Terms of Referral Partner Program
This Agreement (“Agreement”), entered into as of the date of the signature below, is by and between Work Better Now, LLC (“Company” or “Work Better Now”), with an address of 228 Park Ave S, #54743, New York, NY 10003 and __________________________ (“Contractor” or “Referrer” or “Referral Partner”), with an address of __________________________________. Company and Contractor shall each be a “Party” and shall be collectively referred to as the “Parties.”
“Referral Partner” or “Referrer” are equivalent and interchangeable terms to describe the Contractor and your relationship with Work Better Now. In addition, “Referral Code” and “Promo Code” are interchangeable terms to describe a unique client designated by Work Better Now which allows Work Better Now to identify visitors from your site or referred by you as originating from you.
2. Payments and commissions
Refer to Exhibit A for payment rates and terms.
All Referrers must fully complete this agreement in order to release any commission payment. Any Referrer exempt from filing a United States tax return may provide that information in lieu of a Tax ID number.
All Affiliate Commission payments shall be paid via ACH transfers. At our sole discretion, we reserve the right to make payments using other standard payment forms including checks to the Referrer’s address provided at the top of this agreement. All commissions earned during a monthly period will be paid out the following month. Although the Affiliate Program is not limited to the United States, all payments will be made in U.S. dollars.
If a hired remote professional is canceled, the related Commission will be deducted from the next monthly payment. Referrer will not be paid for its own orders of the Product.
3. Referral Code
Referrer may be issued a “referral code,” exclusive and unique to your individual referral account, that you will use with your clients for tracking purposes. This will allow Work Better Now to identify referred remote professionals (RPs) from your promotions as originating from you. These RPs are tracked with this unique code and sales are recorded. To receive commissions, you must use the provided referral code for the product.
Referrer is solely responsible for insuring that its referral code is set up properly to qualify for commissions.
Work Better Now reserves all rights in and to the Work Better Now name and all related trademarks, trade names, logos, taglines, slogans and similar identifying marks (collectively, the “Trademarks”). Work Better Now grants to Referrer a nonexclusive right to display the Trademarks on Referrer’s web site and in email in connection with the referral link.
Before using the Trademarks, Referrer must have any materials on which the Trademarks appear approved by Work Better Now. Referrer may not change the proportion, color or font of the Trademarks, or otherwise alter the Trademarks. Referrer may not display the Trademarks in any manner that implies sponsorship or endorsement by Work Better Now, except of Referrer’s involvement in the referral program described in this Agreement. Each Trademark must appear by itself, with reasonable spacing (at least the height of the Trademark) between each side of the Trademark and other graphic or textual elements.
The Trademarks may not be used to register Internet domain names for any purpose. Referrer may not use the Trademarks to disparage Work Better Now, its products or services, or in a manner which, Work Better Now’s reasonable judgment, may diminish or otherwise damage Work Better Now’s goodwill in the Trademarks. Referrer acknowledges that all goodwill generated through Referrer’s use of the Trademarks will inure to the benefit of Work Better Now and hereby assigns and shall assign to Work Better Now any and all goodwill generated through Referrer’s use of the Trademarks, without any payment or other consideration of any kind to Referrer, and Referrer further agrees to take all actions necessary to affect such assignment. Upon termination of this Agreement, Referrer shall cease to use the Trademarks.
Referrer may bid on keywords using their Referral Promo Code EXCEPT referrer may not bid on the company name, product names, website names, synonyms, or trademarks (registered or not) owned or operated by Work Better Now or our joint ventures or partners. Doing so gives Work Better Now the right to unilaterally end payments to that referrer for previous, current or future purchases tracked to that referrer or its sub-referrers.
4. Confidential Information
“Confidential Information” shall include any information, whether oral, written or observed, regarding the terms of this Agreement or sales of the Service. All Confidential Information shall remain the exclusive property of Work Better Now and shall be immediately returned to Work Better Now upon request, together with all copies thereof. Affiliate shall hold Confidential Information in trust and confidence for Work Better Now and shall not disclose such Confidential Information or use it for any purpose other than to perform as required by this Agreement. Referrer may not disclose Confidential Information to employees or third parties unless it is necessary for such employees or third parties to know such Confidential Information in order for Referrer to perform its obligations and duties pursuant to this Agreement.
5. Sending Unsolicited Email or Spam
Referrer agrees to not send unsolicited mail or SPAM mail to promote any of Work Better Now’s services. This action WILL RESULT in immediate termination of your account with a cancellation of any pending commissions. Referrer will also be in violation of the Work Better Now Affiliate Agreement and may be subject to legal action.
6. Prohibited Sites
Websites that promote sexually explicit material or violence are not eligible to be Referrers. Sites that promote discrimination based on race, sex, sexual orientation, religion, national origin, or physical disability shall not be accepted. Websites that promote illegal activities shall not be accepted. Do not apply if your web site promotes these kinds of activities. By applying, you are stating that your web site does not directly promote or endorse such activities.
7. Term of Agreement and Active Status
This agreement remains in effect until terminated by either party.
Within twenty-four (24) hours after termination (whether by Referrer or Work Better Now), Referrer must remove all references to the Referral Codes from Referrer’s site and email lists.
Commissions by Referrer earned through the date of termination of this agreement will remain payable only if the qualifying sales are not canceled or refunded by the Buyers referred by Referrer. Payment of the final Commission payment to Referrer will be paid after the end of the current calendar quarter. The provisions of section 1, the last paragraph of section 3, and sections 4, 5, 7, 8, 11 and 12 shall survive termination of this Agreement.
Referrer must maintain a marketable email address in our database. Failure to maintain a marketable email address either due to opt out, spam complaint, hard bounce or any other mechanism which results in Work Better Now being unable to communicate with Referrer via broadcast, may result in removal from the Commission Program at the sole discretion of Work Better Now.
Work Better Now will make every reasonable effort to track and pay Commissions for all sales that apply to Referrer. However, Work Better Now is not responsible for technical problems, acts by third parties, or other events outside our reasonable control which may temporarily disrupt or diminish this service.
Work Better Now expressly disclaims any and all warranties, express, implied or statutory, and any and all warranties of merchantability, non-infringement or fitness for a particular purpose with respect to the Product. The warranties, if any, with respect to the Product will run directly from Company to Buyers.
To protect Work Better Now customer privacy, we cannot provide identifying Buyer names and contact information to you. However, we will provide an online report detailing price, service, date of sale, and certain other data for your records.
10. Independent Businesses
The relationship between Work Better Now and Referrer established by this Agreement is that of independent businesses in a contract, and nothing in this Agreement creates any partnership, joint venture, agency, franchise, sales representative or employment relationship between Referrer and Work Better Now. Work Better Now and Referrer shall each conduct its respective business at its own initiative, responsibility and expense, and shall have no authority to incur any obligations on behalf of the other, except as otherwise provided herein.
The term “Referrer” shall not be interpreted as a legal partner but simply as an independent business doing marketing for Work Better Now under this agreement. Referrers are NOT employees of Work Better Now, and are responsible for their own local, state, or country taxes. Referrer understands that Referrer does not have authority to make or accept any offers or make any representations on behalf of Work Better Now. Referrer shall not misrepresent Work Better Now products or services.
11. Limitation of Liability
Work Better Now shall not be held liable for any indirect, incidental, special or consequential damages or any loss of revenue or profits arising under or with respect to this agreement or program, even if Work Better Now has been advised of the possibility of such damages. Work Better Now’s aggregate liability arising under or with respect to this agreement or the program shall in no event exceed the total commissions paid or payable by Work Better Now to Referrer under this agreement. In no event shall Work Better Now be liable to any party for costs of procurement of substitute goods, lost profits or any other special, consequential, incidental, or indirect damages, losses, costs or expenses of any kind, however caused, and whether based in contract, tort (including negligence), or any other theory of liability regardless of whether Work Better Now has been advised of the possibility of such damages, losses, costs or expenses. Referrer understands that Referral tracking can never be 100% accurate and Work Better Now is not responsible for inaccuracies that might occur. Tracking of Referral sales depend on several factors which are out of the control of Work Better Now. It is the goal of Work Better Now to make Referral tracking as accurate as possible; however, Work Better Now cannot guarantee 100% tracking for situations beyond its control.
This agreement shall be governed by the laws of the State of New York and the United States, without regard to conflict of law principles. All disputes arising out of or related to this Agreement shall be subject to the exclusive jurisdiction and venue of the state and federal courts located in New York, and the parties consent to the personal and exclusive jurisdiction of these courts.
This is the entire Agreement between Referrer and Work Better Now with respect to the subject matter hereof. Referrer may not assign this Agreement, by operation or law or otherwise, without Work Better Now’s 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. Work Better Now’s failure to enforce Referrer’s strict performance of any provision of this Agreement will not constitute a waiver of Work Better Now’s right to subsequently enforce that provision, or any other provisions of this Agreement. No waiver of any provision hereof will be effective unless in writing and signed by the party against whom such waiver is sought to be enforced.