Affiliate Agreement – Terms and Conditions

By participating in ANY Wholesome Yum Brands LLC (aka “Wholesome Yum Foods”) promotions, you agree to the following Terms and Conditions (the “Agreement”). You also understand our general privacy policy and terms of use as listed right here (https://www.wholesomeyumfoods.com/terms-and-conditions/). If you do not agree to or understand any of the language in this Agreement then do not sign-up or participate in any of our promotions. It is your responsibility to understand the terms before signing up.

As an affiliate, we expect you to follow FTC guidelines, have integrity when dealing with clients, and comply with all laws.
By participating in the marketing (the “Promotion”) of any of our products or programs (the “Product”) sold by Wholesome Yum Brands LLC (aka “Wholesome Yum Foods”) (the “Promoter”) you (the “Affiliate”) agree to the following Terms and Conditions (the “Agreement”).

Promoter reserves the unconditional right to accept or deny any Affiliate who enters the Promotion on the Promoter’s website at https://www.wholesomeyumfoods.com/affliate-area (the “Enrollment Site”) or who drives traffic to the Promoter’s marketing websites under the “Wholesome Yum Foods, Wholesome Yum” brands and websites (the “Sites”).

Eligibility & Rules

• Affiliate must be 18 years or older to participate in Promotion.
• Affiliate must be in good standing with the Federal Trade Commission (the “FTC”) and the Promoter, and in compliance with all FTC guidelines and the terms and conditions of this Agreement.
• Affiliate agrees and understands that if its marketing, websites, emails or any other communications associated with or for this Promotion are deemed inappropriate that Affiliate will be deemed, at the sole discretion of the Promoter, ineligible to participate in the Promotions and disqualified from receiving any recognition, commissions, prizes or any other compensation or further communication from the Promoter.
• Affiliate will be immediately removed from this Promotion and from Promoter’s Affiliate Program and will be in violation of this Agreement if, at the sole discretion of the Promoter, its marketing for this Promotion or for its own sites:
  1. contains, promotes or links to sexually explicit or violent material.
  2. promotes, depicts or links to material that promotes or depicts discrimination based on race, gender, religion, national origin, physical or mental disability, sexual orientation, or age.
  3. contains unlawful material, including but not limited to materials that may violate another’s intellectual property rights, or links to a site that contains such material.
  4. contains information regarding, promotes or links to a site that provides information or promotes illegal activity.
  5. for any other reason that is deemed by us to be unsuitable by the Promoter. Promoter reserves the right to disqualify Affiliates from our Affiliate program, cancel pending commissions based on inappropriate behavior or marketing by the Affiliate, and to amend this Promotion or Agreement at any time without notification to Affiliate.
  6. offers a cash incentive or discount on product(s) as a means of promotion.

Wholesome Yum Brands LLC reserves the right to revoke your affiliate standing at any time.

Spam & Unsolicited Mail

Affiliate agrees NOT to send any unsolicited email to any party during the Promotion. Promoter has ZERO tolerance toward any Affiliate who spams any party or individual, period. If Affiliate is caught spamming, they will be removed from the Promoter’s Affiliate Program, and their commissions or pending commissions will be canceled and/or forfeited. Spam is defined as emailing or posting to anyone who has not requested information via email or any website, and also includes “spamming search engines” with links. Affiliate agrees to abide by all Federal Trade Commission Guidelines and the U.S. Federal Can-SPAM Act.

Commissions

• Commissions may be defined per specific product. Product commissions will be explicitly listed in the Affiliate Area (https://www.wholesomeyumfoods.com/affliate-area). Wholesome Yum Brands LLC reserves the right to provide different commission percentages to different Affiliates at will.
• Commissions are not paid on, and will not include, a single sale to the Affiliate themselves, meaning Affiliate cannot purchase the Product for their own use through their link and receive a commission on that sale.
• Affiliate commissions are counted and final numbers are deemed final at the sole discretion and decision of the Promoter.
• Commission payments will be sent to Affiliate by the Promoter via Paypal only at monthly intervals.
• If a sale is canceled or refunded for any reason, any paid commission will be deducted from the amount owed to the Affiliate and any subsequent payment.
• Affiliates will not be paid a commission on sales or orders that are in delinquent payment status.
• Affiliate commissions will not be paid based on any sales or amounts that are attributed to spam, credit card fraud, or returned Product.
• Promoter reserves the right to change the date and/or frequency of the commission payout.
• Affiliates must provide their paypal address to receive any commission payment.
• Promoter is NOT responsible for Affiliate using or maintaining their affiliate links and only sales tracked through the Promoter’s system will count towards the Affiliates commissions.
• All sales and commission numbers are tallied by the Promoter and credit due to the Affiliate and all the final sales and commission numbers are at the sole discretion of the Promoter.
• Promoter makes every reasonable effort to accurately track and pay commissions for all sales that come from Affiliates, but it not responsible nor under any circumstances will be held liable for any technical difficulties, outside events, actions by other affiliates, or other uncontrollable events that may disrupt or interfere with Promoter’s ability to track sales or pay commissions.
• Under no circumstances will Promoter be held liable for any indirect, incidental, special or consequential damages or any loss of revenue or profits that result from Affiliate’s participation in this Promotion.

Links

• Promoter will provide Affiliate with trackable links to all eligible products and may provide related banners, graphics, videos, or text assets to help the Affiliate promote the Promoter’s products effectively via the Affiliate’s Sites or emails.
• Affiliate may ONLY utilize their unique link provided by the Promoter on the Affiliate’s own websites or emails. Affiliate may NOT post their link on other websites that are not owned or maintained by the Affiliate or the Affiliate’s brand, with the exception of ads or social media placements.
• Spamming the internet with links outside of Affiliate’s direct email list, websites or social media pages will be considered a violation of this Agreement and result in a denial of all Affiliate benefits, prizes and commissions.
• Affiliate may not use unsolicited commercial email, spam, search engine spam, or other illegal or unethical means by which to generate referral commissions.
• Affiliate may also not purchase the Product through their link for personal use and receive a commission on that sale.
• All customer information collected shall be owned by the Promoter and it is at the sole discretion of the Promoter whether or not the customer information will be shared with the Affiliate.

Restrictions

• Affiliate may not use ANY copyright, trademark, service mark, or general branding of the Promoter without full disclosure and permission of the Promoter.
• Affiliate may not:
  1. read, intercept, record, redirect, interpret, or fill in the contents of any electronic form or other materials submitted to Promoter by any person or entity;
  2. take any action that could reasonably cause any customer confusion as to Affiliate’s relationship with Promoter, or as to the site on which any functions or transactions (e.g., search, order, browse, and so on) are occurring;
  3. frame the Affiliate’s website to look like the Promoter’s website or to utilize the Promoter’s branding in any way that would confuse customers or the general public as to who is hosting or promoting such a website; or
  4. seek to purchase or register any keywords, search terms or other identifiers related to the trademarks of the Promoter or the trade or service marks or names of Promoter’s primary competitors, including misspellings or variations thereof for use in any search engine, portal, sponsored advertising service or other search or referral service unless otherwise agreed to by the Promoter.
  5. seek to purchase or register any domains or other identifiers that include variations on the trade or service marks or names of the Promoter intended to approximate misspellings or typographical mistakes of same or which otherwise would constitute typo or domain squatting, including variations thereof for use in any search engine, portal, sponsored advertising service or other search or referral service unless otherwise agreed to by the Promoter.

Promoter may cancel the Affiliate’s participation in this Promotion, withhold or cancel commissions, or take any other action at its sole discretion should Affiliate conduct any of the behavior above, or fail to operate with integrity or within the guidelines of the FTC.

Relationship Of Parties

Nothing in this Agreement shall be deemed to create a partnership, joint venture, agency relationship, or employment relationship between the Parties. Affiliate is participating in the Affiliate Program as a fully independent entity and is responsible for any and all federal, state, local, and/or foreign income taxes and self-employment taxes, and any and all other federal, state, and local licensees, fees or taxes, or sales tax, including withholding taxes, social security taxes, and public liability and workman’s compensation insurance. Under no circumstances will Wholesome Yum Brands, LLC be held liable for any actions or results of the Affiliate.

Confidentiality

Affiliate hereby agrees not to share, use, copy, adapt, alter, distribute, duplicate, or part with possession of any of the Promoter’s confidential information which is not directly provided or approved by the Promoter, or any confidential information that is disclosed or otherwise comes into its possession under or in relation to this Agreement.

Confidential information includes, but is not limited to, the following types of private information and other proprietary information of a similar nature regarding the Promoter’s business: sales figures, software passwords, Promoter list size, list contents, ideas, stories, activities, curriculum, event format, presentation materials, presentation content, inventions, financial information, business plans, business processes, marketing plans, marketing strategies, marketing copy, financial projections, customer lists, customer financial information, personal information of executives, sponsorship strategies, relationships with other vendors, media delivery concepts and systems, including, but not limited to, web-based delivery systems, technical data, software designs, drawings, specifications, models, source code, object code, documentation, diagrams, flow charts, and other similar information that is proprietary to and confidential information of the Promoter.

Affiliate shall not disclose his/her terms of this Agreement to any third party other than to the Affiliate’s employees and agents who (a) have a need to have access to such information (b) agree in writing to comply with the confidentiality provisions of this Agreement.

This Agreement imposes no obligation of confidentiality on Affiliate with regard to any portion of Promoter’s confidential information (a) that is part of the public domain at the time of disclosure; or (b) that becomes part of the public domain after the Promotion without any unauthorized act by or omission of Affiliate; or (c) if Affiliate can demonstrate by written records that he/she had independently developed knowledge of such confidential information prior to the date of disclosure; or (d) if permission to use or disclose said confidential information is first obtained by Affiliate in writing from Promoter; or (e) if Affiliate is required by law, regulation, rule, act, or order of any court or other government authority or agency to disclose such confidential information. In general, Affiliate may not disclose any financial, personal, or business information about the Promoter without permission from the Promoter. Such disclosure is grounds for legal action, equitable relief, and termination of this Agreement.

Indemnification & Liability

Affiliate agrees to indemnify and hold harmless the Promoter from and against any and all losses, claims, damages, liabilities, costs, and expenses (including, but not limited to, reasonable attorney fees) which Affiliate may be subject to or incur in connection with the Promotion to be rendered, except those claims that are judicially determined to have resulted from Promoter’s gross negligence or willful misconduct.

Termination

The relationship between the Parties may be terminated by either party on 30 days written notice prior to termination. Upon termination, it is understood that the Confidentiality and Indemnification clauses above will remain in effect for perpetuity.

Severability

If any provision or covenant, or part thereof, of this Agreement should be held by any court or other legitimate tribunal with appropriate jurisdiction to be invalid, illegal or unenforceable, either in whole or in part, such invalidity, illegality or unenforceability shall not affect the validity, legality or enforceability of the remaining provisions or covenants, or any part thereof, of this Agreement, all of which shall remain in full force and effect.