Obligations and Representations.
I understand that as an Affiliate of BIY Bone Broth Inc. (d/b/a "Numo Broth"):
• I must be of legal age in the state in which I reside.?• I have the right to offer for sale Numo Broth products and services in accordance with the terms and conditions of this Affiliate Agreement.?• I will comply with all federal, state, county, and municipal laws, ordinances, rules, and regulations, and shall make all reports and remit all withholdings or other deductions as may be required by any federal, state, county, or municipal law, ordinance, rule, or regulation.?• I will perform my obligations as an Affiliate with honesty and integrity.?• I will use only the sales agreements and order forms which are provided by Numo Broth for the sale of goods and services, and I will follow all policies and procedures established by Numo Broth for the completion and processing of such agreements and orders.
Qualifying Sales, Commissions and Payments.
As an affiliate, you can earn commission on revenue generated by encoded links. Commissions are eligible on sales tracked after a user clicks on your Numo Broth Affiliate link.
I understand that Numo Broth Affiliate links work by leaving a cookie on a users computer. I understand that Numo Broth is not responsible for any lost commissions due to the user deleting or removing cookies from tracking sales via your Numo Broth Affiliate link.
Your Numo Affiliate link is set to expire after a minimum of 1095 days (3 years).
I understand that as an Affiliate of Numo Broth, I will be paid commission for all qualifying sales.
I understand that Numo Broth offers a 30 day return policy on it’s products. I understand that any products purchased via my Numo Broth Affiliate link, but returned are not a qualifying sale and therefore I will not be paid a commission.
I understand and accept that my commissions will be paid only on qualifying sales a minimum of 30 days after the sale.
I understand that I will be paid via PayPal deposit or another payment option as chosen by Numo Broth.
I understand that program terms, products, and commissions are subject to change at Numo Broth’s discretion and that Numo Broth reviews their affiliate program periodically making appropriate changes based on market conditions.
I understand I can track my commissions and earnings by running reports on sales, commissions, clicks and conversion rates through my affiliate account dashboard.
Presenting Numo Broth Products.
I agree to present Numo Broth products as set forth in official Numo Broth literature and presentations.
Independent Contractor Status.
I agree that as a Numo Broth Affiliate, I am an independent contractor and not an employee, agent, partner, legal representative or franchisee of Numo Broth. I am not authorized to and will not incur any debt, expense, or obligation, or open any checking account on behalf of, for, or in the name of Numo Broth. I understand that I shall control the manner and means by which I operate my Numo Broth business, subject to my compliance with this Affiliate Agreement, the Numo Broth policy manual, and the Numo Broth Sales Compensation Plan (all of which are collectively referred to as the “Contract”). ??I agree that I will be solely responsible for paying all expenses I incur, including but not limited to travel, food, lodging, secretarial, office, long distance telephone, and other expenses. I UNDERSTAND THAT I WILL NOT BE TREATED AS AN EMPLOYEE OF Numo Broth FOR FEDERAL OR STATE TAX PURPOSES. I acknowledge and agree that Numo Broth is not responsible for withholding and shall not withhold or deduct from my bonuses and commissions, if any, FICA, or taxes of any kind, unless such withholding becomes legally required. I agree to be bound by all sales tax collection and remittance agreements between Numo Broth, all appropriate taxing jurisdictions, and all related rules and procedures.
Numo Broth Policies.
I have carefully read and agree to comply with the Numo Broth policy manual, and the Numo Broth Sales Compensation Plan, both of which are incorporated into the Affiliate Agreement by this reference and become part of the Contract. I understand that I must be in good standing and not in violation of any of the terms of the Contract in order to be eligible to receive any bonuses or commissions from Numo Broth. I understand that if I enroll without a social security number my purchases and bonuses under the Numo Broth Sales Compensation Plan are limited.
I understand that the Contract, including this Affiliate Agreement, the Numo Broth policy manual, and the Numo Broth Sales Compensation Plan, may be amended at any time at the sole discretion of Numo Broth, and I agree that upon 30 days notice, any such amendment will apply to me. Notification of amendments will be published in official Numo Broth materials including the Company’s official website.
The continuation of my Numo Broth business or my acceptance of bonuses or commissions shall constitute my acceptance of any and all amendments to the contract.
Term and Termination.
The term of this Contract and each subsequent renewal is one year. Unless a party notifies the other of its intent to terminate the Contract, I understand and agree that the Contract is renewed automatically each year on its anniversary date. Numo Broth may terminate my account at any time for violation of the terms and conditions of the Contract including any amendments thereto.
If my Contract is canceled or terminated for any reason, I understand and agree that I will permanently lose all rights as a Affiliate and I shall not be eligible to sell Numo Broth products or services or to receive commissions, bonuses, or other remuneration from my activities. In the event of cancellation, termination, or non-renewal, I agree to forfeit and waive all rights I have, including but not limited to property rights, my former downline organization, and any commissions, bonuses, or other remuneration derived through the sales and other activities of my efforts. ??If my Contract is not renewed, or if it is cancelled or terminated for any reason, I agree to immediately discontinue use of any and all Numo Broth trademarks, service marks, and copyrighted materials. I also agree that during the term of this Contract and for one (1) year following the termination or cancellation of this Contract, regardless of the reason for termination or cancellation, I will not directly or indirectly solicit or recruit, as defined in the Numo Broth policy manual, any Numo Broth Affiliate.
I may not assign any rights or delegate my duties under this Contract without the prior written consent of Numo Broth. Numo Broth may freely assign the Contract at any time. Any attempt to transfer or assign the Contract without the express written consent of Numo Broth renders the Contract terminable at the option of Numo Broth and may result in termination of my business.
Breach of the Agreement.
I understand that if I fail to comply with the terms of my Contract, Numo Broth may, in its sole discretion, impose upon me disciplinary action as set forth in the Numo Broth policy manual. If I am in breach, default, or violation of the Contract at termination, I shall not be entitled to receive any further bonuses or commissions, whether or not the sales for such bonuses or commissions have been completed. If I fail to pay for products or services when payment is due or am indebted to Numo Broth for any reason, including but not limited to for commissions or bonuses paid on returned product, I authorize Numo Broth to withhold and retain the appropriate amounts from my bonus or commission checks or to charge my credit cards or other accounts which I have placed on file with Numo Broth.
Limitation of Liability and Indemnification.
Numo Broth, its members, managers, directors, officers, shareholders, employees, assigns, and agents (collectively referred to as “affiliates”), shall not be liable for special, indirect, incidental, consequential, punitive, or exemplary damages. If Numo Broth is found to be in breach of the Contract, the maximum amount of damages I may claim shall be limited to the amount of unsold inventory that I personally purchased from the company and have remaining on hand. ??I release and agree to indemnify Numo Broth and its affiliates from any and all liability, damages, fines, penalties, or other awards or settlements arising from, or relating to my actions in the promotion or operation of my Numo Broth independent business and any activities related to it (for example, but not limited to, the presentation of Numo Broth products or Sales Compensation Plan, the operation of a motor vehicle, the lease of meeting or training facilities, the making of any unauthorized claims, the failure to comply with any applicable federal, state, or municipal law or regulation, etc.).
This Affiliate Agreement, the Sales Compensation Plan, and the Numo Broth policy manual, in their current forms and as amended by Numo Broth in its discretion, together constitute the entire agreement and Contract between Numo Broth and myself. Any promises, representations, offers, or other communications not expressly set forth in this Affiliate Agreement and Contract are of no force or effect. To the extent of any conflict or inconsistency between this Affiliate Agreement and the Numo Broth policy manual, (in their current form or as subsequently modified), the Numo Broth policy manual, shall govern.
Waiver and Severability.
Any waiver by Numo Broth of any breach of the Contract must be in writing and signed by an authorized officer of Numo Broth. Waiver by Numo Broth of any breach of my Contract by me shall not operate or be construed as a waiver of any subsequent breach. If any provision of the Contract is held to be invalid or unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable and the balance of the Contract will remain in full force and effect.
This Affiliate Agreement, as well as the covenants to protect Numo Broth’s trade secrets, confidential information, intellectual property, and other proprietary materials, as set forth more fully in the Numo Broth policy manual, shall survive the termination of the Contract.
Resolution of Conflicts.
In the event of any dispute, claim, question, or disagreement arising from or relating to the Contract or the breach thereof, the parties hereto shall use their best efforts to settle the dispute, claim, question, or disagreement. ??To this effect, they shall consult and negotiate with each other in good faith and, recognizing their mutual interests, attempt to reach a just and equitable solution satisfactory to both parties. If they do not reach such solution within a period of 60 days, then, upon notice by either party to the other, all disputes, claims, questions, or differences shall be finally settled by arbitration administered in San Jose, California, by the American Arbitration Association in accordance with the provisions of its Commercial Arbitration Rules, and there shall be no right or authority for any dispute, claim, question, or disagreement to be arbitrated on a class action basis. Judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. ??This agreement to arbitrate shall survive any termination or expiration of the Contract. Notwithstanding this arbitration provision, nothing herein shall prevent Numo Broth from applying to and obtaining from any court having jurisdiction a writ of attachment, a temporary restraining order, preliminary injunction, permanent injunction, or other relief available to safeguard and protect Numo Broth’s interest prior to, during, or following the filing of any arbitration or other proceeding or pending the rendition of a decision or award in connection with any arbitration or other proceeding.
The parties consent to exclusive jurisdiction and venue before any federal court in Santa Clara County or any state court in Santa Clara, State of California, for purposes of seeking equitable relief and/or enforcing an award by an arbitrator or any other matter not subject to arbitration. If the law of the state in which the applicant resides prohibits consensual jurisdiction and venue provisions for purposes of arbitration and litigation, that state’s law shall govern issues relating to jurisdiction and venue. ??I agree that, notwithstanding any statute of limitation to the contrary, any claim or action I wish to bring against Numo Broth for any act or omission relating to the Contract must be brought within one (1) year from the date of the alleged act or omission giving rise to the claim or cause of action. Failure to bring such action within the permitted time shall act as a bar against all claims against Numo Broth for such act or omission. I waive any and all claims or rights to have any other statute of limitation apply.
Use of Name and Image.
I authorize Numo Broth to use my name, photograph, personal story, and/or likeness in advertising or promotional materials and waive all claims to remuneration for such use.
I authorize Numo Broth and its affiliates to communicate with me through electronic mail or fax at the email address or fax number provided in this Affiliate Agreement. I understand that such email may include offers or solicitations for the sale and purchase of Numo Broth products, sales aids, or services.
Faxed copies of this Affiliate Agreement shall be deemed an original. To be valid, copies submitted to Numo Broth by fax must include the front and back of the document.