AFFILIATE TERMS AND CONDITIONS
Last Updated: April 20, 2021
This Affiliate Terms and Conditions, together with Red Silk Essentials Terms of Service incorporated herein by reference (the “Terms,” and together with this Affiliate Terms and Conditions, this “Agreement”), is an agreement between Red Silk Essentials (collectively, “Red Silk Essentials” or “we” or “us” or “our”) and you (the “Affiliate” or “you” or “your” or “yours”) that sets forth the terms and conditions of the affiliate relationship we are entering into with you as part of the Red Silk Essentials affiliate program (the “Affiliate Program” or “Ambassador Program”).
Capitalized terms not otherwise defined in this Affiliate Terms and Conditions will have the meaning defined in the Terms. If there is any inconsistency between this Affiliate Terms and Conditions and the Terms, this Affiliate Terms and Conditions will prevail. The parties to this Agreement (Red Silk Essentials and You) will be referred to as the “Parties” or individually as a “Party.”
By submitting an application to the Affiliate Program, you warrant that you have read and reviewed this Agreement and that you agree to be bound by it. If you do not agree to be bound by this Agreement, please do not submit an application to the Affiliate Program. This Agreement specifically incorporates by reference the Terms and other policies which we may make available on Red Silk Essential’s website, mobile app, and other services (collectively, the “Services”).
You must be at least eighteen (18) years of age to join the Affiliate Program. By submitting an application to the Affiliate Program, you represent and warrant that you are at least eighteen (18) years of age and may legally agree to this Agreement. We assume no responsibility or liability for any misrepresentation of your age.
In order to sign up for the Affiliate Program, you will first submit an application to join and then be asked to participate. The application may be found at https://www.redsilkessentials.com/affiliate-program/
Submitting an application does not guarantee inclusion in the Affiliate Program. If you do not hear from us within a reasonable time frame, please consider your application rejected. We are not obligated to provide you any explanation for your rejection, but please be advised we may reject applicants for any reason or manner, including but not limited to a website or social media page which violates the Terms.
If your application is accepted, each of the terms and conditions in this Agreement apply to your participation. We may also ask for additional information including, but not limited to, your payment and tax information, to complete your application or for you to undertake additional steps to ensure eligibility in the Affiliate Program.
This Agreement does not create an exclusive relationship between you and us. You are free to work with similar affiliate program providers in any category. This Agreement imposes no restrictions on us to work with any individual or company we may choose.
After your acceptance in the Affiliate Program, you must ensure your account is set up thoroughly, including specific payment information.
We will provide you with a specific link which corresponds to our Amazon products we are offering for sale (collectively, the “Affiliate Link”). The Affiliate Link will be keyed to your identity and will send online users to Amazon to make purchases. You hereby agree to fully cooperate with us regarding the Affiliate Link and that you will explicitly comply with all of the terms of this Agreement for the promotion of the Affiliate Link at all times. We may modify the specific link or links and will notify you if we do so. You agree to only use links which are prior approved by us and to display the Affiliate Link prominently on your website or social media page, as described in your Application (collectively, the “Affiliate Site”).
Each time a user clicks through the Affiliate Link posted on your Affiliate Site or Social Media Platform and completes the sale of the product or service and we determine it is a Confirmed Purchase, as described below, you will be eligible to receive an affiliate share (“Affiliate Share”), as described below. As an Affiliate, you can earn money just by sharing your favorite Red Silk Essentials products with friends, family and followers. All you need to do is share your unique Affiliate Link.
- Earn ten percent (10%) Affiliate Share on all Confirmed Purchases (as defined below) through your Affiliate Link (on final price including any promotions/discounts).
- Unlimited earning potential – use your Affiliate Link as much as you want.
- No cost to sign up, no minimum sales requirements to cash out your earnings.
- Payments are made to you through a valid PayPal account. We will send an approval email to your PayPal email address.
- Earnings are available in your PayPal account at the beginning of every month.
SPECIFIC TERMS APPLICABLE
We will determine whether payment of the Affiliate Share is permissible in our sole and exclusive discretion. We reserve the right to reject clicks and/or sales that do not comply with the terms of this Agreement.
Processing and fulfillment of orders will be our responsibility. As described above, in order to be eligible for payment, user purchases must be “Confirmed Purchases.” Confirmed Purchases:
a. Must be for Red Silk Essentials’ products only and will not apply to products owned and distributed by VitaJuwel;
b. Must not be referred by any other partner or affiliate links (in other words, Confirmed Purchases are only available through your specific Affiliate Link;
c. May not be purchased prior to the Affiliate joining the Affiliate Program;
d. May only be purchased through a properly-tracking Affiliate Link;
e. May not be purchased by a customer in violation of the Terms;
f. May not be fraudulent in any way, in our sole and exclusive discretion;
g. May not have been induced by the Affiliate offering the customer any coupons or discounts;
Payments of the Affiliate Share will only be available after we have your current payment information as well as accounting and tax documentation. You will be asked to submit a W8/W9 tax form.
You will be responsible for all taxes payable with respect to your Affiliate Share. If and to the extent we are obliged to withhold taxes from your Affiliate Share, we will comply with such obligation and make payment to your account net of withholding tax.
Currently, we employ the following methods of payment:
For any changes in your email address or accounting information, you must notify us immediately and we will endeavor to make the changes to your payment information as soon as possible. Payments will be available the month or period after they accrue. For example, if payments are made every thirty (30) days, an entire thirty (30) day period must finish for the payment of that period to be available in the following period.
We explicitly reserve the right to change payment information in our sole and exclusive discretion. If we do so, you will be notified.
For any disputes as to payments, we must be notified within thirty (30) days of your receipt of the payment. We will review each dispute notification as well as the underlying payment transaction to which it is related. Disputes filed after thirty (30) days of payment will not be addressed.
We will share a report with you for your earnings at the beginning of each 30 day cycle when we send payment. If you do not receive a report, you did not incur any earnings for that 30 day cycle.
TERM, TERMINATION & SUSPENSION
The term of this Agreement will begin when we accept you into the Affiliate Program. It can be terminated by either Party at any time with or without cause.
You may only earn payments of the Affiliate Share as long as you are an Affiliate in good standing during the term. If you terminate this Agreement with us, you will qualify to receive payments of the Affiliate Share earned prior to the date of termination.
If you fail to follow the terms of this Agreement or any other legal terms we have posted anywhere on the Services, you forfeit all rights, including the right to any unclaimed payments. We specifically reserve the right to terminate this Agreement if you violate any of the terms of this Agreement, including, but not limited to, violating the intellectual property rights of Red Silk Essentials or a third party, failing to comply with applicable laws or other legal obligations, and/or publishing or distributing illegal material.
At the termination of this Agreement, any provisions that would be expected to survive termination by their nature will remain in full force and effect.
You agree that the intellectual property owned by Red Silk Essentials includes all copyrights, trademarks, trade secrets, patents, and other intellectual property belonging to us (“Red Silk Essentials”). In addition, you must comply with our Copyright and Trademark Policy.
Please be advised that your unauthorized use of any Red Silk Essentials IP will constitute unlawful infringement and we reserve all of our rights, including the right to pursue an infringement suit against you in federal court. You may be obligated to pay monetary damages or legal fees and costs.
You hereby provide us a non-exclusive license to use your name, trademarks and servicemarks if applicable and other business intellectual property to advertise the Affiliate Program.
MODIFICATION & VARIATION
We may, from time to time and at any time, modify this Agreement. You agree that we have the right to modify this Agreement or revise anything contained herein. You further agree that all modifications to this Agreement are in full force and effect immediately upon posting on the Services and that such modifications or variations will replace any prior version of this Agreement, unless prior versions are specifically referred to or incorporated into the latest modification or variation of this Agreement. If we update or replace the terms of this Agreement, we will let you know via electronic means, which may include an email. If you don’t agree to the update or replacement, you can choose to terminate this Agreement as described below.
a. To the extent any part or sub-part of this Agreement is held ineffective or invalid by any court of law, you agree that the prior, effective version of this Agreement will be considered enforceable and valid to the fullest extent.
b. You agree to routinely monitor this Agreement and refer to the Last Updated date posted at the top of this Agreement to note modifications or variations. You further agree to clear your cache when doing so to avoid accessing a prior version of this Agreement.
RELATIONSHIP OF THE PARTIES
Nothing contained within this Agreement will be construed to form any partnership, joint venture, agency, franchise, or employment relationship. You are an independent contractor of us and will remain so at all times.
You agree not to use the Affiliate Program or the Services for any unlawful purpose or any purpose prohibited under this clause. You agree not to use the Affiliate Program in any way that could damage the Services or the general business of Red Silk Essentials. You further agree not to use the Affiliate Program:
a. To harass, abuse, or threaten others or otherwise violate any person’s legal rights;
b. To violate any intellectual property rights of Red Silk Essentials or any third party;
c. To upload or otherwise disseminate any computer viruses or other software that may damage the property of another;
d. To perpetrate any fraud;
e. To engage in or create any unlawful gambling, sweepstakes, or pyramid scheme;
f. To publish or distribute any obscene or defamatory material;
g. To publish or distribute any material that incites violence, hate, or discrimination towards any group;
h. To unlawfully gather information about others.
AFFILIATE OBLIGATIONS & COMPLIANCE
You are responsible for ensuring operation and maintenance of your Affiliate Site or Social Media Platform, including technical operations, written claims, links, and accuracy of materials. You must ensure, as noted above, that your Affiliate Site does not infringe upon the intellectual property rights of any third party or otherwise violate any legal rights.
We may monitor your account, as well as clicks and/or purchases coming through your account. If we determine you are not in compliance with any of the terms of this Agreement, we have the right to immediately terminate your participation in the Affiliate Program.
You must comply with all applicable laws, regulations, statutes, and industry standards including, but not limited to, Federal Trade Commission regulations. We recommend that you seek independent legal counsel to advise you of our obligations.
The Federal Trade Commission requires that affiliate relationships, such as the relationship between you and Red Silk Essentials, be disclosed to consumers. You are required to post a conspicuous notice on your Affiliate Site regarding the Affiliate Program. The notice does not have to contain the precise words as the example given below, but should be similar:
When you make a purchase using these links, we may earn a commission.
We also require you to comply with any and all applicable privacy and data protection laws and regulations, including all of those which may impact your country of residence or your visitors. Such regulations include, but are not limited to, any applicable laws in the United States or the General Data Protection Regulation of the European Union. We also require that you implement adequate organizational and technical measures to ensure an appropriate level of security for the data that you process. Further, you hereby agree to comply with any requests which we may make to you regarding compliance with the General Data Protection Regulation or requests which you may receive from data subjects.
If we find you are not in compliance with any of the requirements of this sub-part, we may terminate our relationship with you at our sole and exclusive discretion.
We do not accept responsibility for the security of your account or content. You agree that your participation in the Affiliate Program is at your own risk.
You are strictly prohibited from using the Affiliate Program for illegal spam activities, including gathering email addresses and personal information from others or sending any mass commercial emails in violation of the CAN-SPAM Act of 2003 or any applicable laws, regulations, statutes, or industry standards.
You agree that your participation in the Affiliate Program is at your sole and exclusive risk and that any services provided by us are on an “As Is” basis. We hereby expressly disclaim any and all express or implied warranties of any kind, including, but not limited to the implied warranty of fitness for a particular purpose and the implied warranty of merchantability. We make no warranties that the Affiliate Program will meet your needs or that it will be uninterrupted, error-free, or secure. We also make no warranties as to the reliability or accuracy of any information. You agree that any damage that may occur to you, through your computer system, or as a result of loss of your data from your participation in the Affiliate Program is your sole responsibility and that we are not liable for any such damage or loss.
RESOLUTION OF DISPUTES
This Agreement will be governed by the laws of the State of California, without regard to conflict of law provisions. You and we expressly agree that any claim or dispute must be resolved in accordance with the Resolution of Disputes section of the Terms.
a. Assignment: This Agreement, or the rights granted hereunder, may not be assigned, sold, leased or otherwise transferred in whole or part by you. Should this Agreement, or the rights granted hereunder, by assigned, sold, leased or otherwise transferred by us, the rights and liabilities of Red Silk Essentials will bind and inure to any assignees, administrators, successors, and executors.
b. Severability: If any part or sub-part of this Agreement is held invalid or unenforceable by a court of law or competent arbitrator, the remaining parts and sub-parts will be enforced to the maximum extent possible. In such condition, the remainder of this Agreement will continue in full force.
c. No Waiver: In the event that we fail to enforce any provision of this Agreement, this will not constitute a waiver of any future enforcement of that provision or of any other provision. Waiver of any part or sub-part of this Agreement will not constitute a waiver of any other part or sub-part.
d. Headings for Convenience Only: Headings of parts and sub-parts under this Agreement are for convenience and organization, only. Headings will not affect the meaning of any provisions of this Agreement.
e. Force Majeure: We are not liable for any failure to perform due to causes beyond its reasonable control including, but not limited to, acts of God, acts of civil authorities, acts of military authorities, riots, embargoes, acts of nature and natural disasters, and other acts which may be due to unforeseen circumstances.
f. Electronic Communications Permitted: Electronic communications are permitted to both Parties under this Agreement, including e-mail or fax. For any questions or concerns, please email us at the following address: email@example.com