Evolving Sisters Affiliate and Referral Partner Agreement
The following are the terms and conditions of participating in the Evolving Sisters Affiliate program.
An “Affiliate” or “you” refers to yourself, and “Evolving Sisters” or the Evolving Sisters Network or ESN refers to Evolving Sisters LLC located at 1106 2nd Street, #811, Encinitas, CA, USA.
All Affiliate applications are subject to approval by Evolving Sisters at its sole discretion.
1. Definitions
“Referral Partner” and “Affiliate” are equivalent and interchangeable terms to describe you and your relationship with Evolving Sisters. In addition, “Affiliate Link” and “Referral Partner Link” and “Referral Partner Redirect” are interchangeable terms to describe a unique URL designated by Evolving Sisters, Inc. which allows Evolving Sisters to identify visitors from your website as originating from you.
“Expenses” means advertising fees, taxes paid by customers, withholding taxes, discounts, bad debts, and other write-offs, a reserve for returns, refunds, and currency exchange fees, if any.
“Product” refers to Evolving Sisters products, which will include virtual and on-demand courses, membership programs, and related products that will be more fully described at EvolvingSisters dot com, and subject to the sole discretion of Evolving Sisters to include or exclude Products from this definition.
“Buyer” means an individual or entity that purchases the Product.
2. Payments and Commissions
Evolving Sisters will pay Affiliate the commission associated with the Product of the total amount collected by Evolving Sisters, less Expenses, for each referred sale of the Product which is identified by a visitor from Affiliate’s website using its unique Affiliate Link (“Commission”).
Not all Products sold by Evolving Sisters qualify for affiliate commission earnings. Specific Product commission percentages are determined by Evolving Sisters and are published and shared with the Affiliate via email notifications of the offer(s) and/or through Evolving Sisters Affiliate Portal. Unless expressly specified, only purchases made within 30 days of the referral date qualify for commissions due to Affiliate.
Any revenue generated by custom work or paid support services performed by Evolving Sisters beyond the normal monthly fees for customers of Affiliate’s sales will be non-commissionable. All such revenues will be retained by Evolving Sisters.
All Affiliates must have a valid Internal Revenue Service-issued Tax ID number on file with Evolving Sisters in order to release any commission payment. Any Affiliate exempt from filing a United States tax return may provide that information in lieu of a Tax ID number.
All Affiliate Commission payments shall be paid via PayPal using the PayPal-associated email address specified by the Affiliate for this purpose or as otherwise directed in writing. At our sole discretion, we reserve the right to make payments using other standard payment forms. All Commissions earned will be paid out according to the commission policy for that Product. In the absence of a commission policy associated with a Product, Commissions will be paid at the end of a calendar quarter, based on the Commissions due in the prior quarter, unless the Product is a live course, in which case Commissions will be paid out the quarter following the last day of the live course, or the refund period is still open. Evolving Sisters reserves the right to delay the issuance of Commission payments until the balance owed to Affiliate reaches $100.00. Although the Affiliate Program is not limited to the United States, all payments will be made in U.S. dollars.
If a qualifying sale is canceled or refunded, the related Commission will be deducted from the next monthly payment. Affiliate will not be paid for its own orders of the Product.
3. Affiliate Link
You will be issued an “Affiliate Code,” exclusive and unique to your Affiliate Account, that will be contained within an “Affiliate Link” or unique URL, for each unique Product produced by Evolving Sisters which allows Evolving Sisters to identify visitors from your site as originating from you. These visitors are tracked with this unique URL, and sales are recorded with your Affiliate Id. To receive Commissions, you must use the provided Affiliate Link for the Product.
The Affiliate Link URL may be contained within various forms such as a banner, image, or hyperlinked text. Any manipulation or alteration of an Affiliate Link URL is explicitly not allowed. Any collection of leads or sale of goods utilizing Evolving Sisters’ trademarks, trademarked materials, advertising materials, or references to past, present, or future events other than by presenting an Affiliate Link in one of its allowed forms is explicitly not allowed. In addition, an Affiliate is not an agent or representative of Evolving Sisters, and Evolving Sisters is not a sponsor or an endorser of Affiliate.
Evolving Sisters honors the most recent Affiliate’s Affiliate Id as primary and thereby due to earn the commission for qualifying Products purchased for a period of 30 days from the association of a contact with any Affiliate as determined by our tracking system.
Affiliate is solely responsible for ensuring that its Affiliate Link is set up properly to qualify for Commissions.
Evolving Sisters reserves all rights in and to Evolving Sisters name and all related trademarks, trade names, logos, taglines, slogans, and similar identifying marks (collectively, the “Trademarks”). Evolving Sisters grants to Affiliate a nonexclusive right to display the Trademarks on Affiliate’s website and in email solely in connection with the Affiliate Link.
Before using the Trademarks, Affiliate must have any materials on which the Trademarks appear approved by Evolving Sisters. Affiliate may not change the proportion, color, or font of the Trademarks, or otherwise alter the Trademarks. Affiliate may not display the Trademarks in any manner that implies sponsorship or endorsement by Evolving Sisters, except for Affiliate’s involvement in the Affiliate Program described in this Agreement. Each Trademark must appear by itself, with reasonable spacing (at least the height of the Trademark) between each side of the Trademark and other graphic or textual elements.
The Trademarks may not be used to register Internet domain names for any purpose. Affiliate may not use the Trademarks to disparage Evolving Sisters, its products or services, or in a manner which, in Evolving Sisters’ reasonable judgment, may diminish or otherwise damage Evolving Sisters’ goodwill in the Trademarks. Affiliate acknowledges that all goodwill generated through Affiliate’s use of the Trademarks will inure to the benefit of Evolving Sisters and hereby assigns and shall assign to Evolving Sisters any and all goodwill generated through Affiliate’s use of the Trademarks, without any payment or other consideration of any kind to Affiliate, and Affiliate further agrees to take all actions necessary to effect such assignment. Upon termination of this Agreement, Affiliate shall cease to use the Trademarks.
Affiliate may bid on keywords using their affiliate link EXCEPT Affiliate may not bid on the company name, product names, website names, synonyms, or trademarks (registered or not) owned or operated by Evolving Sisters or our joint ventures or partners. Doing so gives Evolving Sisters the right to unilaterally end payments to that affiliate for previous, current or future purchases tracked to that affiliate or its sub-affiliates.
4. Confidential Information
“Confidential Information” shall include any information, whether oral, written or observed, regarding the terms of this Agreement or sales of the Product. All Confidential Information shall remain the exclusive property of Evolving Sisters and shall be immediately returned to Evolving Sisters upon request, together with all copies thereof. Affiliate shall hold Confidential Information in trust and confidence for Evolving Sisters and shall not disclose such Confidential Information or use it for any purpose other than to perform as required by this Agreement. Affiliate may not disclose Confidential Information to employees or third parties unless it is necessary for such employees or third parties to know such Confidential Information in order for Affiliate to perform its obligations and duties pursuant to this Agreement.
5. Sending Unsolicited Emails or Spam
Affiliate agrees to not send unsolicited mail or SPAM mail to promote any of Evolving Sisters’ products or services. This action WILL RESULT in immediate termination of your account with a cancellation of any pending Commissions. Affiliate will also be in violation of this Affiliate Agreement and subject to legal action.
6. Prohibited Sites
Websites that promote sexually explicit material or violence are not eligible to be Affiliates. Sites that promote discrimination based on race, sex, sexual orientation, religion, national origin, or physical disability shall not be accepted. Websites that promote illegal activities shall not be accepted. Do not apply if your website promotes these kinds of activities. By applying, you are stating that your website does not directly promote or endorse such activities.
7. Term of Agreement and Active Status
This Agreement remains in effect until terminated by either party.
Within twenty-four (24) hours after termination (whether by Affiliate or Evolving Sisters), Affiliate must remove all references to the Affiliate Link from Affiliate’s website and email lists.
Commissions by Affiliate earned through the date of termination of this Agreement will remain payable only if the qualifying sales are not canceled or refunded by the Buyers referred by Affiliate. Payment of the final Commission payment to Affiliate will be paid after the end of the calendar quarter. The provisions of section 1, the last paragraph of section 3, and sections 4, 5, 7, 8, 11, and 12 shall survive termination of this Agreement.
Affiliate must maintain a marketable email address in our database. Failure to maintain a marketable email address either due to opt-out, spam complaint, hard bounce or any other mechanism which results in Evolving Sisters being unable to communicate with Affiliate via broadcast, may result in removal from the Commission Program at the sole discretion of Evolving Sisters.
In order to maintain an “Active” status and thereby earn commissions on promotions, Affiliate must produce a minimum of 100 leads per calendar year. Failure to do so may result in the Affiliate’s removal from the program at the sole discretion of Evolving Sisters.
8. Disclaimer
Evolving Sisters will make every reasonable effort to track and pay
Commissions for all sales that apply to Affiliate. However, Evolving Sisters is not responsible for technical problems, acts by third parties, or other events outside our reasonable control which may temporarily disrupt or diminish this service.
Evolving Sisters expressly disclaims any and all warranties, express, implied, or statutory, and any and all warranties of merchantability, non-infringement, or fitness for a particular purpose with respect to the Product. The warranties, if any, with respect to the Product will run directly from Evolving Sisters to Buyers.
9. Privacy
To protect Evolving Sisters customer privacy, we cannot provide identifying Buyer names and contact information to you. However, we will provide a report with price, Product, date of sale, Commission, and certain other data for your records.
10. Independent Businesses
The relationship between Evolving Sisters and Affiliate established by this Agreement is that of independent businesses in a contract, and nothing in this Agreement creates any partnership, joint venture, agency, franchise, sales representative, or employment relationship between Affiliate and Evolving Sisters. Evolving Sisters and Affiliate shall each conduct their respective business at their own initiative, responsibility, and expense, and shall have no authority to incur any obligations on behalf of the other, except as otherwise provided herein.
The term “Affiliate” shall not be interpreted as a legal partner or affiliate, simply as an independent business doing marketing for Evolving Sisters under this Agreement. Affiliates are NOT employees of Evolving Sisters, and are responsible for their own local, state, or country taxes. Affiliate understands that Affiliate does not have authority to make or accept any offers or make any representations on behalf of Evolving Sisters. Affiliate shall not misrepresent Evolving Sisters products or services.
11. Limitation of Liability
Evolving Sisters shall not be held liable for any indirect, incidental, special or consequential damages or any loss of revenue or profits arising under or with respect to this Agreement or program, even if Evolving Sisters has been advised of the possibility of such damages. Evolving Sisters aggregate liability arising under or with respect to this Agreement or the program shall in no event exceed the total Commissions paid or payable by Evolving Sisters to Affiliate under this Agreement. In no event shall Evolving Sisters be liable to any party for costs of procurement of substitute goods, lost profits or any other special, consequential, incidental, or indirect damages, losses, costs or expenses of any kind, however caused, and whether based in contract, tort (including negligence), or any other theory of liability regardless of whether Evolving Sisters has been advised of the possibility of such damages, losses, costs or expenses.
Affiliate understands that Affiliate tracking can never be 100% accurate, and Evolving Sisters is not responsible for inaccuracies that might occur. Tracking of Affiliate sales depends on several factors which are out of the control of Evolving Sisters. It is the goal of Evolving Sisters to make Affiliate tracking as accurate as possible; however, Evolving Sisters cannot guarantee 100% tracking for situations beyond its control.
12. Miscellaneous
This Agreement shall be governed by the laws of the State of California and the United States, without regard to conflict of law principles. All disputes arising out of or related to this Agreement shall be subject to the exclusive jurisdiction and venue of the state and federal courts located in San Diego, California, and the parties consent to the personal and exclusive jurisdiction of these courts.
This is the entire Agreement between Affiliate and Evolving Sisters with respect to the subject matter hereof. At the sole discretion of Evolving Sisters, this Agreement may be altered or updated with or without notification. If an altered or updated clause is in conflict with previous wording, the most recent version applies. Current Agreement inclusions are applicable to all active Affiliates regardless of the date Affiliate enrolled in the program.
Affiliate may not assign this Agreement, by operation or law or otherwise, without Evolving Sisters’ prior written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. Evolving Sisters’ failure to enforce Affiliate’s strict performance of any provision of this Agreement will not constitute a waiver of Evolving Sisters’s right to subsequently enforce that provision, or any other provisions of this Agreement. No waiver of any provision hereof will be effective unless in writing and signed by the party against whom such waiver is sought to be enforced.
AGREED TO BY THE PARTIES AND EXECUTED BY A DULY AUTHORIZED REPRESENTATIVE.
