Healthy Steps Nutrition & HSN Mentoring Partnership Agreement
This Partnership Agreement (“Agreement”) is made between Healthy Steps Nutrition Incorporated which encompasses HSN Mentoring (“Company”) and the (the “Partner”); as defined in the signature block below and shall be entered into as of the date of the last signature by either party (the “Effective Date”). This Agreement includes the terms and conditions that will govern the relationship between the Company and the Partner.
Non-Exclusivity:
This Agreement does not create an exclusive relationship between the Company and the Partner. Both parties are free to work with similar partner program providers in any category. This Agreement imposes no restrictions on either party to work with any individual or company they may choose.
Definitions:
To maintain “Referral Partnership” status, a business must:
A “Partner” of the Company receives the following benefits:
Specific Terms Applicable:
We will determine whether a payout is warranted at our sole and exclusive discretion. We reserve the right to reject purchases that do not comply with the terms of this Agreement.
Payout information:
Payouts will be available provided the Company has your current accounting documentation. Payouts will occur within two weeks of the completion of the month. For any disputes as to payout, the company must be notified within thirty days of your receipt of the payout. Disputes filed after thirty (30) days will not be reviewed.
Terms and Termination:
The term of this Agreement will begin upon signature of the agreement and posting of the Link. It can be terminated by either Party at any time with or without cause.
You may only earn payouts as long as you are a Partner in good standing during the term. The Company shall have the option to immediately terminate this Agreement, at the Company’s sole discretion and upon thirty (30) days are written notice to the Partner, if the Partner materially breaches the covenants or obligations, or otherwise fails to abide by the terms and fails to cure such breach to the full satisfaction of the Company. This Agreement shall also be terminated thirty (30) days after written notice by the Partner of its intent to terminate. If you terminate this Agreement with us, you will qualify to receive payouts earned prior to the date of termination.
If you fail to follow the terms of this Agreement, or any other legal terms we have posted anywhere on our website or websites, you forfeit all rights, including the right to any unclaimed payout.
The Company specifically reserves the right to terminate this Agreement if you violate any of the terms outlined herein, including but not limited to, violating the intellectual property rights of the Company or a third party, failing to comply with applicable laws or other legal obligations, and/or publishing or distributing material that is illegal.
Intellectual Property:
The Partner agrees and acknowledges all intellectual property owned by the Company including all copyrights, trademarks, patents, media, published content, and all other intellectual property belonging to the Company. The Partner further agrees and acknowledges that the Company Company shall retain the full ownership, title, and interest in any intellectual property which is provided to the Partner under the terms of this agreement. The Partner shall have no right to sublicense any intellectual property of the Company or authorize the use of the Company’s intellectual property by any third party without the express written consent of the Company.
Acceptable Use:
The Partner agrees not to use the Partnership Program or our Company for any unlawful purpose. You agree not to use the Partnership Program in any way that could damage our websites, products or services, or the general business of the Company.
Entire Agreement:
This Agreement constitutes the entire understanding between the Parties with respect to the Partnership Program. The Agreement supersedes and replaces all prior or contemporaneous agreements or understandings, written or oral.
Jurisdiction, Venue & Choice of Law:
This Agreement shall be governed by the laws of the State of Florida and by the laws of the United States of America, and the parties agree to the exclusive jurisdiction of the federal and state courts located in Broward County, Florida without giving effect to the conflict of law provisions thereof. The parties waive trial by jury in all matters relating to this Agreement.
Injunctive Relief:
The Partner acknowledges (i) the unique nature of the protections and provisions established and contained within this agreement, (ii) that the Company shall suffer irreparable harm if the Partner should breach any of said protections or provisions, and (iii) that monetary damages would be inadequate to compensate the Company for said breach. Therefore, should the Partner cause a breach of any of the provisions contained within this agreement, then the Company shall be entitled to injunctive relief, in addition to any other remedies at law or equity, to enforce said provisions. If a party is successful in recovering damages or obtaining injunctive relief, the other party agrees to be responsible for paying all of the prevailing party’s expenses in seeking such relief, including all costs of bringing suit and all reasonable attorneys’ fees.
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Signed by L. Nicole Aucoin Signed On: January 20, 2022
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Document Name: Healthy Steps Nutrition & HSN Mentoring Partnership Agreement
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