Business Developer Agreement

This Business Developer Agreement (“Agreement”) is made and entered into as of the day and time of its digital submission (the “Effective Date”) and contains the complete terms and conditions between Normalsurvival.com (“Merchant”) and the Affiliate (an “Independent Contractor”), regarding the Independent Contractor’s application to and participation in the Normal Survival Business Development Program (the “Program”) as an affiliate of Normalsurvival.com (an “Affiliate”), and the establishment of links from the Independent Contractor’s website to Merchant’s website, www.normalurvival.com.

By submitting an application to join or by participating in the Normal Survival Business Development Program, the Independent Contractor is confirming that it has read this Agreement and that the Independent Contractor agrees to be bound by these terms and conditions.

Definitions

“Affiliate” – The Independent Contractor (business, individual, or entity) applying to or participating in the Normal Survival Business Development Program .

“Affiliate Site” – The Independent Contractor’s website which displays Normal Survival Products and Services and/or promotions.

“Effective Date” – The date the affiliate application form is submitted.

Downline” – Affiliates referred to the Program by the Independent Contractor as positioned in the Independent Contractor’s account.

“Commission Fees” – The amount Independent Contractor will be paid for each Qualified Purchase by a Referred Customer that the Independent Contractor refers to Normal Survival subject to the Commission Threshold and pursuant to the terms of this Agreement.

Commission Threshold” – The amount of Commission Fees an Independent Contractor must accrue prior to receiving a payment from Normal Survival.

Merchant” – means Normalsurvival.com.

“Normal Survival’s Products and Services” – Products and services that are available for purchase from Normal Survival.

“Qualified Purchase” – A sale of Normal Survival Products and Services by Normal Survival to a Referred Customer.

“Referred Customer” – Each new and unique customer referred from Independent Contractor through a Link that provides valid account and billing information.

“Registration Form” – Any and all order forms or other signup or acceptance form submitted by a customer to purchase Normal Survival’s Products and Services.

“Website”, “Software” – Both terms entail the Business developer dashboard provided by the merchant for use by the Independent Contractor as part of the Program including but not limited to the software solutions used to track orders, organize downlines and calculate commissions, payouts, earnings.

Participation in the Program

  1. To begin the enrollment process, Independent Contractor must submit a completed Business Development Program Registration Form. The Registration Form can be found at https://www.normalsurvival.com/business-developer-signup.

  2. Merchant will evaluate the application in good faith and will notify the Independent Contractor of acceptance or rejection within 2-5 working days. The application may be rejected if Merchant determines (at its sole discretion) that the Independent Contractor or its website is not suitable for the Program for any reason, including, but not limited to, its inclusion of content that is, in Merchant’s opinion, unlawful or otherwise violates Merchant’s company guidelines.

  3. If the application is rejected for any reason, the Independent Contractor may not re-apply to the Program utilizing the same domain name/URL or re-apply using a different domain/URL name and then add the previously rejected domain name/URL to his account. Normal Survival, at its sole discretion, reserves the right to notify any prospective Independent Contractor of their rejection or removal from the Program at any time.

Marketing of the Business Relationship

  1. Use of Links. If the Independent Contractor qualifies and agrees to participate as an Independent Contractor, the Merchant will make a variety of graphic and textual links available to the Independent Contractor. The Links will serve to identify your website as a member of the Program and will establish a link from the Independent Contractor’s website or e-mail to Normal Survival’s website. The Independent Contractor agrees to cooperate fully with Merchant in order to establish and maintain such Links. The Independent Contractor further agrees that its use of the Links must be in compliance with this Agreement at all times. The Merchant may modify the Links from time to time in its sole discretion. The Independent Contractor will not use graphic or textual images (indicating a Link) or text messages to promote Normal Survival that are not approved in advance by Merchant. All Affiliate Sites shall display the Links prominently in relevant sections of their website. Furthermore, the Independent Contractor agrees not to use cookie stuffing techniques that set the affiliate tracking cookie without the Referred Customer’s knowledge (e.g. iframe). Any information with respect to Normal Survival that is going to be displayed on the Affiliate Site must be pre-approved by the Merchant in writing.

  2. Disclaimer. Except as permitted herein, the Independent Contractor shall not and are not authorized to (i) use the Normal Survival branding and trademark, name or any of Merchant’s other intellectual property, including without limitation, the links, and the licensed materials (collectively, the “Merchant IP”) (or any variations or misspellings thereof or other term or terms confusingly similar to any of the foregoing) without Merchant’s express prior written permission; (ii) use Merchant IP in a domain or website name, in any bids for keywords or Google Adwords (or similar programs at other search engines), in any search engine advertising (paid or otherwise), in any metatags, Google adwords (or similar programs at other search engines), keywords, advertising, search terms, code, or otherwise; (iii) act in any way that causes or creates or could cause or create any “initial interest confusion” over the use of Merchant IP on the internet or in any search engine advertising. Your use of Merchant IP in any manner, other than as expressly permitted hereunder shall constitute unlawful infringement of Merchant’s intellectual property rights, and may subject the Independent Contractor to claims for damages (including potential treble damages for knowing or willful infringement), and the obligation to pay Merchant’s legal fees and costs in connection with any action or proceeding in which Merchant seeks to enforce its rights under this agreement or with regard to any of Merchant’s intellectual property rights.

  3. Discounts and Coupons. The Independent Contractor is not allowed to post any refunds, credits or discounts on the Normal Survival Products and Services, or other content concerning Normal Survival without Merchant’s prior written consent in each instance. Independent Contractors may only use coupons and discounts that are provided exclusively through the Program using banners and links. Each Link connecting users of the Affiliate Site to the pertinent area of the Normal Survival website will in no way alter the look, feel, or functionality of the Normal Survival website. Any violations of the terms surrounding links, coupons, refunds, credits or discounts shall constitute a material breach of this Agreement, and may result in your termination from the Program or the withholding of Commission Fees that may be forfeited for payout.

GDPR Regulations Compliance & FTC Endorsement Compliance

  1. It is the intent of the Merchant to treat all of its customers fairly. Accordingly, the Merchant requires all Normal Survival Business Developers to comply with applicable laws, GDPR Regulations, and guidelines concerning advertising and marketing, including without limitations, the Federal Trade Commission (FTC) Endorsement Guides http://www.ftc.gov/os/2009/10/091005revisedendorsementguides.pdf, which require that material connections between advertisers and endorsers be disclosed. This means that all Affiliate Sites and any email or collateral that provide an endorsement or assessment of Normal Survival’s Products and Services must prominently disclose the fact that the Independent Contractor receive compensation for Referred Customers.

  2. For more information and suggestions about how to comply with these guidelines, please visit the page entitled “Business Disclosure Requirements” https://www.normalsurvival.com/business-disclosure-requirements/. Please note that this page is only intended to provide guidance. It does not purport to provide legal advice and it does not guarantee that the Independent Contractor will be in compliance with FTC & GDPR regulations should the Independent Contractor follow the suggestions presented. The Independent Contractor is advised to seek and obtain its own legal advice on how these rules apply to your website or other promotional activities for which the Independent Contractor receive compensation.

  3. The Merchant reserves the right to withhold Commission Fees and cancel the affiliate relationship with Independent Contractor should Merchant determine, at its sole discretion, that the Independent Contractor is not in compliance with the previously mentioned guide, GDPR regulations or other FTC regulations or guides that we deem relevant.

GDPR Compliance & Data Security

In addition to the obligations set forth in Section D (FTC Endorsement Compliance & GDPR Regulations), the Independent Contractor shall comply with all applicable data protection laws regarding the transmission of data exported to or from the United States, Sweden or the country in which Independent Contractor resides, including without limitation, the General Data Protection Regulation 2016/679 of European Parliament and of the Council of 27 April 2016 (the “GDPR”). Independent Contractor, as a controller under the GDPR, shall also implement appropriate technical measures to ensure a level of security appropriate to the risk, taking into account the nature, scope, context, and purpose of processing any personal data. The Independent Contractor agrees to promptly assist the Merchant in complying with any data subject rights request under the GDPR that the Merchant may receive from any individuals referred to the Merchant by the Independent Contractor. The Independent Contractor further agrees to promptly assist the Merchant in complying with any duties to cooperate with supervisory authorities under the GDPR.

Order Processing

The Merchant will process orders placed by Referred Customers who follow the Links from an Affiliate Site to Normal Survival’s website. The Merchant reserves the right, at the Merchant’s sole discretion, to reject orders that do not comply with certain requirements that may be established from time to time. All aspects of order processing and fulfillment, including Normal Survival’s services, cancellation, processing, refunds and payment processing will be the Merchant’s responsibility. The Merchant will track the Qualified Purchases generated by the Independent Contractor’s Affiliate Site and will make this information available to the Independent Contractor through the Merchant’s website. To permit accurate tracking, reporting, and commission accrual, the Independent Contractor must ensure that the Links between the Independent Contractor’s website and Normal Survival’s website are properly formatted.

Commission Determination; Qualified Purchases

Commissions will be calculated based on the commission rates stated on the Normal Survival website and the Commission Plan as provided on the website for each Qualified Purchase (as defined herein) subject to commission accruing pursuant to Section N below.

A “Qualified Purchase” does NOT include the following:

  • A purchase by a Referred Customer that has transferred from any Merchant’s partners or subsidiaries.

  • A purchase by a Referred Customer who is also associated with any Merchant’s reseller, referral, or other program.

  • A purchase by a Referred Customer that is not up to date on its payments or is subject to a refund, referral, or other program.

  • A purchase that was completed prior to the Independent Contractor joining the Program or was not tracked properly through an Affiliate Link.

  • A purchase that Merchant suspects, in its sole discretion, is the result of fraud, which shall include but is not limited to the use of software that generates real and fictitious information, multiple accounts from the same customer, or the referral of accounts that do not comply with this Agreement.

  • A purchase referred by an Independent Contractor that has an excessive cancellation rate as determined in Merchant’s sole discretion.

  • A purchase by a Referred Customer if the Referred Customer was offered or received coupons, refunds, credits or discounts from the Independent Contractor.

  • A purchase by a Referred Customer if the Independent Contractor or Referred Customer is in or is promoting a business-opportunity program (as determined by Merchant in its sole discretion), using marketing practices that the Merchant deems to be unethical.

  • A purchase by a Referred Customer who received a popup with a discounted offer, while leaving Normal Survival’s website during their purchase.

The Merchant reserves the right to withhold payment of initial Commissions Fees for at least 45 days to Independent Contractors who are new to the Program, or who have commissions that are potentially fraudulent as determined by the Merchant in its sole discretion, to determine the legitimacy and cancellation rates of Referred Customers.

The Merchant reserves the right to suspend the payment of Commission Fees at any time and indefinitely if it suspects fraud or other improper activity or a potential breach of any of the terms of this Agreement by the Independent Contractor or a Referred Customer. The Merchant reserves the right to deduct from the Independent Contractor’s current and future Commission Fees any and all Commission Fees corresponding to any fraudulent, questionable, and cancelled purchases.

The Merchant reserves the right to immediately cancel or withhold for later review any Commission Fee that fails to meet the criteria of a “Qualified Purchase.” The Independent Contractor is responsible for monitoring the payment, denial and, withholding of Commission Fees. The Merchant is not obligated to actively notify Independent Contractors of the status of Commission Fees. If an Independent Contractor has a question about a Commission fee that has been canceled or withheld, the Independent Contractor has thirty (30) days from the day of the payment would have been due to contact the Merchant to request that the Commission Fee be paid. Any changes to decisions about canceled or withheld Commission Fees are strictly made at the Merchant’s sole discretion.

Commissions for any Referred Customer who is associated with any Normal Survival reseller, referral or other program may not be considered a Qualified Purchase. In other words, the Independent Contractor may not receive double commissions or compensation.

In the event that Referred Customers that are referred to Normal Survival’s website by an Independent Contractor are determined to have an excessive cancellation rate, as determined by the Merchant in its sole discretion, the Merchant reserves the right to withhold or decline pending and future Commission Fees to such Independent Contractor.

Any attempt by an Independent Contractor to manipulate, falsify or inflate the Referred Customers, Qualified Purchases, or Commission Fees to intentionally defraud Merchant or any violation of the terms of this Agreement constitutes immediate grounds for Merchant to terminate the Affiliates participation in the Affiliate Program and will result in the forfeiture of any Commission Fees due to the Independent Contractor.

Accrual of Commissions

Commissions will accrue and only become payable once the Independent Contractor (i) provides all relevant tax and address documentation and (ii) reach the Commission Threshold for first-time payouts of $89 and thereafter $149 for any subsequent payouts based on the commission rates stated on the Normal Survival website. The Merchant reserves the right to change the Commission Threshold temporarily for opt-in campaigns and marketing purposes. Once a commission has accrued under this section, the amount of such commission (the “Commission Fee”) shall be due and payable to the Independent Contractor. The Merchant reserves the right to change the Commission Threshold by amending this Agreement and will notify the Independent Contractor for any such amendment pursuant to the terms of this Agreement.

Commission Payments

Commission fees shall be payable to the Independent Contractor in United States Dollars only, unless the Merchant elects at its discretion to effect a payment in any other currency.

Subject to the terms of this Agreement and the accrual of commissions as set forth in this Agreement, commissions will be calculated according to the specified percentage or dollar amount set forth in the commission report in the Independent Contractor’s Business Developer Dashboard at https://www.normalsurvival.com/ for each Qualified Purchase that accrues during the period for which such commission fee is being calculated.

Commission Fees will usually be processed on the 29th of each month approximately forty five (45) to sixty (60) days after the end of the month or other period in which they accrue. Merchant will only compensate the Independent Contractor for Qualified Purchases made in accordance with this Agreement. Under circumstances in accord with hardship or force majeure such as changes in payment processors and bank accounts the Merchant may delay payouts at its sole discretion for the time required to make payouts possible again. Any payout dates set forth are purely indicative.

Commission Fees shall be paid based on the current information in Independent Contractor’s Business Developer profile. The Independent Contractor is required to notify the Merchant promptly of any change in address by updating the profile information and tax form in the Business Developer dashboard. The Independent Contractor is responsible for informing the Merchant of the Independent Contractor’s desired payment form/type.

The Independent Contractor may choose to receive Commission Fees through PayPal Payouts, standard PayPal, wire transfer, or other means of payment subject to the following conditions:

Standard PayPal payments: The Merchant offers a standard PayPal option. Please email [email protected] for further information about standard PayPal payments.

Wire transfer: The Merchant offers a wire transfer option to Independent Contractors who earn over $10,000.00 in Affiliate Commission Fees over a ninety (90) day period. Please email [email protected] for further information about wire transfers.

If the Independent Contractor resides outside of the United States and chooses PayPal payments, please refer to PayPal’s policy to ensure the Independent Contractor is eligible to receive payments outside of the United States https://www.paypal.com/.

The Merchant is not responsible for paying any third-party fees charged by PayPal, wire or other type of payment in order for Independent Contractor to receive Commission Fees.

The Merchant will deduct a fee of $35.00 from the Commission Fees to reissue a payment. PayPal payments will only be reissued in the case of (i) an incorrect PayPal address or (ii) PayPal’s refusal to accept a payment. The Independent Contractor must make any request to reissue a PayPal payment within one hundred and twenty (120) days of the original issue date.

The Merchant reserves the right, in its sole discretion, to modify the available commission payment methods or payment schedule at any time. Such changes shall take effect when posted.

Disputes: Independent Contractor has access to Normal Survival’s website’s real-time Program statistics and agrees to file any disputes within thirty (30) days after the end of the month in which the sale or event that is disputed occurred. Disputes filed after thirty (30) days of the date on which the disputed sale or event occurred will not be accepted by the Merchant and the Independent Contractor forfeits forever any rights to a potential claim.

The Independent Contractor is responsible for the payment of all taxes related to the Commission Fees the Independent Contractor receives under this Agreement. In compliance with relevant tax laws, Merchant may issue a Form 1099 or an equivalent thereof when the Independent Contractor resides outside of the United States to Independent Contractors whose earnings meet or exceed the applicable threshold.

It is solely the Independent Contractor’s responsibility to provide the Merchant with accurate tax and payment information that is necessary to issue a Commission Fee to you. If Merchant does not receive the necessary payment information within sixty (60) days of a Qualified Purchase which would otherwise trigger Commission Fees, the applicable commissions shall not accrue and no Commission Fees will be owed with respect to such Qualified Purchase.

The Merchant shall not be responsible for federal, state and local taxes derived from the Contractor’s net income or for the withholding and/or payment of any federal, state and local income and other payroll taxes, workers’ compensation, disability benefits or other legal requirements applicable to the Contractor.

Any address change must be made in the Independent Contractor dashboard profile in the Business Developer dashboa at least fifteen (15) business days prior to the end of the calendar month in order for Commission Fees for that month to be processed.

If a business developer fails to meet the payout minimum of $89.00 within 6 months, the commissions earned will be forfeited for payout and no Commission Fees will be owed by the Merchant.

The Merchant shall have a right to suspend and/or withhold any accrued but unpaid Commissions in the event of breach by the Independent Contractor of any provision of this Agreement or of any applicable law or if the Merchant has a reason to believe that there is a Non-Qualified Traffic in the Business developer account. In the event that the Merchant determines the activity constitutes Non-Qualified Traffic, the Merchant shall recalculate or withhold the Commissions accordingly and in its sole discretion. It is hereby further clarified that in any event that the Merchant determines that the suspected transactions are in fact Non-Qualified Traffic, the Merchant shall have the right, in addition to any other right or remedy available to it under this Agreement or applicable law, to render the link assigned to such Independent Contractor inoperative, to change the Independent Contractor’s compensation plan (including retroactively) and immediately block the Independent Contractor’s access to the Merchant’s Program, with no compensation to the Independent Contractor. The Independent Contractor hereby irrevocably waives any claim or demand against the Merchant, its affiliates, its directors, officers, shareholders, employees in respect of such action taken by the Merchant.

For avoidance of doubt and without derogating from the generality of the foregoing, the Independent Contractor shall not be entitled to receive Commissions and/or any other payment (pursuant to any arrangement between the Independent Contractor and the Merchant) if the Merchant has a reason to believe that the Client accounts are owned and/or managed by the Affiliate and/or any of its shareholders and/or officers and/or any of their family members and/or dependents and/or relatives.

The Merchant reserves the right to take legal actions against the Independent Contractor in the event the Independent Contractor shall attempt to manipulate the Merchant and/or abuse the Merchant’s Program. Without limitation of the foregoing, the Merchant reserves the right to withhold, setoff and/or deduct from any payment due to the Independent Contractor hereunder in the event of such manipulation and/or abuse and may also terminate this Agreement with immediate effect.

Website, Program Structure & Software

The Merchant is entitled to make changes to an Independent Contractor’s downline at its own discretion including but not limited to changing Independent Contractor’s position in the structure and modifying parent and referrer relationships in the structure.

The Independent Contractor agrees understands that his contact information may be made available to a referrer in his upline and may be added to the referrers mailing list upon which the Independent Contractor may receive newsletters and other emails from the referrer. The Independent Contractor agrees and understands that the Merchant may use his contact email for marketing purposes including but not limited sharing it with third parties when the Merchant deems doing so feasible at its own discretion.

The Merchant warrants to the Independent Contractor that the Business Developer Software will perform substantially in accordance with the objectives set out in the Program. The Merchant does not warrant that the website or the program’s Software is error-free or that the Software will operate without interruption. This Limited Warranty does not apply to any Software that has been altered, damaged, abused, misapplied, or used other than in accordance with this Agreement or the Program and any instructions included on the website or the program’s Software.

The Merchant is not liable for any website, Program structure or software malfunctions, errors, miscalculations, or other unforeseen conditions or disturbances. Neither the Merchant nor its licensors shall in any event be liable for any money damages whatsoever arising out of or related to the use of or inability to use the website or the Program’s software, including direct, indirect, special, incidental, or consequential damages, whether such liability is based on contract, tort, warranty, or any other legal or equitable grounds. Without limiting the generality of the foregoing, the Merchant shall not be liable for losses arising out of any business interruption, any loss of business profits, or loss of data, down time, transaction errors, or other losses to the Independent Contractor, its customers, or any other person caused by or in any way related to the use of, or inability to use, the website, the program’s Software or dashboard, even if the Merchant has been advised of the possibility of such losses.

Indemnification. The Independent Contractor agrees to indemnify and hold harmless the Merchant and its subsidiaries and affiliates, and their directors, officers, employees, agents, shareholders, partners, members, and other owners, from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable attorney’s fees) resulting from, arising out of, or related in any way to claims by its customers, any representation made by the Independent Contractor to its customers that is in any way inconsistent with this Agreement, any use by the Independent Contractor’s customers or any other person or entity, any content or other materials contained on or accessible through the website, or any failure by the Independent Contractor to comply with any of its obligations under this Agreement.

Reports of Qualified Purchases

The Independent Contractor may log into the Business developer dashboard to review its click through and potential Qualified Purchases statistics on a daily basis. The potential Qualified Purchases shown in this report have not been reviewed to confirm they meet all criteria for Qualified Purchases. As such, Commission Fees may not be issued for all Referred Customers that appear in the Business Developer dashboard.

Obligations Regarding Independent Contractor’s Affiliate Site

The Independent Contractor is solely responsible for the development, operation, and maintenance of the Independent Contractor’s Affiliate Site and for all materials that appear on the Affiliate Site. Such responsibilities include, but are not limited to, the technical operation of the Affiliate Site and all related equipment; creating and posting product reviews, descriptions, and references on Affiliate Site and linking those descriptions to Normal Survival’s website, the accuracy of materials posted on the Affiliate Site (including, but not limited to, all materials related to Normal Survival Products and Services); ensuring that materials posted on the Affiliate Site do not violate or infringe upon the rights of any third party and are not libelous or otherwise illegal. The Merchant disclaims all liability and responsibility for such matters.

The Merchant has the right at its sole discretion to monitor referrals through the Independent Contractor’s Affiliate Site from time to time to determine if the Independent Contractor is in compliance with the terms of this Agreement. If the Independent Contractor is not in compliance the Merchant may terminate the Independent Contractor’s participation in the Program effective immediately.

Merchant’s Responsibilities

The Merchant will provide all of the information necessary for the Independent Contractor to make Links from the Independent Contractor’s Affiliate Site to Normal Survival’s website. The Merchant will be solely responsible for order processing (including processing, cancellations, and refunds) for orders for Normal Survival Products and Services placed by a Referred Customer following a Link from the Independent Contractor’s Affiliate Site, for tracking the volume and amount of Qualified Purchase statistics. The Merchant will be solely responsible for all order processing, including but not limited to payment processing, cancellations, refunds, and related Normal Survival website’s service.

Policies and Pricing

Referred Customers who buy Normal Survival Products and Services through the Merchant’s affiliate network are deemed to be Merchant’s customers. Merchant’s Terms and Conditions, rules, policies, and operating procedures will apply to such customers. Merchant may change its policies, pricing, and operating procedures at any time. For example, Merchant determines the prices to be charged for Normal Survival Products and Services sold

through the affiliate network in accordance with its own pricing policies. Prices and availability of Normal Survival Products and Services may vary from time to time, from Independent Contractor to Independent Contractor, and from region to region. Because price changes may affect products that Independent Contractor has listed on the Independent Contractor’s Affiliate Site, the Independent Contractor may or may not be able to include price information in your product descriptions. Merchant will use commercially reasonable efforts to present accurate information on Normal Survival’s webstie, but the Merchant cannot guarantee the availability or price of any particular Normal Survival Product or Service.

Emails and Publicity

The Independent Contractor shall not create, publish, transmit or distribute, under any circumstances, any bulk email messages (also known as “SPAM”) without prior written consent from Merchant, to be granted or denied at the Merchant’s sole discretion, in each instance. Additionally, the Independent Contractor may only send emails containing a Normal Survival affiliate link and or a message regarding Normal Survival or Normal Survival’s Business Development Program to people who have previously consented to receiving such communications from the Independent Contractor. Independent Contractor’s failure to abide by this Section T, the CAN-SPAM Act of 2003, Merchant’s Anti-Spam Policy, GDPR regulations and all applicable laws relating to email communications, in any manner, will be deemed a material breach of this Agreement by Independent Contractor and will result in the forfeiture by Independent Contractor of any and all rights the Independent Contractor may have to any commissions and the termination of its participation in the Program. Further, if the Independent Contractor’s account has excessive clicks in a very short period of time as determined by Merchant in its sole discretion, the Independent Contractor relationship may be terminated.

Licenses and Use of Normal Survival Logos and Trademarks

Subject to the limitations set forth in Section T above and otherwise in this Agreement, the Merchant grants the Independent Contractor a non-exclusive, non-transferrable, revocable license to (i) access Normal Survival’s website through the Links solely in accordance with the terms of this Agreement and (ii) solely in connection with such Links, to use Normal Survival trademark and logo and similar identifying material provided by Merchants (collectively, the “Licensed Materials”), for the sole purpose of selling Normal Survival Products and Services on Independent Contractor’s Affiliate Site and as approved in advance by the Merchant. The Independent Contractor may not alter, modify, or change the Licensed Materials in any way. The Independent Contractor is only entitled to use the Licensed Materials while the Independent Contractor is an Affiliate in good standing and in compliance with all of the terms of this Agreement. The Independent Contractor shall not use the Licensed Materials for any purposes other than selling Normal Survival Products and Services, without first submitting a sample to the Merchant and obtaining the express prior written consent of the Merchant in each instance. The Independent Contractor shall not use the Licensed Materials in any manner that is disparaging or that otherwise portrays Normal Survival or any Merchant employee or representative in a negative light. The Merchant reserves all of its rights in the Licensed Materials and the Independent Contractor’s license to use such material is limited to the manner described herein. The Merchant may revoke Independent Contractor’s license at any time, by giving the Independent Contractor written notice. If not previously revoked, this license shall immediately terminate upon the termination of Independent Contractor’s participation in the Independent Contractor Program. The Independent Contractor grants to the Merchant a non-exclusive license to utilize Independent Contractor’s name, title, trademarks, and logos (the “Independent Contractor” Trademarks”) in any advertisement or other materials used to promote the Merchant, Normal Survival’s website and the Program, provided that the Merchant’s use of the Independent Contractor Trademarks is not required and is at its sole discretion. This license shall terminate upon the termination of Independent Contractor’s participation in the Program.

Linking to the Merchant’s Website

Upon acceptance into the Program, links will be made available to the Independent Contractor through the Business developer dashboard. The Independent Contractor’s acceptance in the Program means it agrees to and abides by the following.

  1. The Independent Contractor will only use linking code obtained from the Business developer dashboard without manipulation.

  2. The Independent Contractor’s Website will not in any way copy, resemble, or mirror the look and feel of Normal Survival’s Website. The Independent Contractor will also not use any means to create the impression that its Website is Normal Survival’s Website or any part of our Website including, without limitation, framing of Normal Survival’s Website in any manner.

  3. The Independent Contractor may not engage in cookie stuffing or include pop-ups, false or misleading links on its website. In addition, wherever possible, the Independent Contractor will not attempt to mask the referring URL information (i.e. the page from where the click is originating).

  4. Using redirects to bounce a click off of a domain from which the click did not originate in order to give the appearance that it came from that domain is prohibited.

If the Independent Contractor is found committing any fraudulent activities including redirecting links to hide or manipulate their original source, the Independent Contractor’s current and past commissions will be voided or its commission level will be set to 0%. This does not include using “out” redirects from the same domain where the affiliate link is placed.

Term and Termination

The term of this Agreement will begin upon Merchant’s acceptance of Independent Contractor’s Program application and will end when terminated by either party (the “Term”). Either party may terminate this Agreement at any time, with or without cause. The Independent Contractor is only eligible to earn Commission Fees on Qualified Purchases occurring during the Term. Commission Fees earned prior to the date of termination will be eligible for commissions only if the orders for the related Normal Survival Products and Services are not canceled or returned within 60 days and comply with all of the terms of this Agreement. The Merchant may withhold the Independent Contractor’s final payment of Commission Fees for a reasonable time to ensure that all Qualified Purchases are valid and payment from Referred Customers are legitimate as determined by the Merchant at its sole discretion. Any Independent Contractor who violates this Agreement, the Terms and Conditions, or any applicable law will immediately forfeit any right to any and all accrued, but not yet received, Commission Fees and will be immediately removed from the Program. The Merchant reserves the right to remove an Independent Contractor from the Program, and to terminate or suspend this Agreement, at any time for any reason, at its sole discretion.

Modification

The Merchant may modify this Agreement at any time at its sole discretion; provided that the change shall solely apply to events occurring after the date on which Independent Contractor accepts and agrees to such modifications unless the Independent Contractor otherwise agree herein. Such modifications shall take effect when posted on Normal Survival’s website. Modifications may include, but are not limited to, changes in the scope of available Commission Fee, commission amounts or percentages, payment procedures, Commission Fee payment schedules, and Program rules. If any modification is unacceptable to Independent Contractor, the Independent Contractor’s only recourse is to terminate this Agreement, in which event the Independent Contractor shall be entitled to its rights under the unmodified Agreement prior to the date of the applicable modification. The Independent Contractor’s continued participation in the Program following the Merchant’s posting of any modifications on Normal Survival’s website will constitute binding acceptance of the change.

Disclaimers

The Merchant makes no express or implied warranties or representations with request to the affiliate program or any Normal Survival products and services sold through the affiliate program (including, without limitation, warranties of fitness, merchantiability, non-infringement, or any implied warranties arising out of course of performance, dealing, or trade usage). In addition, the Merchant makes no representative that the operation of Normal Survival’s website will be uninterrupted or error free, and the Merchant will not be liable for the consequences of any interruptions or errors, including the tracking of information concerning referred customers during any period of interruption.

Relationship of Parties

The Parties intend that the Independent Contractor and any Contractor Personnel be engaged as independent contractors of the Merchant.

The Independent Contractor and the Merchant are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. The Independent Contractor will have no authority to make or accept any offers or representations on the Merchant’s behalf. The Independent Contractor will not make any statement, whether on the Independent Contractor’s Affiliate Site or otherwise, that contradicts anything in this section.

The Independent Contractor will not be entitled to worker’s compensation, retirement, insurance or other benefits afforded to employees of the Company.

Representation and Warranties

The Independent Contractor hereby represents and warrants to us as follows:

  • The Independent Contractor has reviewed and understands this Agreement and agrees to be bound by its terms.

  • The Independent Contractor’s acceptance of this Agreement and participation in the Program will not violate (i) any provision of law, rule, or regulation to which Independent Contractor is subject, (ii) any order, judgment, or decree applicable to the Independent Contractor or binding upon the Independent Contractor’s assets or properties, (iii) any provision of the Independent Contractor’s by-laws or certificate of incorporation, or (iv) any agreement or other instrument applicable to the Independent Contractor or binding upon Independent Contractor’s assets or properties.

  • The Independent Contractor is the sole and exclusive owner of the Independent Contractor Trademarks and has the power to grant to the Merchant the license to use such marks in the manner contemplated herein, and such grant will not (i) breach, conflict with, or constitute a default under any agreement or other instrument applicable to Independent Contractor or binding upon the Independent Contractor’s assets or properties, or (ii) infringe upon any trademark, trade name, service mark, copyright, or other proprietary right of any third person or entity. The Independent Contractor is not required to obtain consent, approval, or authorization of, or exemption by, or filing with, any governmental authority or any third party in connection with the Independent Contractor’s entrance into this Agreement. There is no pending or threatened claim, action, or proceeding against Independent Contractor, or any affiliate of Independent Contractor with respect to the Independent Contractor Trademarks, and, to the best of the Independent Contractor’s knowledge, there is no basis for any such claim, action, or proceeding.

  • During the Term, the Independent Contractor will not include in Independent Contractor’s Affiliate Site content that is, in Merchant’s opinion, unlawful, harmful, threatening, defamatory, obscene, harassing, racially, ethically, or otherwise objectionable or are in violation of Merchant’s Terms and Conditions or Acceptable Use Policy.

  • The Independent Contractor is at least eighteen (18) years of age.

  • The Independent Contractor understands and agrees that there are no claims of guaranteed profits or representations of expected earnings and that any examples provided in print or online by Merchant are purely illustrative of technical capabilities and possibilities under special circumstances and do not necessarily represent common outcomes of most independent contractors in the Program.

  • Each Referred Customer is valid, genuine, and unique and meets the criteria of a Qualified Purchase for generating a Commission Fee as provided in this Agreement.

  • Affiliates’ website content, if any, is solely owned by the Independent Contractor and does not infringe on the rights of any third party, including but not limited to intellectual property rights, and is not defamatory, libelous, unlawful or otherwise objectionable and the Independent Contractor shall not provide, promote, distribute, place or otherwise publish or host any website that includes content which is libelous, defamatory, obscene, pornographic, abusive, fraudulent or which violates any law.

Limitation of Liability

The Merchant will not be liable for any indirect, special, incidental, or consequential damages, or any

loss of revenue, profits, or data, arising in connection with this Agreement or the Program, even if the Merchant has been advised of the possibility of such damages. Further, the Merchant’s aggregate liability arising with respect to this Agreement and the Program will not exceed the total commissions paid or payable to Independent Contractor under this Agreement during the one (1) month period immediately preceding the event giving rise to such liability.

Confidentiality

Each of the parties hereto agrees that all information including, without limitation, the terms of this Agreement, business and financial information, Merchant customer and vendor lists, or pricing and sales information (including without limitation commission rates), shall remain strictly confidential and shall not be utilized for any purpose outside the terms of this Agreement except and solely to the extent that any such information is (a) already lawfully known to or independently developed by the receiving party, (b) disclosed in published materials, (c) generally known to the public, or (d) lawfully obtained from any third party not under any obligation of confidentiality to the disclosure hereunder. Notwithstanding, each party is hereby authorized to deliver a copy of any such information (a) pursuant to a valid subpoena or order issued by a court or administrative agency of competent jurisdiction, (b) to its accountants, attorneys, or other agents on a confidential basis, and (c) otherwise as required by applicable law, rule, regulation, or legal process including, without limitation. In the event of such disclosure, the receiving party shall give the disclosing party prior notice before releasing any information unless giving such notice is prohibited.

Independent Investigation

The Independent Contractor understands that the Merchant may at any time (directly or indirectly) solicit the Merchant relationships on terms that may differ from those contained in this Agreement.The Merchant may also solicit relationships with entities that operate websites that are similar to or compete with the Independent Contractor’s Affiliate Site. The Independent Contractor has independently evaluated the desirability of participating in the Normal Survival Business Development Program and is not relying on any representation, guarantee, or statement other than as set forth in this Agreement.

Miscellaneous

Governing Law. This Agreement is governed by the law of Sweden. Any action relating to this Agreement must be brought in a court or arbitration court located in Sweden and the Independent Contractor irrevocably consents to the jurisdiction of such court.

Assignment. The Independent Contractor may not assign this Agreement, by operation of law or otherwise, without the Merchant’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. The Merchant may assign this Agreement at its discretion and must inform Independent Contractor of such assignment. If such assignment is unacceptable to Independent Contractor, the Independent Contractor’s only recourse is to terminate this Agreement, in which event the Independent Contractor shall be entitled to its rights under the unmodified Agreement prior to the date of the applicable modification. Independent Contractor’s continued participation in the Program following Merchant’s posting of any assignments on Normal Survival’s website will constitute binding acceptance of the change.

Waiver. The Merchant’s failure to enforce the Independent Contractor’s strict performance of any provision of this Agreement will not constitute a waiver of the Merchant’s right to subsequently enforce such a provision or any other provision of this Agreement.

Force Majeure. Neither Party will be in breach hereof by reason of its delay in the performance of or failure to perform any of its obligations hereunder, if that delay or failure is caused by strikes, fault and errors on part of third parties not party to this Agreement such as payment processors, banks, postal systems, web hosting providers; acts of God or the public enemy, riots, or any fault beyond its foreseeable control, without its fault or negligence (“Force Majeure”). In the event of Force Majeure, the affected party agrees to notify the other Party in writing of its inability to perform within ten (10) days after the occurrence of Force Majeure. The occurrence of a Force Majeure shall suspend, not terminate, the obligations of the Party to perform, which is affected by the Force Majeure until the Force Majeure event has been resolved.

This file was last modified: July 21, 2020

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