Terms and Conditions 1.  Introduction2.  Offers and Engagements3.  Your Responsibilities4.  Commissions5.  Ownership and Licenses6.  Termination7.  Representations8.  Cross-Indemnification9.  Impact Radius Required Provisions10. Limitation of Liability11. General12. Spam13. Linking Requirements14. Keyword Bidding Policy15. Agreement Modification16. Important Reminder About FTC Guidelines for Affiliates******************************************************************************IMPORTANT: PLEASE READ THE FOLLOWING CAREFULLY BEFORE AGREEING TOPARTICIPATE IN THE MEJURI AFFILIATE PROGRAM.YOUR PARTICIPATION IN THE Mejuri AFFILIATE PROGRAMIS CONDITIONED UPON YOUR ACCEPTANCE OF ALL THE TERMS AND CONDITIONSCONTAINED IN THIS AGREEMENT. BY SELECTING THE "ACCEPT" BUTTON ATTHE BOTTOM OF THE ONLINE APPLICATION, YOU ARE ENTERING INTO A LEGALAGREEMENT WITH Mejuri, FORMALLY INDICATINGYOUR ACCEPTANCE OF THE TERMS AND CONDITIONS CONTAINED IN THISAGREEMENT AND YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OFTHIS AGREEMENT. IF YOU DO NOT ACCEPT THE TERMS OF THIS AGREEMENT,DO NOT SELECT THE "ACCEPT " BUTTON AT THE BOTTOM OF THE ONLINEAPPLICATION.******************************************************************************1.IntroductionThis is the Agreement that will govern your participation in an Engagementthrough the Impact Radius with Us.  Please read this Agreement andcheck the box on the previous page to digitally sign this Agreement. Toprint a copy of this Agreement, please use your browser's print command.  1.1. PUBLISHER AGREEMENTThis Publisher Agreement (this "Agreement") is made between you ("You") and us("We" or "Us").  Neither Impact Radius nor any of its corporateaffiliates are parties to this Agreement.1.2. BACKGROUNDBoth parties desire to establish the general terms and conditions which shallgovern advertising and commission arrangements between You and Us resultingfrom our participation in the Impact Radius.TERMS AND CONDITIONSIn consideration of the promises set forth below, each party agrees asfollows:*******************************************************************************2. Offers and Engagements2.1. From time to time, We may post on the Impact Radius offers(each, an "Offer") to pay to other participants a specified commission inreturn for certain advertising services leading to a Qualifying Link (definedbelow).   2.2. If You accept one of our Offers, we will have entered into an"Engagement."  Each Engagement shall have the same identification number asthe original Offer that lead to the Engagement and shall be governed by theterms and conditions of this Agreement.  However, in the event of anyinconsistency between the terms of the specific Engagement and the terms ofthis Agreement, the terms of the Engagement shall govern.2.3. At any time prior to You displaying a Qualifying Link on one of Yourwebsites, Advertiser may, with or without notice (a) change, suspend ordiscontinue any aspect of an Offer or an Engagement or (b) remove, alter, ormodify any graphic or banner ad that we have submitted for an Offer or anEngagement.  You agree to promptly implement any request from Us to remove,alter or modify any such graphic or banner ad.*******************************************************************************3. Your Responsibilities3.1. You hereby agree to comply with all applicable laws.3.2. You hereby agree that the position, prominence and nature of links onthe Your site shall comply with any requirements specified in the Engagement,but otherwise will be in Your discretion.3.2. You agree not to make any representations, warranties or other statementsconcerning Us, Our site, any of Our products or services, or Our sitepolicies, except as expressly authorized by the Engagement.3.3. You are responsible for notifying Us and Impact Radius of anymalfunctioning of the URLs specified in the Engagement (the "Required URLs")or other problems with Your participation in the Engagement. We will respondpromptly to all concerns upon receipt of Your notification.********************************************************************************4. Commissions4.1. We agree to pay to You the commission specified in the Engagement if Wesell to a visitor to Our site (a "Customer") a product or service that is thesubject of the Engagement and if that Customer has accessed Our site andpurchased the product or service via a Qualifying Link.4.2. A "Qualifying Link" is a link from Your site to Our site using one of theRequired URLs or any other URL provided by Us for use in the Impact Radius if it is the last link to Our site that the Customer uses duringa Session where a sale of a product or a service to Customer occurs.  A"Session" is the period of time beginning from a Customer's initial contactwith Our site via a link from Your site and terminating when the Customereither returns to Our site via a link from a site other than Your site or theEngagement expires or is terminated.4.3. We shall have the sole right and responsibility for processing all ordersmade by Customers. You acknowledges that all agreements relating to sales toCustomers shall be between Us and the Customer.4.4. All determinations of Qualifying Links and whether a commission ispayable will be made by Impact Radius and will be final and binding onboth You and Us.  Prices for the products will be set solely Us in Ourdiscretion.********************************************************************************5. Ownership and Licenses5.1. Each party owns and shall retain all right, title and interest in itsnames, logos, trademarks, service marks, trade dress, copyrights andproprietary technology, including, without limitation, those names, logos,trademarks, service marks, trade dress, copyrights and proprietary technologycurrently used or which may be developed and/or used by it in the future.5.2. We grant to You a revocable, non-exclusive, worldwide license to use,reproduce and transmit the name, logos, trademarks, service marks, trade dressand proprietary technology, as designated in the Engagement or during theregistration process in the Impact Radius, on Your site solely forthe purpose of creating links from Your site(s) to Our site(s) duringEngagements. Except as expressly set forth in this Agreement or permitted byapplicable law, You may not copy, distribute, modify, reverse engineer, orcreate derivative works from the same.  You may not sublicense, assign ortransfer any such licenses for the use of the same, and any attempt at suchsublicense, assignment or transfer is void.5.3. You grant to Us a non-exclusive, worldwide, royalty-free license to use,reproduce and transmit any graphic or banner ad submitted by You solely forco-branding purposes or as a return link from Our site(s) to Your site(s). Wewill remove such graphic or banner ad upon Your request.Mejuri does not allow any trademark term bidding withinany and all pay for placement, paid inclusion and other search engines. Thesetrademark terms include but are not limited to:      Mejuri      Mejuri.com      www.Mejuri.com      Mejuri coupon      Mejuri.com coupon      Mejuri discount      Mejuri.com discountAny affiliates violating this policy may be terminated without noticeand forfeit all outstanding and future commissions.In addition, Affiliate may not claim to be Mejuri,in any pay-for-placement, paid inclusion or other search engines, and mustclearly state the nature of the Affiliate relationship. Affiliates violatingthis policy may be terminated without notice and forfeit all commissions.********************************************************************************6. Termination6.1. Either party may terminate any Engagement at any time by deleting theiracceptance of the Engagement through the Impact Radius. Terminationof an Engagement shall not terminate this Agreement or any other Engagement.6.2. Either party may terminate this Agreement at any time, for any reason,provided that they provide at least five day's prior written notice of suchtermination to the other party and the Impact Radius. Termination ofthis Agreement shall also terminate any outstanding Engagements. However, allrights to payment, causes of action and any provisions which by their termsare intended to survive termination, shall survive termination of thisAgreement.********************************************************************************7. Representations7.1. Each party represents to the other that (a) it has the authority to enterinto this Agreement and sufficient rights to grant any licenses grantedhereby, and (b) any material which is provided to the other party anddisplayed on the other party's site will not (i) infringe on any third party'scopyright, patent, trademark, trade secret or other proprietary rights orright of publicity or privacy; (ii) violate any applicable law, statute,ordinance or regulation; (iii) be defamatory or libelous; (iv) be lewd,pornographic or obscene; (v) violate any laws regarding unfair competition,antidiscrimination or false advertising; (vi) promote violence or contain hatespeech; or (vii) contain viruses, trojan horses, worms, time bombs, cancelbotsor other similar harmful or deleterious programming routines.7.2. EXCEPT FOR THE ABOVE REPRESENTATIONS NEITHER PARTY MAKES ANYREPRESENTATIONS OR WARRANTIES TO THE OTHER PARTY, INCLUDING, BUT NOT LIMITEDTO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULARPURPOSE.********************************************************************************8. Cross-Indemnification8.1. Each party hereby agrees to indemnify, defend and hold harmless the otherparty and its publishers, directors, officers, employees and agents, from andagainst any and all liability, claims, losses, damages, injuries or expenses(including reasonable attorneys' fees) brought by a third party, arising outof a breach, or alleged breach, of any of its representations or obligationsherein.********************************************************************************9. Impact Radius Required Provisions9.1. Each party jointly and severally agrees to indemnify, defend, and holdharmless Impact Radius and its publishers, officers, directors,employees and agents (collectively, "Impact Radius") from and against any and allliability, claims, losses, damages, injuries or expenses (including reasonableattorneys' fees) directly or indirectly arising from or relating to any Offer,Engagement, any other matter related to this Agreement or the subject matterhereof any dispute relating thereto.9.2. The parties agree that Impact Radius may rely on any data, notice,instruction or request furnished to Impact Radius by either party which isreasonably believed by Impact Radius to be genuine and to have been sent orpresented by a person reasonably believed by Impact Radius to be authorized to acton behalf of one of the parties.  In the event of any dispute between theparties, the parties agree that to the extent the parties contact and involveImpact Radius, Impact Radius may consult with and use counsel of its own choice inconnection with such dispute and the reasonable fees and disbursements ofImpact Radius's counsel shall be within the costs and disbursements covered by theindemnity specified in Section 8.1 above.9.3. The parties acknowledge and agree that this Agreement and the Engagementsare only made possible due to Impact Radius and that the parties shall not, forthe duration of this Agreement and for twenty-four (24) months thereafter,enter into any advertising, collaborations or other commercial arrangementswith each other in connection with their sites on the World Wide Web exceptvia the Impact Radius.9.4. The parties acknowledge and agree that the nature of the Product is suchthat in its normal operation it may access and download elements of softwaredata from resources which are external to the computer or device running theProduct, such as Product enabled servers.  The parties acknowledge thatImpact Radius has not undertaken to provide such external resources or servers andspecifically disclaims any representation or warranty as the availability,quality or performance of such resources or whether they may contain anydefects which may affect the performance of the Product or either party'scomputer.  Impact Radius shall not be responsible for provision of anycommunications facilities or the costs associated with such communications.9.5. The parties agree that Impact Radius is an intended third party beneficiaryof this Agreement.********************************************************************************10. Limitation of Liability10.1. In no event shall either party be liable to the other party for anydirect, indirect, special, exemplary, consequential or incidental damages,even if informed of the possibility of such damages.10.2. The parties agree that the Impact Radius and Impact RadiusCorporation and its publishers, officers, directors, employees and agentsshall not be liable to either party for any direct, indirect, special,exemplary, consequential or incidental damages, even if informed of thepossibility of such damages.********************************************************************************11. General11.1. Each party shall act as an independent contractor and shall have noauthority to obligate or bind the other in any respect.11.2. This Agreement has been made in and shall be construed and enforced inaccordance with the laws of the state of New York.  Any action to enforce thisAgreement shall be brought in the federal or state courts located in thatstate.  If you need to send official correspondence, send it via registeredmail to Our headquarters to the attention of Our legal department.11.3. By accepting any Offer through the Impact Radius, You agreethat you will be deemed to have executed, and will be bound by, thisAgreement.11.4. The provisions of this Agreement are independent of and separable fromeach other, and no provision shall be affected or rendered invalid orunenforceable by virtue of the fact that for any reason any other or others ofthem may be invalid or unenforceable in whole or in part.********************************************************************************12. SpamPartner understands that the use of unsolicited commercial e-mail ("spam") byaffiliates is absolutely prohibited. Your participationin theMejuri affiliate program constitutes your specific andunconditional agreement to abide this anti-spam policy. Proper e-mailsolicitation, however, can be an important means of advertising your site andyour relationship with Mejuri. The following rules representbest practices, which are permitted under this agreement:If an "opt-In" system exists for your line of business and target market, youmay use it. (Opt-In systems are those where the user specifically requests tobe placed on a mailing list.)Violation of this rule will result in the suspension or termination of youraffiliate relationship with Mejuri including the forfeitureof any commissions from the date of the offending e-mailing.********************************************************************************13. Linking RequirementsWhen you become an Affiliate Site in our Affiliate Program, we will provide youwith Links that will allow Users to your Web site to be transported directlywhen they click on the Link to Products on our Web site. As an Affiliate, youmay display these Links on your Web site subject to the terms and conditionscontained herein. All Links are subject to our approval and we will provide youwith the information that you need to enable you to make appropriate Links toour Web site from your Web site. By accepting the terms of this Agreement, youagree that you shall cooperate fully with Mejuri to maintainsuch Link or Links. You further agree that (a) such Link or Links shall bedisplayed prominently throughout your Web site as you see fit and with ourconsent, (b) no Link or Links shall be modified, expanded or reduced in any waywithout our consent and (c) no Link or Links on your Web site shall in any waymodify the look, feel and/or functionality of our Web site. We reserve the rightto monitor your Web site at any and at all times to make certain that you are incompliance with the terms and conditions of this Agreement. You shall be fullyresponsible for all content, links and activities conducted on your Web site. Wedisclaim all liabilities related to such matters. You agree to indemnifyMejuri and hold us harmless (as well as our employees, officers,agents, directors and affiliated entities) from all liability claims, damagesand expenses (including, without limitation, attorneys' fees) relating to thedevelopment, operation, maintenance, activities, contents and links of your Website.In accordance with the Impact Radius Terms and Conditions, You agree thatYou shall not:Place or use any Link of Mejuri except with the intention ofdelivering valid sales, leads, applications, accounts, clicks or otherspecified compensable actions; Inflate the number of applications, accounts,clicks or other specified compensable actions or any impressions of theMejuri web site, by any method or using any hidden frames,java pop ups, Web bot, robot, automatic redirecting of users, autospawning ofbrowsers, or any other technique or means of generating automatedclick-throughs, requiring visitors to click on Mejuri'sLink before entering any area of Your Site(s), by placing or includingPromotions or links on pages of Your Site that automatically reload or go toanother page without interaction from the user (for example, 0-800-FLOWERS pull orserver push technology, METATAG reload, or refresh command on page html) oron any page that is not generally accessible to all Web users (for example,pop-up windows and hidden frames); Affiliates using any of the aforementionedtechniques or methods to establish a click, and/or place a cookie on a userscomputer will be terminated without notice and forfeit all outstanding andfuture commissions.********************************************************************************14. Keyword Bidding PolicyYou are not allowed to bid on our Mejuri trademark names,renditions thereof and their derivatives. We police keyword bidding on the belowterms regularly, and in order to remain in compliance with our terms of service,we'd like to remind you of the following restrictions on keyword bidding:Publishers are prohibited from bidding on Mejuriand any variations including misspellings, alternate spellings, alternatespacing, or any phrases that include these terms.Affiliates may not use our brand name or domain name, or any variation, similarterms or misspelling of our brand name, as the display domain in any searchadvertisement.Affiliates may not use our brand name or domain name, or any variation, similarterms or misspelling of our brand name in PPC ad copy without prior approval.You may not register any domain name that contains our brand name, misspellingsof our brand name or variations of our brand name.You are prohibited from Direct Linking.Failure to comply so will result in a temporary suspension from our AffiliateProgram. Once you are placed on temporary suspension, you will be outof the Mejuri Affiliate Program for 14 daysand ineligible to receive any commissions on the Mejurisales you generate during this term. After the 14 day term, you will have theopportunity to opt back in to the Mejuri Affiliate Programif you have complied with the above request. A second violation of this policywill result in permanent termination from our Affiliate Program.We understand that these keywords may drive traffic to your site and are preparedto work with you to find alternative ways to maximize the partnership. Weappreciate your understanding in this matter.*********************************************************************************15. Agreement ModificationWe may modify any of the terms and conditions contained in this Agreement, atany time and in our sole discretion, by posting a change notice or newagreement on our site. Notice of any change to this Agreement delivered bye-mail, to your address on our records, or the posting of a new agreement onour Web site is considered sufficient notice for notifying you of amodification to the terms and conditions of this Agreement. Modifications mayinclude, but are not limited to, changes in the scope of available Referral Fees,the Commission schedule, payment procedures and Affiliate Program rules.All such modifications shall take effect 48 hours after we serve notice asprovided above, unless we indicate otherwise. If a modification is unacceptableto you, your sole recourse is to terminate this Agreement. Your continuedparticipation in the Affiliate Program following our posting of a change willconstitute binding acceptance by you of such change.*********************************************************************************16. Important Reminder About FTC Guidelines for AffiliatesThe current FTC guidelines require that sponsored social media posts include the hashtags “#sponsored” or “#ad” as close to the beginning of the content as possible and before any links leading back a brand’s landing page. In a blog post, the disclosure statement must be clearly visible and come above the “fold” or “scroll” ahead of any brand links. For video and audio sponsored content, there must be either an audible verbal disclosure or a written disclosure on a clearly legible title card at the beginning of the file. For more information on the FTC regulations for affiliates & influencers kindly reference the following document.