Affiliate Program Terms

The parties seek to create an affiliate program titled [Name] (the “Program”) that allows Affiliate to refer people and/or entities to the Seller or the Seller’s website in exchange for the benefits set forth in Exhibit A.  Affiliate will be given a link to place in any social media posts or on its website, and any purchases made by a customer who clicks through that link to make purchases on the Seller’s website will be considered sales made through the Program.  From time to time, Seller may also provide the affiliate with specific discount codes that can be used on the Seller’s website.  Purchases made using such Affiliate-specific discount codes will also be considered sales made through the Program.   

To qualify as a sale for purposes of the Program, the sale must be paid in full by the customer and cannot be returned following the completion of the sale. 

Affiliate agrees that it must comply with all terms set forth in this Agreement to receive the benefits set forth in Exhibit A.  Affiliate understands that failure to comply with terms of this Agreement will result in Seller having the right to terminate this Agreement, at the Seller’s discretion.

Payments will be made for all qualifying referralsales on a month-by-month basis, pursuant to the commission terms set forth in Exhibit A, minus any adjustments to account for returned referral sales during the same month-to-month time period.Payments for the previous calendar month will be made by the thirtieth (30th) day of the following calendar month.

Affiliate represents, warrants, and covenants that Affiliate (a) will not make any material misrepresentations about any products or services sold by the Seller in any marketing materials that reference the Seller or that are produced as a part of the Program; (b) will not violate any applicable laws, ordinances, rules, regulations, orders, licenses, permits, guidelines, industry standards, judgments, or other applicable requirements of any governmental authorities (including any such applicable requirements governing communications, data protections, advertising, or marketing); and (c) will provide accurate and complete information about any actions taken with respect to the Program

In any marketing materials on the Affiliate’s website or social media posts, Affiliate must clearly state that it is an Affiliate that earns a commission from any qualifying purchases made through the Seller.  Affiliate agrees not to disclose the terms of those commissions or misrepresent its relationship with the Seller. 

Seller will not be liable for indirect, incidental, special, consequential, exemplary damages, or any loss of revenue, profits, goodwill, use, or data arising in connection with this Agreement. Further, Seller’s aggregate liability arising in connection with the Agreement will not exceed the total fees paid or payable to Affiliate under this Agreement in the twelve months immediately preceding the date on which the event giving rise to the most recent claim of liability occurred. Affiliate hereby waives any right or remedy in equity, including the right to seek specific performance, injunctive or other equitable relief in connection with this Agreement. Nothing in this paragraph will operate to limit liabilities that cannot be limited under applicable law.

To the maximum extent permitted by applicable law, Seller will have no liability for any matter directly or indirectly relating to the creation, maintenance, or operation of the Affiliate’s website and/or social media posts, or its violation of this Agreement, and Affiliate agrees to defend, indemnify, and hold Seller and its employees, officers, directors, and representatives, harmless from and against all claims, damages, losses, liabilities, costs, and expenses (including attorneys’ fees) relating to (a) Affiliate’s website, any materials that appear on its site, or in any social media posts made by Affiliate; (b) the use, development, design,
manufacture, production, advertising, promotion, or marketing of Affiliate’s website
or any materials that appear on or within its website, or in any of its social media posts; (c) Affiliate’s violation of any term or condition of this Agreement; or (d) Affiliate’s negligence or willful misconduct.

Any dispute relating in any way to the Program or this Agreement (including any actual or alleged breach hereof), any transactions or activities under this Agreement, or Affiliate’s relationship with Seller will be subject to mediation and/or arbitration in Connecticut applying Connecticut law.

Seller may send you emails relating to the Program from time to time.  Seller reserves the right to modify any of the terms and conditions contained in this Agreement at any time, including to terminate the Program, and Gesswein's sole discretion, by sending notice of such modification to you by email. The effective date of such change will be the date specified, which shall be no less than seven calendar days from the date the notice is provided

Affiliate will be compensated for referrals as set forth below:

Affiliate will receive a 7% commission on all total sales. This will be evaluated on a 6-month basis to determine the efficacy of the program.

 Exceptions: Galloni and Sisma items will be treated with a finder’s fees of 3% of the selling price. These sales will not be included in the sales count for the tier program and will be paid outside of the program.