Peke Safety Affiliate Program Terms and Conditions
Thank you for your interest in Peke Safety’s Affiliate Program (the “Program”). We are looking forward to working with you. By participating in the Program (including by providing your audience with a discount code generated by Peke Safety LLC) or by your execution of an affiliate agreement (your “Affiliate Agreement”) which incorporates these terms and conditions (“Terms and Conditions”), you accept and agree to be bound and abide by these Terms and Conditions and our Privacy Policy, found at pekesafety.com/policies/privacy-policy, incorporated herein by reference. If you do not want to agree to these Terms and Conditions or the Privacy Policy, you must not participate in the Program or accept any benefits thereof. These Terms and Conditions set out the agreement between Peke Safety LLC (the “Company” or “we”) and you for your participation in the Program.
1. Term and Updates. These Terms and Conditions are effective from the date of your agreement to the Affiliate Agreement and continue until terminated (“Term”). We periodically update these Terms and Conditions. We might also choose to replace these Terms and Conditions in their entirety if, for example, the Program changes, ends, or becomes part of an existing program. If we update or replace the Terms and Conditions, we will let you know via electronic means. If you don’t agree to the update or replacement, you can choose to terminate your participation in the Program as set forth below.
2. Social Media Posts. During the Term, you agree to publish the social media posts (“Posts”) specified in your Affiliate Agreement. We will provide you with the necessary materials so you can create Posts that achieve the goals of the Program (the “Program Materials”). All Posts must comply with applicable law, including the FTC Guides Concerning Endorsements and Testimonials which are found here: www.ecfr.gov/current/title-16/chapter-I/subchapter-B/part-255.
3. Ownership; Grant of Rights. You will own and retain all right, title, and interest in and to the Posts, subject to the license granted to us in this paragraph. We will own and retain all right, title, and interest in and to any equipment or materials provided to you as a result of your participation in the Program and all derivative works of the Posts made by us, or by any third party for our benefit subject to your rights in the underlying Posts. You hereby grant to the Company an exclusive, perpetual, irrevocable, freely transferable and sublicensable, fully paid-up and royalty-free right and license to use the Posts, including all copyrights and other intellectual property rights therein and all renewals and extensions thereof, in all formats and media, whether now known and existing or hereafter discovered or developed, throughout the universe, for all or any purposes whatsoever.
4. Use of Your Likeness. You hereby grant to the Company the right to use your name, image, likeness, and identifying information (collectively, “Likeness”) in connection with the Program, the Posts, and any derivative works we make from the Posts, to advertise and promote the same or any product that features or includes the Posts or a derivative work of a Post, in whole or in part.
5. Commission. You will be provided with a personalized discount code (“Affiliate Link”), granting your audience (“Affiliate Leads”) a reduction on the Company’s products. We will pay you a monthly commission equal to the percentage of the net profit generated from the use of the discount code during each month of the Term (“Commission”). Commission payments will be made monthly in arrears. The net profit percentage amount is specified on your Program participation document. To be eligible to receive the Commission you must agree to be bound by and adhere to these Terms and Conditions. You are responsible for payment of all taxes and fees applicable to the Commission. You will only be eligible for Commission payment for any transactions that are derived from Affiliate Leads generated by the Affiliate Link that we make available to you and are accepted by us. An Affiliate Lead will be considered valid and accepted if, in our reasonable determination: (i) it is a new potential customer of ours, and (ii) is not, at the time of submission or sixty (60) days prior, one of our pre-existing customers, or involved in our active sales process.
6. Confidentiality. You understand that you may be exposed to information about the Company’s products, services, and ideas that may not have been disclosed to the public (collectively, the “Confidential Information”). You agree to maintain the confidentiality of all Confidential Information disclosed to you (or which otherwise becomes available to you) in connection with the Program, and will hold all Confidential Information in strict confidence. You further agree to refrain from disclosing or using Confidential Information for any purpose other than participating in the Program. The obligation to maintain the confidentiality of Confidential Information shall survive termination and continue for five years.
7. Disclaimer and Limitation of Liability.
8. Disclaimer of Warranties. WE AND OUR AFFILIATED COMPANIES AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, SECURITY OR ACCURACY OF THE PROGRAM OR ANY PRODUCTS PROVIDED TO YOU AS A RESULT OF YOUR PARTICIPATION IN THE PROGRAM FOR ANY PURPOSE. TO THE EXTENT PERMITTED BY LAW, OUR PRODUCTS ARE PROVIDED TO YOU IN THE PROGRAM "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. WE DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND WITH REGARD TO ANY PRODUCTS PROVIDED TO YOU AS A RESULT OF YOUR PARTICIPATION IN THE PROGRAM INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
9. No Indirect Damages. TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS OR BUSINESS OPPORTUNITIES.
10. Limitation of Liability. IF, NOTWITHSTANDING THE OTHER TERMS OF THIS AGREEMENT, WE ARE DETERMINED TO HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY, THE PARTIES AGREE THAT OUR AGGREGATE LIABILITY WILL BE LIMITED TO THE TOTAL COMMISSION AMOUNTS YOU HAVE ACTUALLY EARNED FOR THE RELATED CUSTOMER TRANSACTIONS IN THE TWELVE MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO A CLAIM.
11. Termination. Either party may the participation in the Program for any reason on 30 days’ notice to the other party, or immediately if the other party commits a material breach of these Terms and Conditions. At our sole discretion, if you terminate your participation in the program, we may require the return of any equipment provided to you for your participation in the Program.
12. Relationship of the Parties. You understand that you are an independent contractor and these Terms and Conditions do not create any association, partnership, joint venture, employee, or agency relationship between you and us for any purpose.
13. Miscellaneous. These Terms and Conditions are governed by and construed in accordance with the laws of Texas without giving effect to any conflict of laws provisions that would result in the application of the laws of a different jurisdiction. Each party agrees to institute any legal suit, action, or proceeding arising out of these Terms and Conditions or the Posts in the federal or state courts in each case located in Austin, Texas. If any provision of these Terms and Conditions are illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of these Terms and Conditions will continue in full force and effect. These Terms and Conditions (including any terms incorporated herein) and your Affiliate Program contain the entire agreement between you and the Company and supersedes any oral or written statements made by or to you in connection with the Program and the Posts. These Terms and Conditions may not be modified except by a written agreement that is signed by an authorized representative of the Company.
