Affiliate Terms & Conditions
Last updated May 4, 2023.
Submitting the Affiliate Program Application via www.new-moon-doula.com/affiliate-program constitutes an agreement between the Affiliate and Katherine Miles ("New Moon LLC", "New Moon Holistic Parenting School", "Owner").
The Owner is engaged in the business of selling online courses, trainings, and e-books through the Holistic Parenting School website (www.holisticparentingschool.com).
The Affiliate operates one or more websites and/or social media platforms that are accessible to the public (the "Affiliate Website").
The Owner wishes to engage the Affiliate for the purpose of promoting its website www.holisticparentingschool.com (the "Owner Website") and the products and services available for purchase on the Owner Website (the "Owner Products").
The Affiliate wishes to direct users of the Affiliate Website to the Owner Website using a unique URL (an "Affiliate Link"), and the parties want the Affiliate to receive compensation for purchases made by customers of the Affiliate who use the Affiliate Link (the "Affiliate Customers") to certain applicable Owner products and services (the "Affiliate Program").
The parties therefore agree as follows:
(a) Of the Affiliate. The Affiliate shall:
i. display the Affiliate Link in a manner that does not reflect adversely on the Owner or mislead users;
ii. use reasonable efforts to ensure the Affiliate Link works on the Affiliate Website, and that any visitor who clicks on the Affiliate Link will be connected to the Owner Website;
iii. refer new, unique, and legitimate customers (i.e. customers not previously existing to the Owner) to the Owner Website via the Affiliate Link;
(b) Of the Owner. The Owner shall:
i. provide all assistance to the Affiliate to enable the Affiliate to post the Affiliate Link on the Affiliate Website;
ii. provide initial information and deliver the materials compromising the Affiliate Link within 7 days of this agreement; and
iii. maintain accurate records of the data used to determine the commissions earned by the Affiliate.
2. Term and Termination
(a) Term. This agreement will become effective as described in section and will continue for an initial term of one year (the "Term"). Unless either party gives written notice to the other at least 30 days before the end of the Term, this agreement will renew automatically for an additional one-year term. This automatic extension will continue to apply at the end of each extended period until the agreement is terminated.
(b) Termination Procedures. This agreement may be terminated:
i. by either party, on provision of 30 days' written notice before the end of a Term;
ii. by either party for a material breach of any provision of this agreement by the other party, if the other party's material breach is not cured within 30 days of receipt of written notice.
iii. by the Owner at any time and without prior notice, if the Affiliate violates the terms of this agreement, improperly uses the Owner's name, logo, or graphics, or includes a link to the Owner Website in any form of unsolicited communication such as spam.
(c) Effects of Termination. After the termination of this agreement, all licenses granted under this agreement will terminate unless they are expressly stated as surviving. The parties shall promptly remove all marks of the other party from any website that party controls. The Owner shall promptly pay the Affiliate any outstanding commissions owed to the Affiliate for services rendered before the effective date of the termination.
(a) Paid Order Fees. The Owner shall pay the Affiliate a commission on any Paid Order made by the Affiliate Customers that the Affiliate refers to the Owner through the Affiliate Link during the term of this agreement. "Paid Order" means an order for which the Owner has received and processed payment, less the cost of returns and charge backs the Owner incurs on any of the Affiliate's referred customer orders.
(b) Calculation of Commission. The owner shall pay the Affiliate 10% of net revenue generated by Paid Orders of the purchase of an Owner Product by Affiliate Customers.
(c) Timing of Commissions. Commissions will be computed monthly as of the last day of each calendar month, and shall be paid at the end of the following month. Any returns, refunds, charge backs, and fraudulent payments of Paid Orders will be deducted or withheld from the commission payment.
(d) Payment of Commission. Commissions shall be paid to the Affiliate via PayPal, unless alternate arrangements have been made with the Owner.
(3) Statements. The Owner shall deliver a monthly statement detailing their computations of the commission. The Owner shall permit the Affiliate reasonable access to the records and data used to determine the commission for purposes of inspection. Any discrepancies between the Owner's records and a commission paid to the Affiliate shall be corrected by the Owner within 30 days of receiving written notification of that discrepancy from the Affiliate.
(a) License. The Owner grants the Affiliate a limited, nonexclusive, nontransferable, nonsublicensable right to maintain the Affiliate Link on Affiliate Website to the Owner Website, in accordance with the terms of this agreement, from which the Affiliate's website visitors can order Owner Products. The Owner also grants Affiliate a nonexclusive, nontransferable license to use certain Owner trade names, trademarks, service marks, trade dress, logos, and other intellectual property used by the Owner in identifying its business (collectively, the "Owner Marks") for the sole purpose of selling Owner Products on the Affiliate Website.
(b) Affiliate Intellectual Property. The Affiliate grants the Owner a nonexclusive license to utilize the Affiliate's trade names, trademarks, service marks, trade dress, logos, and other intellectual property used by the Affiliate in identifying its business (collectively, the "Affiliate IP") and website, including design, computer software, and other components, authorized by the Affiliate in writing (including by email), for the sole purpose of advertising, marketing, and promoting the Affiliate Program. At any time, the Affiliate may revoke or modify the licenses it has granted to the Owner, and the Owner will use reasonable efforts to comply immediately with that revocation or modification.
5. Confidential Information
(a) Definition. "Confidential Information" means this agreement and all nonpublic information of a party, in whatever form, pertaining to the business of that party, including information relating to that party's finances, customer records, and information, and all associated documentation and materials that the party disclosing the information (a "Disclosing Party") designates as being confidential when disclosing it to the other party (a "Receiving Party"), or that, under the circumstances of disclosure, ought to be treated as confidential by the Receiving Party.
(b) Disclosure. The Receiving Party shall not use or disclose the Confidential Information of the Disclosing Party except in connection with the exercise of its rights or the performance of its obligations under this agreement.
6. Limitation of Damages and Liability
The Owner shall abide by all warranties as they exist on the Owner website, except as set forth in this agreement, the Owner makes no warranties or representations with respect to the Owner's Products and Services provided to Affiliate Customers through the Affiliate Program and any services provided by the Owner under this agreement - including any implied warranties or warranties of merchantability or fitness for a particular purpose. Additionally, the Owner makes no representations that the operation of the Owner Website or services will be uninterrupted or error-free, and it will not be liable for the consequences of any interruptions or errors. The Owner will not be liable for consequential, incidental or special damages, including lost profits, even if it has knowledge of the potential loss or damage. The Owner's liability shall not exceed the total commission paid or payable under the agreement.
7. Nature of Relationship
(a) Nothing in this agreement creates any employment, independent contractor, or agency relationship between the Affiliate and the Owner. Neither party may enter into contracts, assume or create any liability or make agreements of any kind for, or in the name of, or on behalf of, the other party.
(b) Any Affiliate Customer that follows the Affiliate Link to the Owner Website, upon arrival and use of the owner Website, will be deemed to be a customer of the Owner. Accordingly, the Owner will be responsible for all aspects of order processing and fulfillment of the Owner Products. All Owner rules, prices, policies, and operating procedures will apply to sales of Owner Products made under this agreement.
(c) The Owner expressly reserves the right to add, delete, or modify its products and services and prices at any time. The Owner also expressly reserves the right to reject any order.
(d) The Owner is NOT responsible for the operation or contents of the Affiliate Website, or any third-party website not controlled by the Owner. The Affiliate is responsible for and must pay all expenses that are incidental to its activities and responsibilities under this agreement, including employees' and subcontractors' compensation; cost of developing, maintaining, and operating the Affiliate Website and/or social media accounts; programming costs; and creating, producing, or revising any marketing materials. The Affiliate shall assume sole responsibility for any liabilities that may be incurred by the Affiliate in operating its business and fulfilling the terms of this agreement, and is solely responsible for the payment of all foreign, federal, state and local taxes that may accrue because of this agreement.
8. Governing Law
(a) Choice of Law. The laws of the State of Kansas govern this agreement (without giving effect to its conflicts of law principles).
(b) Choice of Forum. Both parties consent to the personal jurisdiction of the state and federal courts in Sedgwick County, Kansas.
Owner reserves the right to modify or replace these Terms at any time. For current Affiliate Terms & Conditions, please visit www.new-moon-doula.com/affiliate-agreement
If you have any questions about these Terms, please contact the Owner at email@example.com