Affiliate Sign-up - Butterfly Essential Oils

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Terms & conditions

This Agreement contains the complete terms and conditions that apply to an individual’s or entity’s participation in the Butterfly Express Affiliate Program (the “Program”). As used in this Agreement, “we”, “us”, or “our” means Butterfly Express LLC (“Butterfly Express”) or any of our affiliate; parent; or group companies and our successors and assigns, as the case may be, and “you” means the applicant. Butterfly Express Site means, collectively, the Butterfly Express.net website, the Butterfly Express mobile website and the Butterfly Express mobile applications. “Your site” means your website or any online presence where you will link to the Butterfly Express Site or on which you refer to Butterfly Express or any of its products (and which you will identify in your Program application). We may cause any of our obligations under this Agreement to be fulfilled by any of our Affiliates (defined below), on our behalf.
			
		<h6>1. Enrollment in the Program</h6>
			Participation in the Program is limited to parties that lawfully can enter into and form contracts under applicable law, you should submit a complete Program Application via the Butterfly Express Site. While the registration is automatic and you can begin qualifying for referral commissions immediately, we will evaluate your application and will notify you if we determine in our sole discretion that your site is unsuitable for the Program. Unsuitable sites include, but are not limited to, those that:
		
			<li>Advertise affiliate links through pop-ups or pop-unders</li>
			<li>Advertise affiliate links as a cash-back offer</li>
			<li>Advertise misleading offers</li>
			<li>Use affiliate links, whether directly or indirectly, on web sites offering any kind of referral program with or without payment of fees and/or sites in the nature of multi-level marketing arrangements</li>
			<li>Use affiliate links on illegal audio video download sites</li>
			<li>Promote affiliate link or any third party links via use of paid ads on search engine result pages and social media websites by bidding on trademark of Butterfly Express.net or any variation or misspelling of any trademark of Butterfly Express.net</li>
			<li>Promote pornography and sexually explicit materials</li>
			<li>Promote violence</li>
			<li>Promote discrimination</li>
			<li>Promote illegal activities</li>
			<li>Include any trademark of Butterfly Express.net, or its affiliates, or any variation or misspelling of any trademark of Butterfly Express.net, or its affiliates, in any parent domain name</li>
			<li>Include any trademark of Butterfly Express.net, Inc. or its affiliates in any username, group name, or other identifier on any social networking website</li>
			<li>Include any color combination or layout similar or identical to Butterfly Express.net, with the intention to deceive</li>
			<li>Use links or URLs which are not published by the Butterfly Express Site or by Butterfly Express Affiliate Program</li>
			<li>Add products directly to the customer’s cart using scripts or any other tools</li>
			<li>Otherwise violate intellectual property rights</li>

If we determine, in our sole discretion, that your site is unsuitable for our program we may (in addition to any other rights or remedies available to us) withhold any commissions payable to you under this Agreement, terminate this Agreement, or both. In addition, you hereby consent to us monitoring, recording, using, and disclosing information about your site and visitors to your site that we obtain in connection with your display of Links, and monitoring, crawling, and otherwise investigating your site to verify compliance with this Agreement and suitability for the Program.

If we reject your application, you are welcome to reapply to the Program at any time. You should also note that if we accept your application and your site is thereafter determined (in our sole discretion) to be unsuitable for the Program at a later period, we may terminate this Agreement with immediate effect including withholding all your pending commission payments, with or without notice, as may be determined in the sole discretion of Butterfly Express.net.

By participating in the Program you agree that you have read and understood the contents of Butterfly Express Terms of Use (http://www.ButterflyExpress.net/s/terms) and contents of the said Terms of Use shall be read as part and parcel of the Agreement, wherever applicable and be binding upon you.

<h6>2. Links on Your Site</h6>
			We grant you a revocable, non-exclusive, worldwide, royalty-free license for the duration of the term of this Agreement, solely for purposes of facilitating referrals from your site to the Butterfly Express Site, to provide on your site one or more links to the Butterfly Express Site:

<h6>3. Order Processing</h6>
			We will process Product orders placed by customers who follow Links from your site to the Butterfly Express Site. We reserve the right to reject/disapprove orders that do not comply with any requirements that we periodically may establish. We will be responsible for all aspects of order processing and fulfillment. Among other things, we will prepare order forms, process payments, cancellations, and returns, and handle customer service. We will track sales made to customers who purchase Products by using Special Links from your site to the Butterfly Express Site and will make available to you reports summarizing this sales activity. The form, content, and frequency of the reports may vary from time to time in our discretion.

<h6>4. Referral Fees</h6>
			We will pay you (in accordance with Sections 5 and 6 below) referral commissions on certain Product sales to third parties. For a Product sale to be eligible to earn a referral commission, the customer must click-through a Special Link on your site to the Butterfly Express Site and establish a login account. Thereafter that customer becomes your customer for any purchases made with the login account first established as set out above, until termination of this agreement for any reason, modification of this agreement unless the customer chooses to purchase under someone else, or until that customer becomes a Butterfly Express Wholesaler. If during the term of this agreement, one of your customers becomes a Butterfly Express Wholesaler, you will be paid a one-time $75.00 payment and the terms of this agreement will no longer apply to purchases by that customer.
		
			We will only pay referral commissions on eligible Products, purchased using the login account described above, after order, payment, and shipping. We will not in any case pay referral commissions on product that is not purchased using the login account first established as set forth above.
		
		<h6>5. Returns</h6>
			Returns of product will be handled according to our normal return policy as it is modified or changed by us in our sole discretion. In the event of any return by one of your customers, your account will be debited for the full commission value of the product returned and any actual cost associated with the return.

<h6>6. You agree that you will not:</h6>
			<li>a. in any way modify, redirect, suppress, or substitute the operation of any button, link, or other interactive feature of the Butterfly Express Site;</li>
			<li>b. take any action that could reasonably cause any customer confusion as to our relationship with you, or as to the site on which any functions or transactions (e.g., search, order, browse, and so on) are occurring;</li>
			<li>c. attempt to intercept or re-direct (including, without limitation, via user-installed software) traffic from or on, or divert referral commissions from, any web site that participates in the Program; or</li>
			<li>d. seek to purchase or register any keywords, search terms or other identifiers that include the words “Butterfly Express,” or any other trademark of Butterfly Express or its affiliates, or variations or misspellings thereof (“Proprietary Terms”) for use in any search engine, portal, sponsored advertising service or other search or referral service.</li>
		<h6>7. Referral Commissions Schedule</h6>
			During each calendar month, for Qualifying Products sold using customer logins from customers first established during sessions initiated through Special Links on your site, you will earn (subject to the other terms of this Agreement) referral commissions in accordance with the “Fee Structure” described below. Fee Structure: Subject to the other terms of this Agreement, you will earn 10%-18% of Qualifying Revenues (revenues derived by us from customers as a result of sales of Qualifying Product units sold using Customer login accounts first established through Special Links on your site, excluding costs for shipping, handling, gift-wrapping, taxes separately stated and charged to the customer, service charges, rebates, credit card processing fees, returns and some bad debt). Products that qualify for 18% commissions are: essential oils (sample – 16oz), oil kits, carrier oils, and books. Products that qualify for 10% commissions are: hydrosols, gallon size essential oils, tinctures, herbs, salves, blessed waters, supplements, soaps, lotions, rubs, diffusers, jewelry, oil cases, minerals, and bottles. There are a few items  on our website that are excluded from commissions because they are products of other companies that we carry for the convenience of our customers, most of these products are listed in the Other catagory. We reserve the right to set the prices of any and all products sold by Butterfly Express and to change those prices at any time without notice. We also reserve the right to change the amount of the referral commission at any time without notice, and to change what items are excluded from commissions at any time without notice. Your only recourse should we choose to change the price or the referral commission shall be the right to terminate this agreement.

<h6>Referral Commissions Payment</h6>
			If you select payment via Check, we will accrue and withhold referral commissions until the total amount due is at least $250.00. We will pay you referral commissions on a monthly basis for Qualifying Products shipped in the applicable month. Approximately 30 days following the end of each calendar month.
			If you select payment via a credit to your account, we will not send you a check and will leave your balance on your account. You may use your credit at any time on the Butterfly Express Site.
		
			Please note that the referral commissions will be processed as per the payment mode mentioned by you in your affiliate account as on the 1st of every month. In case you change your payment mode after the 1st of the month, the new payment details will be applicable from next month’s payment cycle.

The referral commission payable to you is inclusive of all taxes including service tax or other tax or levy that you may be required to remit in connection with such services. If required by applicable tax law, we may deduct or withhold income taxes from the referral commissions payable to you. If you are an Idaho resident, your referral commissions payable to you may be subject to income tax withholding. The referral commissions would be subject to the rate of income tax withholding applicable to you and will vary and income tax would be withheld from the referral commissions accrued to you on the basis of documents submitted by you. If we deduct or withhold income taxes from referral commissions payable to you, we will issue to you the relevant withholding tax certificate evidencing deposit of the taxes with the relevant regulatory authorities. You hereby agree that you will not pursue any claim against Butterfly Express or any of its affiliates, and hereby waive all such claims you may now or in the future have, in respect of any income taxes Butterfly Express deposits with a relevant taxing authority pursuant to this Agreement.

<h6>8. Links on Your Site</h6>
			We grant you a nonexclusive, revocable right to use the graphic image and text described in Section 8 and such other text or images for which we grant express permission, solely for the purpose of identifying your site as a Program participant and to assist in generating Product sales. You may not modify the graphic image or text, or any other of our images, in any way. We reserve all of our rights in the graphic image and text, any other images, our trade names and trademarks, and all other intellectual property rights. You agree to follow our Trademark Guidelines, as those guidelines may change from time to time. We may revoke your license at any time by giving you written notice. Upon termination of this agreement the license granted hereunder is revoked. Upon revocation of the license you agree to immediately remove any of the above described intellectual property from your site and any other use.

<h6>9. Compliance with Laws</h6>
			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 and all other anti-spam laws.

<h6>10. Term of the Agreement</h6>
			The term of this Agreement will begin upon your Program Application and will end when terminated by either party. Either you or we may terminate this Agreement at any time, with or without cause, by giving the other party written notice of termination. Upon the termination of this Agreement for any reason, you will immediately cease use of, and remove from your site, all links to the Butterfly Express Site, and all of our trademarks, trade dress, and logos, and all other materials provided by or on behalf of us to you pursuant hereto or in connection with the Program. You are eligible to earn referral commissions only on sales of Qualifying Products that occur during the term, and referral commissions earned through the date of termination will remain payable only if the related orders are not canceled or returned. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid. Upon termination of this Agreement by either side you will cease to be an affiliate and shall remove all links to the Butterfly Express site as detailed above and non-removal of links and use of all or any of our trademark, trade dress, logos and price are treated as illegal crawling and infringement of our Trademark.

<h6>11. Modification</h6>
			We may modify any of the terms and conditions contained in this Agreement, without prior notice at any time and in our sole discretion, by posting a change notice or a new agreement on the Butterfly Express Site. Modifications may include, for example, changes in the scope of available referral commissions, referral commission schedules, payment procedures, and Program rules. If any modification is unacceptable to you, your only recourse is to terminate this agreement. Your continued participation in the program following our posting of a change notice or new agreement on the Butterfly Express site will constitute binding acceptance of the change.

<h6>12. Relationship of Parties</h6>
			You and we are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on your site or otherwise, that reasonably would contradict anything in this clause.

<h6>13. Limitation of Liability</h6>
			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 commissions paid or payable to you under this Agreement.

<h6>14. Disclaimers</h6>
			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, non-infringement, 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 the Butterfly Express Site will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors.

<h6>15. Independent Investigation</h6>
			You acknowledge that you have read this agreement and agree to all its terms and conditions. You understand that we may at any time (directly or indirectly) solicit customer referrals on terms that may differ from those contained in this agreement or operate sites that are similar to or compete with your site. You have independently evaluated the desirability of participating in the program and are not relying on any representation, guarantee, or statement other than as set forth in this agreement.

<h6>16. Disputes</h6>
			Any dispute relating in any way to the Program or this Agreement will be adjudicated in courts in Franklin County, Idaho and you hereby consent to exclusive jurisdiction and venue in those courts. You further acknowledge and agree that our rights in the Content are of a special, unique, extraordinary character, giving them peculiar value, the loss of which cannot be readily estimated and may not be adequately compensated for in monetary damages. You further agree that if the need arises for us to seek injunctive relief to protect our rights under this agreement that a violation of this agreement will create injury for which there is no adequate remedy at law and we will be entitled to injunctive relief without the need to post a bond.
		
		<h6>17.Miscellaneous</h6>
			This Agreement will be governed by the laws of the State of Idaho, without reference to rules governing choice of laws. 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. Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce

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