AFFILIATE PROGRAM AGREEMENT

THIS AFFILIATE PROGRAM AGREEMENT (this “Agreement”) is entered into as of the date identified below (the “Effective Date”), by and between the individual identified below (“Affiliate”), and Future Method, Inc., a Delaware corporation (“Company”) (individually a “Party” or together the “Parties”). By submitting an application to join the Affiliate Program (as defined below), Affiliate acknowledges and agrees that it has read, understood, and agreed to be bound by this Agreement, effective upon submission of the Application (as defined below).

WHEREAS, (i) Company is a developer, marketer, distributor and seller of certain consumer products (the “Products”), and (ii) Affiliate has been approved to join Company’s affiliate program (the “Affiliate Program”) pursuant to the completed application submitted at Company’s Refersion Affiliate registration portal (the “Application”).  

NOW THEREFORE, in consideration of the foregoing premises, and the covenants and undertakings herein contained, Affiliate and Company mutually agree as follows:

1.              Application. By submitting an Application, Affiliate acknowledges and agrees that Affiliate is at least eighteen (18) years old and has provided Company with truthful, accurate and complete Application information. If any such information changes, Affiliate shall immediately update Affiliate’s Application information. Company may accept or reject Affiliate applications at its sole and absolute discretion. Company may cancel or terminate (as applicable) Affiliate’s Application and affiliation with the Affiliate Program if it determines that Affiliate’s website, social media profile(s) blogs, smartphone app, e-mail and/or other medium (collectively, “Affiliate’s Channels”) is unsuitable for the Affiliate Program, either at the time of application or at any time during the course of Affiliate’s participation in the Affiliate Program.

2.              Company Messaging.  Company shall provide Affiliate with product messaging, branding and talking points (the “Message Points”) describing the qualities of the Products, appropriate claims regarding the Products and stylistic guidelines which can be reviewed by Affiliate at https://docs.google.com/presentation/d/1eJsmpuD_IcXSXzCK8LI3M7F2FI2icY-1FQ_ymaS-R2Y/edit?usp=sharing, which Message Points are subject to amendment from time to time by the Company in its sole discretion. Affiliate shall ensure that any public statements made by Affiliate regarding the Products are consistent with the Message Points. 

3.              Compensation.  Company agrees to pay Affiliate the following compensation:

(a)            Commission Payments. During the Term (as hereinafter defined), subject to the terms herein, Affiliate shall receive a commission payment, via PayPal, equal to 15% of any net revenue generated from the sales of the Products placed by each customer using Affiliate’s personalized discount code and/or link (“Link”) as provided by Company (“Commission”) through online purchases on Company’s website located at https://futuremethod.com (“Company Website”); provided, however, that each such sale must occur within sixty (60) days from the time such customer first clicks the Link. Affiliate may share such personalized discount code on Affiliate’s Channels. Commission shall be calculated monthly by Company’s third party managed system which integrates with Company sales transactions and are net of any order discounts, refunds and cancelations. Accordingly, Company shall not be responsible for any miscalculations or errors in reporting or calculation of commissions. In the event Affiliate believes there has been such an error, Affiliate must notify Company immediately. Commission payments, if any, shall be remitted to Affiliate monthly. Affiliate shall not receive any compensation from sales where the Affiliate is the customer.  

(b)            Product Supply. Company may ship Product to Affiliate, free of all charges, dependent on product launches and otherwise in Company’s sole discretion.

4.              Term; Termination. 

(a)        This Agreement will commence as of the Effective Date and remain in full force and effect until terminated by either Party, which either Party may do at any time, for any or no reason upon written notice in which case termination shall be effective immediately (the “Term”).

(b)        If no purchases are made using the Link within the first sixty (60) days of the Term, then Affiliate’s membership in the Affiliate Program shall be automatically deactivated, unless otherwise agreed to by Company in its sole discretion upon Affiliate’s request to [email protected]. Company, in its sole discretion, reserves the right to notify or to not notify any prospective affiliate of their rejection or Affiliate of their removal from the Affiliate Program at any time.

(c)        In the event this Agreement expires or is terminated pursuant to this Section 4, Company will have no further financial or other obligation to Affiliate, except for payment of earned commission payments pursuant to Section 3(a) within thirty (30) days of the end of the next calendar month. For the avoidance of doubt, Affiliate shall have no right to, and Company shall have no obligation to pay, any Commissions with respect to transactions occurring after the expiration or termination of this Agreement, including without limitation any future purchases made by customers originally referred by Affiliate.

5.              Work-Made-For-Hire; License. 

(a)        Affiliate represents, warrants and covenants that Company will be the owner of all of the results and proceeds of any services under this Agreement, including, without limitation, any film, video, still photograph, digital recording, graphics, designs, artwork, models, prototypes, inventions,  processes and writings, and content created by Affiliate and disseminated via Company’s social media channels (collectively, the “IP”). Affiliate acknowledges that its work and any services are a “work-made-for-hire” within the scope of such services to Company, and therefore Company will be the author and intellectual property owner of any work and any IP, created under this Agreement. Where, by operation of law, any of the rights described herein including, without limitation, any rights to the IP, do not vest initially in Company, good and valuable consideration being extant, the adequacy and receipt of which Affiliate hereby acknowledges, Affiliate hereby irrevocably assigns and transfers to Company, in perpetuity, all of Affiliate’s worldwide rights, title and interest, whether such rights are vested or contingent, in and to any such IP including, without limitation, any copyrights, patents, trademarks and other intellectual property rights, to Company. Affiliate understands and agrees that it will not use the IP in any manner whatsoever, for any purpose whatsoever, without the prior written consent of Company.

(b)        Subject to the terms of this Agreement, during the Term, Company grants Affiliate a non-exclusive, non-transferable, revocable license solely in connection with such Links, to use Company’s trademark and logo and similar identifying material relating to Company (but only in the form(s) that they are provided by Company) (collectively, the “Licensed Materials”). Affiliate is only entitled to use the Licensed Materials to the extent that Affiliate is an active member in good standing of the Affiliate Program. Affiliate agrees not to use the Licensed Materials in any manner that is disparaging or that otherwise portrays Company, Company’s officers, directors, shareholders, agents, employees or representatives, Company Website, or any hosted member (e.g., Refersion) of Company in a negative light.

(c)            Affiliate shall not make any specific use of any Licensed Materials for purposes other than selling the Products and performing its obligations herein, without first submitting a sample to Company and obtaining the express prior written consent of Company’s account executive, which consent shall not be unreasonably withheld. Company reserves all of rights in the Licensed Materials and of its other proprietary rights. Company may revoke Affiliate’s license at any time, by giving Affiliate written notice effective immediately. If not revoked, this license shall terminate upon expiration or termination of this Agreement.

(d)            Affiliate grants to Company a non-exclusive license to utilize Affiliate’s names, titles, and logos, as the same may be amended from time to time (the “Affiliate Identifiers”), to advertise, market, promote, and publicize in any manner Company’s rights hereunder and/or the Products; provided, however, that Company shall not be required to so advertise, market, promote, or publicize the Affiliate Identifiers. This license shall terminate upon the expiration or termination of this Agreement.

6.              Confidentiality. During the Term, Affiliate acknowledges and agrees that Company may disclose to Affiliate certain confidential information, including, without limitation, information pertaining to Company’s and its affiliates’ financial affairs, products, know-how, business systems, marketing strategies (collectively, “Confidential Information”). Affiliate will maintain the secrecy of all such Confidential Information during the Term and thereafter. During the Term and thereafter, Affiliate will not use, disclose or otherwise exploit any Confidential Information for its own benefit, or for any purpose not specifically authorized by Company. All files, lists, records, documents and drawings that incorporate or refer to any Confidential Information will be returned to Company or destroyed promptly upon the termination of this Agreement. All names, addresses and other information such as email addresses, telephone numbers, account numbers, credit or debit card numbers of customers obtained in connection with the Affiliate Program shall be owned and controlled by Company, and shall be deemed Confidential Information subject to the terms of this Agreement.

7.              Representations and Warranties

(a)        Affiliate represents and warrants that: (i) it has the full right, power, capacity and authority to enter into and fully perform this Agreement; (ii) there is not now, nor will there exist during the Term, any contract or understanding with any other person or entity which would interfere with its performance of its obligations herein; (iii) the consent of no other person or entity is necessary for Affiliate to enter into this Agreement; (iv) it will satisfy the terms and obligations of this Agreement in compliance with all applicable current or future federal, state, or local laws, statutes, orders, rules, regulations, ordinances, permits, approvals, licenses, registrations, directives, filings or authorizations, including, without limitation, all Federal Trade Commissions’ regulations related to advertising (“FTC Regulations”) (e.g., any posts should use #partner and #ad in the main comment), as well as any state or federal law related to consumer privacy; and (v) it is the sole and exclusive owner of the Affiliate Identifiers and has the right and power to grant to Company the license to use such Affiliate Identifiers in the manner contemplated herein, and such grant does not and will not breach, conflict with, or constitute a default under any agreement or other instrument applicable to Affiliate or binding upon Affiliate’s Trademarks assets or properties, or infringe upon any trademark, trade name, service mark, copyright, or other proprietary right of any other person or entity. In addition, during the Term, Affiliate will not include in Affiliate’s Channels content that is, in Company’s opinion, unlawful, harmful, threatening, defamatory, obscene, harassing, racially, ethically, or otherwise objectionable.  

(b)        COMPANY MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING THE SERVICES AND COMPANY WEBSITE OR THE PRODUCTS OR SERVICES PROVIDED THEREIN, ANY IMPLIED WARRANTIES OF COMPANY’S ABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED AND EXCLUDED. IN ADDITION, COMPANY MAKES NO REPRESENTATION THAT THE OPERATION OF COMPANY WEBSITE WILL BE UNINTERRUPTED OR ERROR FREE, AND COMPANY WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.

(c)            It is the intent of Company to treat its customers fairly and to comply fully with all FTC Regulations related to advertising. As such, Company requires Affiliate to be solely responsible for complying with these regulations. This includes, but is not limited to, Federal Trade Commission 16 CFR Part 255: Guides Concerning the Use of Endorsements and Testimonials in Advertising, as amended from time to time, which requires, among other criteria, that material connections between advertisers and endorsers be disclosed. This means that directories, review/rating sites, blogs and other websites, email or collateral that purport to provide an endorsement or assessment of an advertiser (in this case Company) must prominently disclose the fact financial or in-kind compensation is provided from the advertiser. Affiliate is advised to seek and obtain its own legal advice on how these rules apply to Affiliate’s website or other promotional activities for which Affiliate receives compensation. Company reserves the right to withhold any Commission owed and terminate Affiliate’s relationship with Company should it determine, at Company’s sole discretion, that Affiliate is not in compliance with the previously mentioned guide, FTC Regulations, or other applicable law/regulation that Company deems relevant.

8.              Indemnification. Affiliate will indemnify, hold harmless and defend Company, any parent, affiliate and subsidiary companies and their respective officers, directors, shareholders, agents employees, and representatives from and against any and all loss, liability, damage and expense (including reasonable attorneys’ fees and court costs) pertaining to, arising out of, in connection with or resulting from (a) Affiliate’s gross negligence, recklessness or willful misconduct and/or (b) the breach by Affiliate of any representation, warranty, covenant or obligation contained in this Agreement or the Application. Such indemnification obligations shall expressly survive the expiration or earlier termination of this Agreement.

9.              Notices. All notices and other communications required or permitted under this Agreement will be in writing and will be delivered by (a) electronic mail, in which event the notice will be deemed effective when received; (b) hand, in which event the notice will be deemed effective when delivered; (c) prepaid registered or certified mail, return receipt requested, in which event the notice will be deemed effective when received; or (d) recognized overnight courier services, in which event the notice will be deemed effective as of the regularly scheduled time for delivery established by such courier service. All notices and other communications under this Agreement will be given to the Parties hereto at their respective addresses: if to the Company, 44E 12th Street, MD1, New York, NY 10003, Email: [email protected]; if to Affiliate, at the address on such Affiliate’s Application. The Parties may designate that a notice be given to such other address as they may from time to time specify by written notice as herein provided to the other Party.

10.           Independent Contractor. The Parties acknowledge and agree that (a) Affiliate is an independent contractor; and (b) Company will not be liable for any federal, state, local, withholding or other taxes, or deductions or contributions, for or on behalf of Affiliate. Affiliate is not and shall not, at any time, be deemed to be a vendor, supplier or provider of goods or services to Company.

11.           Miscellaneous. Neither Party will have the right to enter into any agreement that binds or obligates the other in any way, except as otherwise provided expressly in this Agreement. In the event any provision of this Agreement is determined to be invalid or unenforceable for any reason, such provision will be deemed modified, if possible, to the extent required to render it valid, enforceable and binding, and such determination will not affect the validity or enforceability of any other provision of this Agreement. The rights and obligations conferred hereunder cannot be assigned or delegated by Affiliate without the prior written consent of Company. This Agreement may be executed in multiple counterparts, each such counterpart being deemed an original copy thereof. Failure by either Party at any time to enforce any of the terms hereof or a breach by the other Party will not constitute a waiver of any of the provisions hereof or of subsequent breaches. This Agreement constitutes the entire and final expression of the agreement between the Parties pertaining to the subject matter hereof, and supersedes all prior related communications or agreements, whether oral, written, or electronically transmitted, between the Parties. This Agreement may not be modified or amended without the written consent of the Parties. This Agreement will be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict or choice of law principles.  Notwithstanding the foregoing, the obligations set forth in Section 4(c), as well as the provisions of Sections 5 through 11, will survive the termination of this Agreement.

FUTURE METHOD PRIVACY POLICY

Last Updated: June 26th, 2019

This Privacy Policy explains how information about you is collected, used and disclosed by Future Method, Inc. (“Future Method” or “we”). This Privacy Policy applies to information we collect when you use our websites and other online products and services (collectively, the “Services”) or when you otherwise interact with us.

We may change this Privacy Policy from time to time. If we make changes, we will notify you by revising the date at the top of the policy and, in some cases, we may provide you with additional notice (such as adding a statement to our homepage or sending you a notification). We encourage you to review the Privacy Policy whenever you access the Services or otherwise interact with us to stay informed about our information practices and the ways you can help protect your privacy. 

Collection of Information

Information You Provide to Us. We collect information you provide directly to us. For example, we collect information when you create an account, participate in any interactive features of the Services, fill out a form, participate in a contest or promotion, make a purchase, apply for a job, communicate with us via third party social media sites, request customer support or otherwise communicate with us. The types of information we may collect include your name, email address, postal address, phone number, payment information and any other information you choose to provide.

Information We Collect Automatically When You Use the Services. When you access or use our Services, we automatically collect information about you, including:

• Log Information: We collect log information about your use of the Services, including the type of browser you use, access times, pages viewed, your IP address and the page you visited before navigating to our Services.
• Device Information: We collect information about the computer or mobile device you use to access our Services, including the hardware model, operating system and version, unique device identifiers and mobile network information.
• Information Collected by Cookies and Other Tracking Technologies: We and our service providers use various technologies to collect information, including cookies and web beacons. Cookies are small data files stored on your hard drive or in device memory that help us improve our Services and your experience, see which areas and features of our Services are popular and count visits. Web beacons are electronic images that may be used in our Services or emails and help deliver cookies, count visits and understand usage and campaign effectiveness. For more information about cookies, and how to disable them, please see “Your Choices” below.

Information We Collect From Other Sources 

We may also obtain information from other sources and combine that with information we collect through our Services. For example, we may collect information about you from third parties, including but not limited to identity verification services, credit bureaus, mailing list providers and publicly available sources. 

Use of Information

We may use information about you for various purposes, including to: 

• Provide, maintain and improve our Services;
• Provide and deliver the products and services you request, process transactions and send you related information, including confirmations and invoices;
• Send you technical notices, updates, security alerts and support and administrative messages;
• Respond to your comments, questions and requests and provide customer service;
• Communicate with you about products, services, offers, promotions, rewards, and events offered by Future Method and others, and provide news and information we think will be of interest to you;
• Monitor and analyze trends, usage and activities in connection with our Services; 
• Detect, investigate and prevent fraudulent transactions and other illegal activities and protect the rights and property of Future Method and others;
• Personalize and improve the Services and provide advertisements, content or features that match user profiles or interests;
• Facilitate contests, sweepstakes and promotions and process and deliver entries and rewards;
• Link or combine with information we get from others to help understand your needs and provide you with better service; and
• Carry out any other purpose for which the information was collected.

Sharing of Information

We may share information about you as follows or as otherwise described in this Privacy Policy:

• With vendors, consultants and other service providers who need access to such information to carry out work on our behalf, including, but not limited to, third-party payment processors;
• With third parties for their own services and marketing purposes;
• In response to a request for information if we believe disclosure is in accordance with, or required by, any applicable law, regulation or legal process;
• If we believe your actions are inconsistent with our user agreements or policies, or to protect the rights, property and safety of Future Method or others;
• In connection with, or during negotiations of, any merger, sale of company assets, financing or acquisition of all or a portion of our business by another company; 
• Between and among Future Method and its current and future parents, affiliates, subsidiaries and other companies under common control and ownership; and
• With your consent or at your direction.

We may also share aggregated or de-identified information, which cannot reasonably be used to identify you.

Social Sharing Features

The Services may offer social sharing features and other integrated tools (such as, but not limited to, the Instagram “Like” button or the Twitter “Retweet” button). Your use of such features enables the sharing of information with your friends or the public, depending on the settings you establish with the entity that provides the social sharing feature. For more information about the purpose and scope of data collection and processing in connection with social sharing features, please visit the privacy policies of the entities that provide these features. 

Advertising and Analytics Services Provided by Others 

We may allow others to provide analytics services and serve advertisements on our behalf across the Internet and in applications. These entities may use cookies, web beacons, device identifiers and other technologies to collect information about your use of the Services and other websites and applications, including your IP address, web browser, mobile network information, pages viewed, time spent on pages or in apps, links clicked and conversion information. This information may be used by Future Method and others to, among other things, analyze and track data, determine the popularity of certain content, deliver advertising and content targeted to your interests on our Services and other websites and better understand your online activity. For more information about interest-based ads, or to opt out of having your web browsing information used for behavioral advertising purposes, please visit www.aboutads.info/choices. 

We may also work with other websites or platforms (such as Facebook and Instagram) to serve ads to you as part of a customized campaign, unless you notify us that you prefer not to have information about you used in this way. 

Security

Future Method takes reasonable measures to help protect information about you from loss, theft, misuse and unauthorized access, disclosure, alteration and destruction.

Transfer of Information to the U.S. and Other Countries

Future Method is based in the United States and the information we collect is governed by U.S. law. By accessing or using the Services or otherwise providing information to us, you consent to the processing, transfer and storage of information in and to the U.S. and other countries, where you may not have the same rights and protections as you do under local law. 

Your Choices

Account Information. You may update, correct or delete information about yourself at any time by logging into your online account or emailing us at [email protected]. If you wish to delete your account, please email us at [email protected], but note that we may retain certain information as required by law or for legitimate business purposes. We may also retain cached or archived copies of information about you for a certain period of time. 

Cookies. Most web browsers are set to accept cookies by default. If you prefer, you can usually choose to set your browser to remove or reject browser cookies. Removing or rejecting browser cookies does not necessarily affect third party flash cookies used in connection with our Services. To delete or disable flash cookies please visit http://helpx.adobe.com/flash-player/kb/disable-local-shared-objects-flash.html for more information. Please note that if you choose to remove or reject cookies, this could affect the availability and functionality of our Services.

Promotional Communications. You may opt out of receiving promotional emails from Future Method by following the instructions in those emails. If you opt out, we may still send you non-promotional communications, such as those about your account, an order you have placed, or our ongoing business relations. 

Your California Privacy Rights. California law permits residents of California to request certain details about how their information is shared with third parties for direct marketing purposes. If you are a California resident and would like to make such a request, please contact us at [email protected].

Contact Us

If you have any questions about this Privacy Policy, please contact us at [email protected].