KnoWEwell - KnoWEwell VIP Referred Benefits Program

Welcome Affiliate!

Join our Referred Benefits Program and start earning money for every sale you send our way! Simply create your account, start sharing your link on your website and other high traffic areas, and watch your account balance grow as your visitors become our customers.

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Terms and Conditions

To be an authorized Affiliate of KnoWEwell, you agree to abide by the terms and conditions contained in the Agreement below.

Please read the Agreement carefully before registering and using the KnoWEwell service as an Affiliate. By signing up for the KnoWEwell Referred Benefits Program, you indicate your acceptance of the Agreement and its terms and conditions.

KnoWEwell VIP Referred Benefits Program Agreement

Last Modified: April 21, 2022

This KnoWEwell Referred Benefits Program Agreement and all materials referred or linked herein (collectively, the “Agreement”) sets forth the terms of the KnoWEwell Referred Benefits Program (the “Program”) and the related contractual rights and obligations for you (the “Affiliate”, “you”, or “your”), and KnoWEwell, P.B.C. (“KnoWEwell”, “we”, “us”, or “our”), (individually, a “Party”, and collectively, the “Parties”).  and KnoWEwell, P.B.C. (“KnoWEwell”) (individually, a “Party”, and collectively, the “Parties”). You may not participate in the Program unless you agree to the terms of the Agreement.

These terms may be updated or replaced in their entirety if, for example, the Program changes, ends, or becomes part of another program. If the terms are updated or replaced, you will be notified by electronic means, which may include an in-app notification or by email. If you do not agree to the updated or replacement terms, you can choose to terminate as described below.

TERMS AND CONDITIONS

1.	Affiliate Terms of Service.
This Agreement contains the complete terms and conditions that apply to your participation in the Program. Your enrollment in the Program shall be deemed your acceptance of the terms outlined herein, which shall constitute a binding Agreement. Once enrolled, you shall be compensated as an independent contractor for services as outlined herein. You shall be obligated to furnish, at your own expense, all equipment, supplies, other materials, and services you deem necessary to perform the services. You shall not be entitled to any reimbursement for any costs or expenses related to the services you provide to KnoWEwell.

2.	Non-Exclusivity.
This Agreement does not create an exclusive agreement between you and KnoWEwell. The Parties have the right to recommend similar products and services of third parties and to work with other parties in connection with the design, sale, installation, implementation, and use of similar services and products of third parties.

3.	Enrollment in the Program.
To begin the enrollment process, you will submit a completed Program application through KnoWEwell’s website. KnoWEwell will evaluate your application and notify you whether you have been accepted to participate in the Program, or not. Upon notification of acceptance, the terms and conditions of this Agreement shall apply in full force and effect until terminated, pursuant to the terms set forth below.

KnoWEwell will review your participation during the term of the Program and may reject your account at any time if KnoWEwell determines, in KnoWEwell’s sole discretion, that your promotional processes are unsuitable for the Program for any reason, including, but not limited to, incorporating images or content that is unlawful, defamatory, obscene, harassing, or otherwise objectionable, such that facilitates illegal activity or promotes violence or promotes or assists others in promoting copyright infringement, or promotes a business-opportunity program.

4.	Affiliate Links, Tool, and Materials.
As an affiliate website of KnoWEwell, you may use any form of promotion you choose, consistent with the terms of this Agreement and including, but not limited to, KnoWEwell’s brand and trademark usage guidelines. You may use banner advertisements, button links, and/or text links to KnoWEwell’s site (the “Affiliate Links”), however, you cannot spam. Any activity by you or on your behalf that KnoWEwell determines or reasonably suspects to be the result of an unsolicited bulk email program will result in your immediate termination from the Program and your forfeiting of monies otherwise due to you hereunder. In compliance with the Controlling the Assault of Non-Solicited Pornography And Marketing Act of 2003 ("CAN-SPAM Act"), you explicitly agree that all emails sent by you will clearly state who the email is from and provide clear information on how to contact the sender. In addition, all email messages by you also will contain concise information on how a recipient can be removed from your mailing list so that the recipient will receive no further email communications.

As an Affiliate, KnoWEwell will make available to you upon your acceptance into the Program the “Affiliate Tool” for you to use in order to participate in the Program. Allowable promotional materials from the Affiliate Tool may contain KnoWEwell’s trademarks, trade names, service marks, and/or logos for display on your affiliate site. Subject to the terms and conditions hereof, you are granted a limited, non-exclusive, non-transferable, royalty-free license to access, download, and use such promotional links and other designated promotional materials from the Affiliate Tool for placement on your affiliate website for the sole and exclusive purpose of promoting membership in KnoWEwell. In utilizing the Affiliate Tool, promotional materials, and Affiliate Links, you agree that you will cooperate fully with KnoWEwell in order to establish and maintain such Affiliate Tool, promotional materials, and Affiliate Links. Promotional materials and Affiliate Links may only be visually modified with KnoWEwell’s consent.

5.	Commissions.
KnoWEwell will pay you commissions as follows:

VIP Commission. You will earn 30% of the Net Membership Fees, as defined below, for each new individual or provider member that purchases a KnoWEwell membership through your Affiliate Links (“VIP Commission”). You will receive a VIP Commission for the initial user purchase only. You will not be entitled to receive VIP Commission on any additional purchases by that same user. Only one VIP Commission fee is payable for each new membership.

Tier Commission. You may market the Program to third parties. For each third party that becomes an Affiliate in the Program through your unique tier referral link, you earn a 10% commission on such Affiliate’s VIP Commission (“Tier Commission”).

VIP Lifetime Commissions. From time to time, KnoWEwell may offer promotions that allow you to earn a 10% lifetime share (50 years) of membership renewals ("Lifetime Commissions"), net of standard payment processor fees. Referral earnings are recurring as long as a membership plan remains active.

Net Membership Fees: For purposes of calculating VIP Commission fees, “Net Membership Fees” means the provider membership fees or individual membership fees actually collected by KnoWEwell from the new provider member or individual member that purchases a KnoWEwell membership through your Affiliate Link, less the following expenses relating to or arising out of such membership fees: (i) discounts, coupons, incentives, and promotions; (ii) cancellations, exchanges, returns, and other refunds; (iii) credit card and other processing fees; (iv) sales, use, excise, value-added, and similar taxes (but not taxes on the net income of KnoWEwell); and (v) other third-party charges that directly relate to and result from such memberships (e.g., third-party license fees for re-licensed content applicable to Gold level memberships).

Taxes on Commissions. You are responsible for the payment of all taxes related to the Regular and Tier Commissions you earn under this Agreement.

Referral Tracking and Duration. Referral tracking is processed in the following order: email tracking, IP address (click) tracking, and local browser cookie tracking. KnoWEwell is not responsible for a user clearing their browser cookies, using a different email address, their IP address or device changing, or any other scenario that might render KnoWEwell’s referral tracking practices ineffective. All referral tracking is for the life of the effectiveness of each tracking method or 90 days, whichever comes first.

The commission rates and referral duration are subject to change at KnoWEwell’s sole discretion, upon notice to you and commencing the 48 hours following such notice, unless otherwise stated in such notice. KnoWEwell may, at its discretion, offer higher VIP Commission rates for specified periods of time as part of incentive programs.

Example: You send 100 registrations. Out of those, 8 people immediately purchase a KnoWEwell membership at $1,000 each. At the 10% commission level, you would receive $100 * 8 = $800 in VIP Commissions. KnoWEwell will continue to track those remaining 92 registrants and if any of them purchase a membership before the end of the 90-day period, you will receive additional VIP Commission.

6.	Commission Payment.
VIP Commission, Tier Commission, and Lifetime Commissions (individually or collectively "commission" or "commissions") deemed due and owed to you under the Program will be paid to you directly by KnoWEwell after any holding period and in accordance with a regular payout cycle established by KnoWEwell (commissions related to approved transactions are paid the first day of the second month following the sale transaction, usually 60 days from sale).

You must earn a minimum affiliate account balance of $50 or more before your account is eligible for payment. Commission amounts earned for less than $50 (for example, Regular and Tier Commissions totaling $45) will remain pending until the full $50 minimum balance has been earned. All sales still pending due to the minimum payment threshold must remain active and in good standing to be eligible for payment. Membership sales that are rejected, canceled, or refunded by KnoWEwell will be marked as invalid and not payable. If you do not meet the minimum threshold of $50 within 90 days after the end of the month in which a qualified membership purchase was properly completed, commission payments will be forfeited, and your commission balance will revert to $0 (zero dollars).

PayPal payments will only be reissued within 90 days of the original issue date, upon request, in the case of incorrect PayPal address or refusal from PayPal to accept payment.

KnoWEwell reserves the right to institute a reserve fund holding commissions for a time period deemed necessary in situations where sales generated by an affiliate consistently have a high refund/cancellation ratio.

7.	Responsibility for Your Site.
You will be solely responsible for the development, operation, and maintenance of your website and for all materials that appear on your website. KnoWEwell shall have no responsibility for the development, operation, and maintenance of your website nor responsibility for any materials that appear on your website. You shall also be responsible for ensuring that materials posted on your site do not violate or infringe upon any laws or the rights of any third party (including, for example, copyrights, trademarks, privacy, or other personal or proprietary rights), and ensuring that materials posted on your website are not libelous or otherwise illegal. You must have express permission to use another party’s copyrighted or other proprietary material. KnoWEwell will not be responsible if you use another party’s copyrighted or other proprietary material in violation of the law.

You agree that you will maintain and follow a privacy policy that complies with all applicable laws and regulations regarding the privacy of visitor information, is commercially reasonable, and fully and accurately discloses your collection and use of visitor information.

In addition to the foregoing, KnoWEwell will immediately terminate your participation in the Program if KnoWEwell believes you have engaged in any of the following:
•	Unsolicited mass email solicitations or any other form of spamming, including but not limited to, violation of anti-spamming policies of KnoWEwell, or federal, state, or local law;
•	Provide inaccurate or incomplete information to KnoWEwell concerning your identity, address, or other required information;
•	Attempt to cheat, defraud or mislead KnoWEwell in any way; or
•	Misrepresent to the public the terms and conditions of KnoWEwell’s website, membership, and/or social media accounts, or your website and/or social media accounts.

8.	Paid Search Policy.
When bidding on keywords on any paid search engines or a social media site, including without limitation, Google, Yahoo/Bing, Twitter, and Facebook you are prohibited from: 
•	Bidding on any KnoWEwell trademarks or any variations and misspellings thereof without KnoWEwell’s prior written approval;
•	Bidding on keywords containing KnoWEwell trademarks;
•	Outranking KnoWEwell’s internal paid search ad on any keywords; and
•	Using KnoWEwell.com or any other KnoWEwell-owned domain as a display URL.

You may include the descriptions of the benefits and features of KnoWEwell’s memberships and other intellectual property of KnoWEwell made available to you through the Program on your website. You may not edit or alter the descriptions or intellectual property provided by KnoWEwell without KnoWEwell’s written consent. All materials, including without limitation, ad copy, coupons, and promotions on your website must accurately represent active and valid KnoWEwell memberships and promotions. For example, you may not display an ad on your affiliate site for a promotion that has expired.

If KnoWEwell determines, at its sole discretion, that you are in violation of this section, KnoWEwell may terminate your participation in the Program. 
 
9.	Address and Contact Changes.
It is your responsibility to provide KnoWEwell with correct contact and payment information (i.e., PayPal account information) required to issue a commission fee to you. If KnoWEwell does not receive the necessary payment information within 90 days of a commission fee being earned, that commission fee shall be deemed forfeited by you, and no payment will be issued. Any address changes must be made in your affiliate profile in KnoWEwell’s Affiliate Tool at least three (3) business days prior to the end of the calendar month for commissions for that month to be sent to the revised address.

10.	Term of Agreement.
The term of this Agreement will begin upon KnoWEwell’s acceptance of your Referred Benefits Program application and will end when terminated by either Party. Either you or KnoWEwell may terminate this Agreement at any time, with or without cause, by giving the other Party written notice of termination. Notice by email, to your email address in KnoWEwell’s records, is considered sufficient written notice for KnoWEwell to terminate this Agreement.

If this Agreement is terminated because you have violated the terms of this Agreement, you are not eligible to receive any commission payments, even for commissions earned prior to the date of termination. If this Agreement is terminated for any other reason, you are only eligible to earn a commission on membership sales occurring during the term of the Agreement, and commissions earned through the date of termination will remain payable only if the related sales are not rejected, canceled, or refunded. KnoWEwell reserves the right to withhold your final payment for a reasonable time to ensure that the correct amount is paid.

Upon the termination of this Agreement, you shall have no further rights or obligations to market KnoWEwell’s memberships, and you shall disengage your unique tier referral link, cease presenting yourself as an Affiliate of KnoWEwell on your website, social media, and other marketing accounts, and remove KnoWEwell’s relevant documents and intellectual property from your website, social media, marketing, and premises. Upon termination of this Agreement, KnoWEwell shall have no further rights to use and display Affiliate Marks.

11.	Modification.
KnoWEwell may modify any of the terms and conditions contained in this Agreement at any time and at KnoWEwell’s sole discretion. Notice of any change by email, to your address on KnoWEwell’s records, or the posting on the Affiliate Tool of a change notice of a new agreement, is considered sufficient notice for notifying you of a modification to the terms and conditions of this Agreement. Modifications may include but are not limited to, changes in the scope of available commission fees, commission fee percentages, payment procedures, and Program rules and requirements. All such modifications shall take effect 48 hours after KnoWEwell serves notice unless otherwise stated in such notice. If any modification is unacceptable to you, your only recourse is to terminate this Agreement. Your continued participation in the Program, following KnoWEwell’s posting of a change notice or new agreement on the Affiliate Tool, will constitute binding acceptance of the change.

12.	Relationship of Parties.
You agree that your relationship with KnoWEwell is that of an independent contractor and nothing in this Agreement shall be construed as creating a partnership, joint venture, employer-employee, sales representative, or agency franchise relationship between the Parties. You have no authority to make or accept members, any other offers, or representations on behalf of KnoWEwell. You shall not make any statement, whether on your website, social media, or otherwise, that reasonably would contradict anything in this section. Nothing in this Agreement shall be deemed to constitute either Party as the agent of the other Party. Neither Party shall be or become liable or bound by any representation, act, or omission whatsoever of the other Party.

You shall be solely responsible for complying with all applicable local, state, and federal laws governing employment and self-employment, including but not limited to obligations such as payment of federal, state, and local taxes and social security, disability, and other contributions attributable to the rendition of services hereunder. KnoWEwell will not be responsible for withholding or paying any income, payroll, social security, or other federal, state, or local taxes, making any insurance contributions, including unemployment or disability, or obtaining worker’s compensation insurance on your behalf.  You shall be responsible for and shall indemnify KnoWEwell against all such taxes or contributions, including penalties and interest.  Any person employed or engaged by you in connection with the performance of services outlined herein shall be your employees or contractors and you shall be fully responsible for them and indemnify KnoWEwell against any claims made by or on behalf of any such employee or contractors.

13.	Taxes.
All applicable commission fees paid by KnoWEwell to you are exclusive of taxes and duties. KnoWEwell shall pay all taxes and duties relating to its business and otherwise resulting from this Agreement including but not limited to sales, use, excise, personal property, value-added, goods and services, and any other federal, provincial, state, or local taxes, withholdings, tariffs, import duties or import license, charges, or like charges and any interest or penalties thereon imposed by a government agency, except for any of your net income, property, or business taxes.

14.	Disclaimer of Warranties.
KNOWEWELL MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, SECURITY, OR ACCURACY OF KNOWEWELL.COM, KNOWEWELL CONTENT, AND SERVICES, THE AFFILIATE PROGRAM, THE AFFILIATE TOOL, OR THE AFFILIATE LINKS FOR ANY PURPOSE. KNOWEWELL.COM, APPLICATION PROGRAMMING INTERFACES (APIs), THE AFFILIATE TOOL, AND THE AFFILIATE LINKs MAY NOT BE AVAILABLE AT ALL TIMES. TO THE EXTENT PERMITTED BY LAW, KNOWEWELL.COM, THE AFFILIATE TOOL, AND THE AFFILIATE LINK ARE PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. WE DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND WITH REGARD TO KNOWEWELL.COM, KNOWEWELL CONTENT AND SERVICES, THE AFFILIATE TOOL, AND THE AFFILIATE LINK INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

15.	Limitation of liability.
KNOWEWELL WILL NOT BE LIABLE FOR INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR ANY LOSS OF REVENUE, PROFITS, OR DATA, ARISING IN CONNECTION WITH THIS AGREEMENT OR THE PROGRAM, EVEN IF KNOWEWELL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF NOTWITHSTANDING THE OTHER TERMS OF THIS AGREEMENT, KNOWEWELL IS DETERMINED TO HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY, THE PARTIES AGREE THAT KNOWEWELL’S AGGREGATE LIABILITY WILL BE LIMITED TO THE TOTAL COMMISSION AMOUNTS YOU HAVE ACTUALLY EARNED FOR THE RELATED MEMBERSHIP TRANSACTIONS IN THE TWELVE-MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO A CLAIM.

16.	Affiliate Tool. 
KNOWEWELL DISCLAIMS ALL LIABILITY WITH RESPECT TO THE AFFILIATE TOOL THAT YOU USE.  WE DO NOT PROMISE TO MAKE THE AFFILIATE TOOL AVAILABLE TO YOU, AND KNOWEWELL MAY CHOOSE TO DO SO, OR NOT DO SO, AT ITS SOLE DISCRETION.

17.	Your Representations and Warranties. 
Enrollment in this Program constitutes a legal, valid, and binding obligation, enforceable against you in accordance with the terms herein. You warrant that the enrollment in this Program and performance of the services outlined herein by you are within your legal capacity and power; have been duly authorized by all requisite actions on your part; require the approval or consent of no other persons; and neither violate nor constitute a default under the (i) provision of any law, rule, regulation, order, judgment. or decree to which you are subject or which is binding upon you, or (ii) the terms of any other agreement, document, or applicable or binding instrument. Should any law enforcement agency or internet service provider provide KnoWEwell with notice that you have engaged in the transmission of unsolicited bulk emails or have otherwise engaged in unlawful conduct or conduct in violation of said service provider’s terms of service, KnoWEwell reserves the right to cooperate in any investigation relating to your activities including disclosure of your account information in connection therewith.

18.	Confidentiality.
As used herein, “Confidential Information” means all confidential information disclosed by a party ("Disclosing Party") to the other party (“Receiving Party”), (i) whether orally or in writing, that is designated as confidential, (ii) any modifications to the terms and provisions of this Agreement made specifically for your site and not generally available to other members of the Program, whether or not otherwise designated as confidential, and (iii) KnoWEwell member and prospect information, whether or not otherwise designated as confidential. Confidential Information does not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, or (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party. The Receiving Party shall: (i) protect the confidentiality of the Confidential Information of the Disclosing Party using the same degree of care that it uses with its own confidential information, but in no event less than reasonable care, (ii) not use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement, (iii) not disclose Confidential Information of the Disclosing Party to any third party, and (iv) limit access to Confidential Information of the Disclosing Party to its employees, contractors, and agents. The Receiving Party may disclose Confidential Information of the Disclosing Party if required to do so under any federal, state, or local law, statute, rule or regulation, subpoena, or legal process (each, an “Order”), provided that the disclosure does not exceed the extent of disclosure required by such Order. The Receiving Party agrees to provide written notice of any such Order to the Disclosing Party within three (3) days of receiving such Order, but in any event, sufficiently in advance of making any disclosure to permit the Disclosing Party to contest the Order or seek confidentiality protections, as determined in the Disclosing Party’s sole discretion.

19.	Indemnification.
You will indemnify, defend and hold KnoWEwell harmless, at your expense, against any third-party claim, suit, action, proceeding, loss, liability, damage, or expense (including attorneys’ fees and costs) of any nature whatsoever incurred or suffered by KnoWEwell (each, an "Action") brought against KnoWEwell (and its officers, directors, employees, agents, service providers, licensors, and affiliates) by a third party not affiliated with KnoWEwell to the extent that such Action is based upon or arises out of (a) your participation in the Program, (b) KnoWEwell’s use of the membership data you provided to KnoWEwell, (c) your non-compliance with or breach of this Agreement, (d) your use of the Affiliate Link or KnoWEwell promotional materials, (e) your website, or (f) KnoWEwell’s use of the Affiliate Marks. KnoWEwell will notify you in writing within thirty (30) days of becoming aware of any such claim; give you sole control of the defense or settlement of such a claim, and provide you (at your expense) with any and all information and assistance reasonably requested by you to handle the defense or settlement of the claim. You shall not accept any settlement that (i) imposes an obligation on KnoWEwell; (ii) requires KnoWEwell to make an admission; or (iii) imposes liability not covered by these indemnifications or places restrictions on KnoWEwell without KnoWEwell’s prior written consent.

20.	Governing Law and Dispute Resolution.
This Agreement will be governed by, and construed and enforced in accordance with, the internal laws of the State of New Jersey, without regard to any conflict of law principles that would result in the application of the laws of any other state or other jurisdiction. The Parties agree that any disputes among them arising out of or in connection with this Agreement or any course of conduct, course of dealing, statements (whether verbal or written), or actions of either Party, will be resolved by final and binding arbitration in accordance with the then-existing Commercial Arbitration Rules of the American Arbitration Association (the “AAA”). The location of the arbitration will be in Somerset County in the State of New Jersey. The Parties agree to abide by all decisions and awards rendered in the arbitration. Such decisions and awards rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof as a basis of judgment and of the issuance of execution for its collection and enforcement. All such claims or disputes will be settled in this manner in lieu of any action at law or equity; provided, however, that nothing in this section will be construed as precluding the bringing of an action for preliminary injunctive relief or other preliminary equitable relief pending the conclusion of arbitration on the merits. The arbitrator(s) will not have the right to award indirect, punitive, or consequential damages or speculative damages, including lost profits or business opportunities to either Party and will not have the power to amend this Agreement. The arbitrator(s) will render its decision in a reasoned written opinion. Both the existence and subject matter of the arbitration will be kept confidential by both Parties and the arbitrator(s). The Parties will each bear their own legal and expert fees and expenses but will share equally the costs of the arbitration (i.e., the AAA and arbitrator fees and costs) as they are incurred. The arbitrator(s) will have the right, in its discretion, to award to the substantially prevailing party all or part of the costs of the arbitration (i.e., the AAA and arbitrator fees and costs), as well as the reasonable legal and expert fees and expenses incurred by such Party in connection with the arbitration and any action for preliminary injunctive or other equitable relief as contemplated above. The Parties knowingly, voluntarily, and intentionally waive their respective rights to a trial by jury with respect to any litigation arising out of, under, or in connection with this Agreement.

KnoWEwell will be the sole and final arbitrator for any and all disputes or claims related to the validity of membership sales.

21.	Severability.
If any provision, term, condition, covenant, restriction, or other portion of this Agreement shall be held to be invalid, illegal, or unenforceable by any court of competent jurisdiction, the remaining portion shall remain in force and effect.

22.	Miscellaneous.
Affiliate Marks. You grant to KnoWEwell a limited, non-exclusive, non-transferable, royalty-free right to use and display your trademarks, trade names, service marks, and logos (“Affiliate Marks”) in connection with the Program.

Currency. Financial transactions covered by this Agreement will be processed in United States dollars (USD). Currency exchanges will occur at the time of commission payment, automatically through PayPal.

Terminated Accounts. Terminated accounts cannot later apply to the Program without KnoWEwell’s express written consent.

Multiple Accounts. To facilitate accurate recordkeeping, multiple KnoWEwell affiliate accounts spanning multiple affiliate networks are strictly prohibited. If you have an account with the KnoWEwell affiliate Program under one email address and also open a KnoWEwell affiliate account under another email account, both affiliate accounts will be terminated, and all commissions will be forfeited.

Assignment and Sublicensing. You may not assign or sublicence this Agreement by operation of law or otherwise without KnoWEwell’s prior written consent.  Any attempted assignment or sublicense without such consent will be void. Your rights and duties hereunder shall inure to the benefit of and be binding upon its successor and permitted assigns and sublicensees.

Waiver. KnoWEwell’s failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of KnoWEwell’s right to subsequently enforce such provision or any other provision of this Agreement.

Force Majeure. Neither Party shall be liable for any loss or damage sustained by the other party because of any delay in performance or noncompliance with any provision of this Agreement that results from any act, event, omission, or cause beyond its reasonable control and without its fault or negligence, including but not limited to, strikes, lockouts, civil commotion, riots, wars, pandemics, fires, explosions, floods, earthquakes, embargoes, inability to obtain suitable raw material, equipment, fuel, power, components or transportation, or acts of civil or military authority. If any such delay or noncompliance continues for thirty (30) days, the Parties shall in good faith try to reach an agreement on a modification of the terms of this Agreement to permit its further performance. If no such agreement is reached within an additional thirty (30) day period, this Agreement shall thereupon automatically terminate.

Headings. The section headings are for reference purposes only and shall not otherwise affect the meaning, construction, or interpretation of any provision in this Agreement.

Entire Agreement. This Agreement contains the entire understanding between the Parties relating to the subject matter hereof and supersedes any and all prior agreements, discussions, and understandings, express or implied, relating thereto.

* I have read, understand, and agree to the above terms and conditions.

CAN-SPAM Rules and Acceptance

* I have read, understand, and agree to the above CAN-SPAM rules.