Program Agreement

1.Parties and scope

This agreement is between {brand} (the "brand") and {creator} (the "creator"). It governs the creator's participation in the brand's program on Partnely, including every tracked link, coupon code and campaign the creator uses in it.

It is signed electronically on Partnely when the creator joins, and the brand may change it only as the section on changes to the terms describes. The Terms of Service, the Creator and Affiliate Terms and the Acceptable Use Policy of Partnely apply alongside it; where they conflict with this agreement on commission, attribution, approval, payment or termination, this agreement applies.

2.Commission and attribution

The brand pays the creator a commission of {rate} on every approved order attributed to the creator. The order subtotal is what the shopper paid for the products in the order, after discounts, excluding VAT, sales tax and shipping. The brand may set a different rate for a product, a product category or collection, a campaign or for the creator in its settings. For each order line the most specific rate applies: a product's rate, then a category or collection rate, then a campaign's rate, then the rate above; where several category or collection rates match one line, the one that pays the most on that line applies. A fixed rate on a product, category or collection is paid per unit. The rate applied to each order is recorded with it, shown on the ledger, and is not recalculated when a rate changes later. A campaign's rate applies to orders placed before the brand closes the campaign; orders placed after it closes earn the creator's normal rate in this program.

{fixed_on_free}

{gift_cards}

An order is attributed to the creator when it can be matched to the creator's coupon code or to a click on one of the creator's tracked links under Partnely's documented attribution rules, in this order of precedence: the creator's coupon code; then a click on one of the creator's tracked links, whether its click id is carried on the order, in the order's checkout attributes or on the landing URL; then a link reference on the order, where no click decided. A coupon code issued to the creator wins over any click, because the shopper used it at checkout; a general store code that is not the creator's does not count. Among clicks within the window, the last click before the order wins. When the brand switches off one of the creator's links, orders from clicks made on it before still count; new clicks on it and a link reference alone do not.

An order that uses the creator's coupon code needs no click. An order matched through a click counts only when it is placed within {window} of the click; orders placed later, orders that cannot be matched, and orders the creator or their household placed themselves are not attributed. A link reference, where no click decided, counts when the order carries it; the tracking snippet keeps a reference in the shopper's browser only for {window}. Subscription renewals are the exception to the window: they follow the next paragraph.

{renewals}

3.Approval and the return window

A new order is pending. The brand approves it once its return or cancellation window has passed, either by hand or automatically after the number of days set in its program, and reverses it with a reason if the order is refunded, cancelled, charged back or found to be fraudulent while it is pending. Commission is owed only on approved orders. While an order is pending, a partial refund lowers its commission in proportion, and an order the store edits is recalculated on its new amounts at the rates recorded for the order where the store's platform reports the edit; a product the edit adds earns its product or category rate where it has one. Once an order is approved, its commission is final: a later refund, cancellation, chargeback or edit does not reverse or change it. Orders flagged for risk may be held for review before approval. The brand approves or reverses orders within a reasonable time and does not leave orders pending to delay payment.

4.Payment and the payout schedule

The brand pays approved commission {payout_schedule}, once the creator's approved and unpaid balance reaches {minimum_payout}. Commission, the minimum payout and payments are in the store currency, {currency}. An order in another currency is converted into {currency} at the ECB euro reference rate published on or before the order's date, crossed through the euro where needed, and that rate stays fixed for the order; an order recorded before that rate is available is converted once it is, while the order is still pending. An order that cannot be converted, because no reference rate from the seven days up to its date is available for its currency or because the brand has not confirmed the store currency, keeps its own currency: commission on it is paid in that currency, and the minimum payout applies to that balance separately. Turning a payment into the currency of the creator's own account is done by the payment method used, at that method's rate.

Payment is made by hand, through a method the creator has given the brand, and recorded on Partnely with a reference, or, where offered, through Partnely from money the brand has funded, to a payout account the creator has set up with the payment provider. When the brand has connected its own PayPal account, payment to a creator who has given a PayPal account is sent from the brand's PayPal account to that account; a PayPal payout the creator does not claim within 30 days returns to the brand and the commission is owed again. Every payout is recorded against the orders it covers, and both parties see the same record.

Approved commission is not deducted from later payouts. The creator is responsible for the accuracy of their payout details and for any tax on what they earn.

5.Disclosure

The creator clearly discloses, on every post, page or message that carries a link or code from this program, that the link or code is paid or commissioned, in the way the platform where it appears requires and the law where the audience is requires, and before the audience clicks or uses the code. The brand may require specific wording in its own clauses below; it does not ask the creator to omit a disclosure.

6.Content rules

The creator promotes the brand's products truthfully, makes no claim the brand has not made, and follows the rules of each platform and the law. The creator uses the brand's names, logos and images only for this program and as the brand provides them.

The creator owns the content they create. Any licence the brand receives in content produced for a campaign is set out in that campaign's brief; without a brief, the brand may reshare the content on its own channels with attribution for the campaign's duration.

7.Coupon and code rules

A coupon code the brand issues to the creator is personal to the creator and may be shared only with the creator's own audience on channels the creator controls. The creator does not post it to coupon or deal sites, browser extensions or forums that the brand has not authorised. Orders that use the code are attributed to the creator even without a click, unless the code has been misused. The brand may change or withdraw a code with notice.

8.Prohibited traffic

The creator does not engage in self-referrals, cookie stuffing, coupon scraping, unauthorised coupon sites, trademark bidding on the brand's name without the brand's written permission, incentivised clicks, bots or bought traffic, misleading claims or spam. Orders that come from prohibited traffic are not owed commission, and the brand may remove the creator from the program for it.

9.The brand's own terms

{brand_terms}

10.Changes to the terms

The brand may change the terms of this agreement that come from its program settings: the commission, the attribution window, whether subscription renewals, gift card sales and orders worth nothing earn commission, the payout schedule, the minimum payout and its own clauses. It announces each change on Partnely with the date the change takes effect, from 00:00 UTC on that date, and Partnely emails the creator and shows the change on the program's page.

A change that only improves the creator's terms, such as a higher rate of the same kind, a longer attribution window, renewals, gift card sales or orders worth nothing starting to earn commission, a lower minimum payout or more frequent payments, may take effect at once. Any other change, and every change to the brand's own clauses, takes effect at least 14 days after it is announced. Until then the brand may replace or withdraw the change, and the creator is told.

Orders placed before the date keep the terms in force when they were placed, whenever they are recorded or approved; orders placed on or after the date follow the new terms. A new payout schedule or minimum payout applies to payouts due on or after the date.

The creator may leave the program before the date to decline the change. By staying in the program after the date, the creator accepts the new terms without a new signature, and Partnely keeps a dated copy of this agreement with the new terms for both parties.

A rate the brand sets for the creator alone, for a product, a category or collection or a campaign, and the store currency apply to orders recorded after the brand saves them. If the brand's own clauses were left out of the copy the creator signed because the brand's plan did not include them, and they apply again, the creator is asked to sign the agreement with them.

11.Announced changes

{announced_changes}

12.Term and termination

This agreement starts when the creator signs it and lasts until either party ends it. The creator may leave the program at any time, from the program's page on Partnely, by telling the brand or by writing to Partnely; the brand may remove the creator at any time, and gives a reason where the removal is for a breach.

When the agreement ends, the creator's links stop being attributed and orders placed after the end earn no commission. Commission on orders approved before the end is still paid on the schedule above, unless the creator was removed for prohibited traffic or another breach, in which case the brand may withhold commission on the affected orders. Orders pending at the end are approved or reversed within the brand's usual window and paid if approved.

13.The platform's role

Partnely is not a party to this agreement. It keeps the record of it, of every click, order, approval, reversal and payout, and of the terms in force at each moment, and both parties rely on that record. Where funded payouts are offered and the brand funds payouts through Partnely, Partnely is the payment channel and pays the creator only from money the brand has funded. Disputes about an order or a payment are settled between the brand and the creator; Partnely provides the record to both.

14.Signing

The creator signs this agreement electronically on Partnely by typing their full name and confirming that they have read it. The signed copy, with the name, the time, the version of this template and the version of the brand's program terms, is kept by Partnely and can be opened by both parties at any time. When the creator accepts changed terms by staying in the program after notice, Partnely keeps a dated copy of the agreement with the new terms in the same way, marked as accepted by continuing after notice.