Affiliate Terms & Conditions

By signing up to be an Affiliate in the Spleeff Affiliate Program (“Affiliate Program” or “Program”), you are subject to Spleeff’s general Terms and Conditions, and Spleeff’s Privacy Policy (both available on our website), as well as agreeing to be bound (“Agreement”) by the following additional Affiliate Program Terms and Conditions ("Affiliate Terms and Conditions" or " Affiliate Terms"). As a reminder, our product is for adults, and we request that you only refer friends or colleagues that can purchase Spleeff products from our 21+ age-verified ecommerce platform.

1.     Right to Cancel Program or Change Affiliate Terms

Spleeff reserves the right to cancel the Program or to change these Affiliate Terms and Conditions at any time in its sole discretion. Continued use of the Program after any such changes shall constitute your consent to such changes. Violation of any of the terms below will result in the termination of your Account and for forfeiture of any outstanding affiliate commission payments earned during the violation. You agree to use the Affiliate Program at your own risk.

2.     Affiliate Conditions

You must comply with the following conditions:

·         You must be 21 years or older to be part of this Program.

·         You will not market Spleeff products for the treatment of a specific disease or condition.

·         You must live in the United States to be an Affiliate.

·         You must be a human. Accounts registered by “bots” or other automated methods are not permitted.

·         You must provide your legal full name, a valid email address, and any other information requested to complete the signup process.

·         Your login may only be used by one person – a single login shared by multiple people is not permitted.

·         You are responsible for maintaining the security of your account and password. Spleeff will not be liable for any loss or damage from your failure to comply with this security obligation.

·         You are responsible for all Content posted and activity that occurs under your account.

·         One person or legal entity may not maintain more than one account.

·         You may not use the Affiliate Program for any illegal or unauthorized purpose. You must not, in the use of the Program, violate any laws in your jurisdiction (including but not limited to copyright laws).

·         You may not use the Affiliate Program to earn money on your own Spleeff product accounts.

·         You may not purchase products through your affiliate links for your own use. Such purchases may result (in our sole discretion) in the withholding of referral fees and/or the termination of this Agreement.

3.     Mark Ownership

You explicitly agree not to adopt or use in any manner any trademarks, service marks, tradenames, and/or URLs that are the same or confusingly similar to, or are combined with, those of Spleeff. You further agree that you and your agent(s) will not to create or design your website(s) or any other website(s) that you or your agent(s) operate, explicitly or implied, in a manner which leads persons to believe that you or your agent(s) are Spleeff or any other affiliate of Spleeff.

4.     Promotional Materials

Once you have signed up for the Program, you will be assigned a unique Affiliate Code. You are permitted to place links, banners, graphics, or other textual material that we provide (“Promotional Materials”) with your Affiliate Code on your site, in your emails, or in other communications. You will display the Promotional Materials on your website prominently and as you see fit, provided that the manner of display shall be subject to the Affiliate Terms and Conditions of this Agreement.

5.     Use of Promotional Materials 

Your use and display of the Promotional Materials on your site shall conform to the following terms, conditions, and specifications:

·         You may not use any graphic, textual, or other materials, including testimonials, to promote Spleeff's website, products or services other than the provided Promotional Materials, unless Spleeff agrees to such other materials in writing prior to their display.

·         You will comply with laws and regulations of their local jurisdiction, and the laws of the United States, including regulations promulgated by the Food & Drug Administration and Federal Trade Commission.

·         You may only use the Promotional Materials for the purpose of promoting Spleeff's website (and the products and services available thereon), and for linking to Spleeff’s website.

·         You will not alter, add to, subtract from, or otherwise modify the Promotional Materials as they are prepared by Spleeff. If you wish to alter or otherwise modify the Promotional Materials, you must obtain prior written consent from Spleeff for such alteration of modification.

·         The Promotional Materials will be used to link only to Spleeff's website, to the specific page and address as specified by Spleeff.

6.     License

Spleeff hereby grants you a nonexclusive, nontransferable license (the "License") to use the Promotional Materials as specified under the Affiliate Terms. The term of the License shall expire upon the expiration or termination of this Agreement.

7.     Intellectual Property

Spleeff retains all right, ownership, and interest in the Promotional Materials, and in any copyright, trademark, or other intellectual property in the Promotional Materials. Nothing in this Agreement shall be construed to grant you any rights, ownership or interest in the Promotional Materials, or in the underlying intellectual property, other than the rights to use the Promotional Materials granted under the License.

8.     Special Links

To permit accurate tracking, reporting, and referral fee accrual, we will provide you with special link formats to be used in all links between your site and Spleeff. You must ensure that each of the links between your site and the Spleeff website properly utilizes such special link formats. Links to the Spleeff site placed on your site pursuant to the Affiliate Terms and Conditions and which properly utilize such special link formats are referred to as “Special Links.” You will earn referral fees only with respect to sales on a Spleeff product occurring directly through Special Links; we will not be liable to you with respect to any failure by you or someone you refer to use Special Links or incorrectly type your Affiliate Code, including to the extent that such failure may result in any reduction of amounts that would otherwise be paid to you pursuant to this Agreement. Affiliate links should point to the page of the product being promoted.

9.     Commissions

In exchange for your display of the Promotional Materials, and your compliance with and performance of the Affiliate Terms and Conditions, Spleeff will pay to you a commission (the "Commission") in the amount of a percentage of product sold to a user that accesses Spleeff's website through the Special Link. This percentage is subject to change by the Spleeff at any time. Notification to you of any change in commission percentage will be given at the email address that you provide to Spleeff. Commissions will be based on purchases made by a user. Spleeff will keep accurate and up-to-date records of the data used to determine the total amount of Commissions owed to you.

For a Product sale to be eligible to earn a Commission, the customer must click-through a Special Link from your site, email, or other communications to spleeff.com and complete an order for a product during that session. We will only pay commissions on links that are automatically tracked and reported by our systems. We will not pay commissions if someone says they purchased, or someone says they entered a referral code if it was not tracked by our system. We can only pay commissions on business generated through properly formatted special links that were automatically tracked by our systems. We reserve the right to disqualify commissions earned through fraudulent, illegal, or overly aggressive, questionable sales or marketing methods.

10.  Payment and Payment Schedule

Payments only begin once you have earned more than $50 income. Commissions are paid monthly. The pay period ends on the last day of the month. Commissions are held for a period of 5 days from the end of the pay period to protect Spleeff in the event of any fraud that may occur. If on any Commission payment date, the amount of total Commissions accrued and payable to you is less than $50.00, then such accrued and payable balance may be held over to the following month, and paid together with the Commissions due for that month.

11.  Identifying Yourself as a Spleeff Affiliate

You may not in any manner misrepresent or embellish the relationship between us and you, say you develop our products, say you are part of Spleeff or express or imply any relationship or affiliation between us and you or any other person or entity except as expressly permitted by this Agreement (including by expressing or implying that we support, sponsor, endorse, or contribute money to any charity or other cause).

12.  Customer Definition

Customers who buy products through this Program will be deemed to be our customers. Accordingly, all our rules, policies, and operating procedures concerning customer orders, customer service, and product sales will apply to those customers. We may change our policies and operating procedures at any time. For example, we will determine the prices to be charged for products sold under this Program in accordance with our own pricing policies. Product prices and availability may vary from time to time. Because price changes may affect Products that you have listed on your site, you should not display product prices on your site. We will use commercially reasonable efforts to present accurate information, but we cannot guarantee the availability or price of any product.

13.  Compliance with Laws

As a condition to your participation in the Program, you agree that while you are a Program participant you will comply with all laws, ordinances, rules, regulations, orders, licenses, permits, judgments, decisions or other requirements of any governmental authority that has jurisdiction over you, whether those laws, etc. are now in effect or later come into effect during the time you are a Program participant. Without limiting the foregoing obligation, you agree that as a condition of your participation in the Program you will comply with all applicable laws (federal, state or otherwise) that govern marketing email.

14.  No Spam

You must comply with all up to date “SPAM” laws. For example, advertising commonly referred to as “spamming” is unacceptable to us and could cause damage to our name. Other generally prohibited forms of advertising include the use of unsolicited commercial email (UCE), postings to non-commercial newsgroups and cross-posting to multiple newsgroups at once. In addition, you may not advertise in any way that effectively conceals or misrepresents your identity, your domain name, your return email address, or infringes on the rules or regulations surrounding the sale of our products from the Food and Drug Administration (or other regulating agencies). Any unacceptable non-personal distribution of the referral will be grounds for immediate termination of your account and exclusion from the Program.

15.  Term of Agreement and Program

The Terms and Conditions of this agreement will begin upon signup and registration for the Affiliate Program and will end when your affiliate account has been terminated. Either you or Spleeff have the right to terminate this Agreement at any time and for any cause. Upon the termination of this Agreement for any reason, you will immediately cease use of, and remove from your site, all links to spleeff.com, and all of our trademarks, logos, and all other materials provided by or on behalf of us to you pursuant hereto or in connection with the Program. Spleeff reserves the right to end the Program at any time. Upon program termination, Spleeff will pay any outstanding earnings accrued above $50.

16.  Termination of your Account

Spleeff, in its sole discretion, has the right to suspend or terminate your account and refuse any and all current or future use of the Program, or any other Spleeff service, for any reason at any time. Such termination will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture and relinquishment of all potential or to-be-paid commissions in your Account if they were earned through fraudulent, illegal, or overly aggressive, questionable sales or marketing methods. Spleeff reserves the right to refuse service to anyone for any reason at any time.

17.  Relationship of Parties

This Agreement shall not be construed to create any employment relationship, agency relationship, or partnership between you and Spleeff. You shall provide services to Spleeff as an independent contractor. You will have no authority to bind Spleeff into any agreement, nor make or accept any offers or representations on our behalf nor be considered an agent in any other respect. You will not make any statement, whether on your site or otherwise, that reasonably would contradict anything in this Section.

18.  Your Representations and Warranties

You represent and warrant the following:

a.     You have the legal authority to enter into this Agreement and to be bound to the promises, covenants, and other duties set forth in this Agreement.

b.     You will not use the Promotional Materials in any manner other than those set forth these Affiliate Terms and Conditions. You will not make any claim to ownership of the Promotional Materials, or of the copyright, trademark, or other intellectual property therein.

c.     You will not make any health claims, nor any assurances that Spleeff’s products are a cure or treatment for any disease or health condition.

d.     You will not publish or otherwise distribute any advertising materials for your site that reference the Spleeff or Spleeff's website unless Spleeff gives prior written consent to the distribution of such materials. You will not use Spleeff's name (or any name that is confusingly similar to Spleeff's name) for any purpose on your website, promotional materials, or in any other context except to promote Spleeff's website as specified in this Agreement.

e.     You will not engage in the distribution of any unsolicited bulk emails (spam) in any way mentioning or referencing Spleeff or Spleeff's website. If Spleeff confirms you have promoted any of its products via spam, the Spleeff will immediately invalidate all current sales and terminate your account without notice. Notice of any violation of SPAM laws will result in the forfeiture of any due commissions, and immediate termination of your affiliate account.

f.      You are solely responsible for the development, operation, and maintenance of your site and for all materials that appear on your site. For example, you are solely responsible for:

                      i.        The technical operation of your site and all related equipment

                     ii.        Ensuring the display of Special Links on your site does not violate any agreement between you and any third party (including without limitation any restrictions or requirements placed on you by a third party that hosts your site)

                    iii.        The accuracy, truth, and appropriateness of materials posted on your site (including, among other things, all Product-related materials, and any information you include within or associate with Special Links)

                    iv.        Ensuring that materials posted on your site are not libelous or otherwise illegal

                     v.        Ensuring that your site accurately and adequately discloses, either through a privacy policy or otherwise, how you collect, use, store, and disclose data collected from visitors, including, where applicable, that third parties (including advertisers) may serve content and/or advertisements and collect information directly from visitors and may place or recognize cookies on visitors’ browsers.

                    vi.        Ensuring your site does not contain any materials that are sexually explicit, obscene, or pornographic; offensive, profane, hateful, threatening, harmful, defamatory, libelous, harassing, or discriminatory (whether based on race, ethnicity, creed, religion, gender, sexual orientation, physical disability, or otherwise); indicative of product’s suitability to diagnose, treat, or cure any disease; graphically violent, including any violent video game images; or solicitous of any unlawful behavior.

                   vii.        Ensuring you have obtained any necessary clearances, licenses, or other permission for any intellectual property used on your website. Nothing on your site violates or infringes on the rights of any third party (including, for example, copyrights, trademarks, privacy, or other personal or proprietary rights).

g.     You agree that you will not engage in cybersquatting tactics, including but not limited to, registering a domain that incorporates the Spleeff name or that is confusingly similar to Spleeff name, domain squatting, trademark squatting, and misspellings of Merchant Trademarks; engage in any keyword bidding on any Merchant Trademarks, misspellings, or similar terms on Pay-Per-Click campaigns run on these search engines: Google, Bing, and Yahoo; use any Merchant Trademark or any variation thereof as part of the display URL in these Search Engines or like marketing campaign without the prior written consent of Spleeff. For any other forms of promotion, you can either do a redirect to our site using the Special Link, or use a landing page that makes it clear that you are a third party (e.g. you cannot simply copy our home page and pretend to be Spleeff). Any misrepresentation of the Spleeff's websites or companies will result in immediate expulsion from the Program.

h.     You will not cause any transactions to be made that are not in good faith, including, but not limited to, using any device, program, robot, i-frames, or hidden frames.

i.      You understand and acknowledge that the Spleeff products age-restricted. You agree that you will not promote Spleeff using methods that violate relevant federal and state regulations regarding advertising restrictions, including, but not limited to, promoting Spleeff products primarily to a youth target audience or by promoting any Spleeff Products in any other manner contrary to law.

19.  Limitation of Liability

We will not be liable for indirect, special, or consequential damages (or any loss of revenue, profits, or data) arising in connection with this Agreement or the Program, even if we have been advised of the possibility of such damages.  Further, our aggregate liability arising with respect to this Agreement and the Program will not exceed the total referral fees paid or payable to you under this Agreement.

20.  Disclaimers

We make no express or implied warranties or representations with respect to the Program or any products sold through the Program (including, without limitation, warranties of fitness, merchantability, noninfringement, or any implied warranties arising out of a course of performance, dealing, or trade usage). In addition, we make no representation that the operation of Spleeff will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors.

21.  Taxes

Spleeff is not be responsible for any taxes that you owe arising out of your participation in the Affiliate Program as set forth in this Agreement. Spleeff will not withhold any taxes from the commissions paid to you. You are not an employee of Spleeff, and no taxes will be due or withheld by the Spleeff on your behalf.

22.  Indemnification

You will indemnify Spleeff and hold harmless Spleeff from any claim, damage, lawsuit, action, complaint, or other costs arising out of any breach of your representations and warranties pursuant to the Affiliate Terms. You will also indemnify and hold harmless Spleeff for any damage, loss or other cost arising out of your use or misuse of the Promotional Materials. You will indemnify Spleeff for attorney fees in the event of any CAN-SPAM violation resulting in litigation.

23.  Arbitration

Any dispute relating in any way to this Agreement (including any actual or alleged breach hereof), any transactions or activities under this Agreement or your relationship with us or any of our affiliates shall be submitted to confidential arbitration, except that, to the extent you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any state or federal court (and you consent to non-exclusive jurisdiction and venue in such courts) or any other court of competent jurisdiction. Arbitration under this agreement shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise.

24.  Miscellaneous

These Affiliate Terms & Conditions shall be governed by and interpreted in accordance with the laws of the State of Illinois without regard to the conflicts of laws and principles thereof.

You agree that you will not use Spleeff’s names, logos, or other protected marks without Spleeff’s consent.

You may not assign this Agreement, by operation of law or otherwise, without our 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.

The failure of Spleeff to exercise or enforce any right or provision of the Affiliate Terms and Conditions shall not constitute a waiver of such right or provision.

You may not amend or waive any provision of this Agreement unless in writing and signed by an officer of Spleeff.

25.  Headings

The headings and titles contained in these Affiliate Terms & Conditions are included for convenience only and shall not limit or otherwise affect these Terms & Conditions.

26.  Severability

If any provision of these Affiliate Terms & Conditions is held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of the parties is effectuated, and the remainder of these Affiliate Terms & Conditions shall have full force and effect.

27.  Entire Agreement

These Affiliate Terms Conditions represent the entire agreement between you and Spleeff outside of our existing Terms and Conditions and Privacy Policy and shall supersede all prior agreements and communications of the parties, oral or written with regard to the subject matter hereof.