Affiliate Program Agreement

Affiliate Program Agreement

By proceeding with the signup process and clicking on the signup button, you, the affiliate, acknowledge and affirm that you have read and agree to be bound by the terms and conditions of this Affiliate Program Agreement (“Agreement”). This Agreement is effectively entered into as of the date of your electronic signup, between Haskins Information Technology LLC, a company incorporated under the laws of the applicable state, with its principal place of business located in St. Louis County, Missouri, (“Company”), and you, the affiliate (“Affiliate”).

  1. **Affiliation**: The Affiliate agrees to refer potential clients to the Company in exchange for a commission as defined in this Agreement.
  1. **Commission**: The Company agrees to pay the Affiliate a commission of 10% of the project’s value, excluding any associated costs such as managed hosting, for each successful referral that results in a closed transaction with a referred client. A successful referral is one where the referred client mentions the Affiliate by name or unique identifier and engages in a transaction with the Company. Payment of the commission will be made within 30 days from the date the Company receives the client’s deposit payment for the project. Commissions may be adjusted or denied in cases of fraudulent referrals or if the referral does not comply with our Affiliate guidelines. *For clarity, a “fraudulent referral” is defined as any referral obtained through dishonest means or misrepresentation. “Non-compliance” refers to any activities that contravene the guidelines provided by the Company to the Affiliate at the onset of their participation in the program or as updated from time to time.*
  1. **Commission Eligibility **: Participation in the Affiliate Program is a prerequisite for earning commissions. Affiliates are eligible to receive commissions only for transactions that occur after their date of enrollment in the program. Commissions are not retroactive; referrals made prior to joining the program do not qualify for commission payments. This policy ensures fairness and transparency in the allocation of commissions and upholds the integrity of the Affiliate Program.
  1. **Term and Termination**: This Agreement is effective upon the Affiliate’s electronic acceptance and will continue in effect until terminated by either party with written notice. A minimum notice period of 7 days is required for termination by either party.
  1. **Governing Law and Jurisdiction**: This Agreement shall be governed by and construed in accordance with the laws of the applicable state, without regard to its conflict of laws principles. Any disputes arising under or in connection with this Agreement shall be resolved in the competent courts located in St. Louis County, Missouri.
  1. **Modifications**: The Company reserves the right to modify the terms of this Agreement at any time, with notice provided to the Affiliate through electronic means at least 7 days in advance. Continued participation in the Affiliate Program following such modifications constitutes acceptance of the new terms.
  1. **Confidentiality**: The Affiliate agrees to maintain the confidentiality of any proprietary or confidential information shared during the course of the Affiliate Program. This obligation survives the termination of this Agreement. *Proprietary or confidential information includes, but is not limited to, trade secrets, business plans, strategies, methods, customer lists, technologies, and any information that is not publicly available.*
  1. **Liability and Indemnification**: The Affiliate agrees to indemnify and hold the Company harmless from any claims, damages, or expenses arising from the Affiliate’s misconduct or negligence. The Company’s liability under this Agreement is limited to the amount of commissions paid to the Affiliate.
  1. ** Acceptable Referral Methods** : The Affiliate agrees to engage in referral practices that are ethical, transparent, and in compliance with all applicable laws and regulations. Acceptable practices include, but are not limited to:

Sharing information about the Company’s services within the Affiliate’s network through personal communication, social media (provided it complies with the platform’s policies), and content marketing (e.g., blogs, webinars, and email newsletters) that is not unsolicited spam.

Utilizing provided marketing materials and tools by the Company, such as banners, links, and promotional content, in a manner that is consistent with the Affiliate’s own branding and audience engagement strategies.

Conducting informational sessions or meetings where potential clients can learn more about the Company’s offerings directly from the Affiliate, provided that these sessions do not involve misleading claims or high-pressure sales tactics.

Prohibited methods include, but are not limited to, the use of unsolicited email campaigns (spam), misleading advertisements, any form of communication that violates privacy laws, or practices deemed unethical like false representation of the Company or its services.

The Company reserves the right to review and approve the Affiliate’s marketing and referral methods periodically to ensure compliance with this Agreement and to maintain the integrity of the Affiliate Program. Affiliates are encouraged to consult with the Company if they are uncertain whether a particular method is acceptable under this Agreement.

  1. **Affiliate Disclosure Requirement** : The Affiliate is required to disclose their affiliate status when referring potential clients to the Company. This disclosure must be clear, conspicuous, and made in a manner that is easy for the prospect to understand at the point of referral. The Affiliate should indicate that they may receive compensation from the Company for referrals that result in a successful transaction. This practice ensures transparency and builds trust with potential clients, aligning with ethical marketing practices and adhering to applicable laws and regulations regarding affiliate marketing.
  1. ** Handling Multiple Referrals**: In instances where a client is referred to the Company by multiple Affiliates, the commission will be awarded based on the client’s explicit acknowledgment of who referred them. If the client gives credit to a specific Affiliate, the commission will be allocated accordingly.

In situations where it is not clear who the rightful recipient of the referral commission is, the Company reserves the right to make the final determination. This decision will be based on a fair assessment of all available evidence, including the timing of the referral, the nature of the contribution made by each Affiliate towards the client’s decision to engage with the Company, and any direct acknowledgment by the client.

The Company’s determination in such matters is final and binding, ensuring a transparent and equitable resolution to potential disputes over referral commissions.

  1. **Entire Agreement**: This Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior agreements, proposals, negotiations, representations, and communications between the parties.
  1. **Acceptance**: By clicking on the “I Agree” checkbox or button, the Affiliate explicitly agrees to the terms and conditions set forth in this Agreement.
  1. **Verification Process for Referrals**: To ensure the integrity and fairness of the Affiliate Program, the Company implements a structured process for verifying personal referrals. Upon a client’s initiation of a project, the Company will:

Review the client’s communication for the mention of the Affiliate’s name or unique identifier provided at the time of referral.

Directly ask the client during the onboarding process to name their referral source to ascertain the Affiliate’s involvement.

The final determination regarding the validity of a referral and the eligibility for commission will be made at the sole discretion of the Company. This process is designed to prevent disputes related to referral verification and to ensure that commissions are fairly awarded to Affiliates who play a direct role in bringing new business to the Company.

  1. **Payment Process and Tax Information**: Commissions earned by Affiliates under this Agreement will be paid through QuickBooks Online. Affiliates are required to provide their payment information upon request to facilitate this process. Additionally, Affiliates must submit their tax identification information (1099 information) to comply with tax regulations.

The Company will issue a Form 1099-MISC to Affiliates who meet the minimum earning threshold required for tax filing as dictated by current tax laws. It is the Affiliate’s responsibility to ensure that all provided information is accurate and up to date to avoid any delays in payment processing or tax reporting issues.

  1. **Referral Expiration and Project Dormancy**: A referral is considered active for a period of six (6) months from the date of the initial referral. If there is no activity or progress towards closing the project within this six-month period, the referral will expire. However, if the referred project remains active or is in progress but takes longer than six months to close, the referral will not expire due to this extended timeline. The Affiliate will retain credit for the referral, ensuring they are fairly compensated once the project successfully closes. This policy is designed to recognize the efforts of Affiliates while also accommodating the varying timelines of project completions.
  1. **Data Protection and Privacy Compliance**: Company recognizes the importance of data privacy and protection. Affiliates are expected to adhere to all applicable data protection laws and regulations, including but not limited to the General Data Protection Regulation (GDPR) for affiliates in the European Union, and similar privacy laws in other jurisdictions.

Data Handling and Processing: Affiliates must ensure that any personal data obtained in the course of their referral activities is processed lawfully, fairly, and in a transparent manner. Affiliates should only collect personal data necessary for the completion of their duties under this Agreement and ensure that such data is accurate and kept up to date.

Data Security: Affiliates are responsible for implementing appropriate technical and organizational measures to ensure a level of security appropriate to the risk, including protection against unauthorized or unlawful processing and against accidental loss, destruction, or damage.

Data Sharing and Transfer: Any transfer of personal data to third parties or international organizations must comply with applicable data protection laws. Affiliates must ensure that personal data is not shared with any third party without proper legal grounds and that all recipients of such data are bound by confidentiality and data protection obligations.

Data Subject Rights: Affiliates must respect the rights of data subjects, including the rights to access, correct, delete, or transfer their personal data, and the right to object to its processing. Affiliates should have procedures in place to respond to data subjects’ requests to exercise their rights.

Breach Notification: In the event of a personal data breach, Affiliates must notify Company without undue delay and, where feasible, not later than 72 hours after becoming aware of it, unless the personal data breach is unlikely to result in a risk to the rights and freedoms of natural persons.

Training and Awareness: Affiliates should ensure that their employees, agents, and subcontractors are informed of and trained on their data protection obligations under this Agreement.

Haskins Information Technology LLC
St. Louis County, Missouri.