on their website, to allow successful tracking of such sales. Affiliate will be able to access sales activity in real-time with a specifically assigned URL.
Ownership of all copyrights, trademarks, trade names and intellectual property rights, including without limitation advertising copy and graphics will remain the sole property of Kiyonna.
Such trademarks, trade names and intellectual property rights may be used by Affiliate in accordance with this agreement. Affiliate may in no way display a Kiyonna logo, image, or trademark which may be distasteful, defame, or misrepresent. The Affiliate shall not misrepresent Kiyonna products.
5. TERM OF THE AGREEMENT.
The term of this Agreement will begin upon inception of your Affiliate Program and will end when terminated by either party. Each party may terminate this Agreement at any time, with or without cause, by giving the other fourteen (14) days prior written notice of its intent to terminate this Agreement. You are only eligible to earn commission on sales occurring during the term, and commissions earned through the date of termination will remain payable only if the related Kiyonna product orders are not cancelled or returned. We may withhold your final payment for a reasonable time to ensure that no overpayment is made.
Affiliate understands and agrees that Affiliate tracking can never be 100% accurate and Kiyonna is not responsible for inaccuracies that might occur beyond its control. Although it is the goal of Kiyonna to make Affiliate tracking as accurate as possible, Kiyonna cannot guarantee 100% tracking for situations beyond its control.
6. MODIFICATIONS.
We may modify any terms and conditions contained in this Agreement at any time in our sole discretion. You will be notified by email and a change notice will be posted on our site. Modifications may include, but are not limited to, changes in commissions or their schedules, payment procedures, and Affiliate Program rules. If any modification is unacceptable to you, your only recourse is to terminate this agreement. Your continued participation in the Affiliate Program following our posting of a change notice or new agreement on our site will constitute binding acceptance of the change.
7. DISCLAIMERS.
Kiyonna makes no express or implied warranties or representations with regard to this Affiliate Program or any Kiyonna product sold through the Affiliate Program except as expressly set forth in this agreement. Additionally, 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. WE WILL NOT BE LIABLE FOR INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR ANY LOSS OF REVENUE, PROFITS, OR DATA, ARISING IN CONNECTION WITH THIS AGREEMENT OR THE AFFILIATE PROGRAM, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
8. RELATIONSHIP OF PARTIES.
The relationship between Kiyonna and you, the Affiliate, is that of independent contractor. Each party shall conduct its respective business at its own initiative and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. The term "Affiliate" shall not be interpreted as a legal partner or affiliate. 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 otherwise, that reasonably would contradict anything in this Section. OUR AGGREGATE LIABILITY ARISING WITH RESPECT TO THIS AGREEMENT AND THE AFFILIATE PROGRAM WILL NOT EXCEED THE TOTAL COMMISSIONS PAID OR PAYABLE TO YOU UNDER THIS AGREEMENT.
9. GOVERNING LAW.
This Agreement will be governed by the laws of the United States and the State of California, in the county of Los Angeles.
By completing and submitting our Online Application you confirm that you have read the terms and conditions as set forth in this Affiliate Agreement and agree with them.
10. Paid Search Policy
Bidding on any keywords that feature the following trademarks terms is strictly prohibited in our program: 1. Kiyonna 2. Kiyonna.com 3. www.Kiyonna.com. This restriction includes but is not limited to bidding on Kiyonna + generic term.
11. FTC Disclosure Requirements
You shall include a disclosure statement in line with the FTC guidelines 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.
