Affiliates Terms of Service
Last Updated: January 20, 2023
Welcome to the Foodom marketplace affiliate program! By joining our program, you agree to the following terms and conditions.
PLEASE READ THE TERMS AND CONDITIONS CAREFULLY. THE TERMS AND CONDITIONS (“AGREEMENT”) CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND FOODOM, INC., A DELAWARE CORPORATION (“FOODOM,” “WE,” “US,” OR “OUR”).
- Introduction. These Affiliate Terms of Service (the “Terms”) govern your participation in the Foodom affiliate program (the “Program”). By participating in the Program, you agree to be bound by these Terms. If you do not agree to these Terms, you may not participate in the Program.
- Appointment as Affiliate. By participating in the Program, you are appointed as an independent contractor to promote and market the Foodom meal prep marketplace (the “Service”) to potential customers.
- Compensation. As an Affiliate, you will be entitled to receive a commission up to 25% of the net profit generated by the Service as a result of customers referred by you. The commission will be paid through the affiliate portal using Paypal, provided that the referred customer’s order is not canceled or refunded.
- Cookies. Cookie duration for the affiliate program is 60 days. This means that any purchases made by customers referred by you through your unique referral link will be tracked by a cookie for 60 days. If a customer makes a purchase within this 60-day period, you will be eligible to receive commission for the sale. It’s important to keep this in mind when promoting your referral link, and to remind customers to make their purchase within the designated time frame. We reserve the right to change the cookie duration at any time.
- Marketing Materials (“Content”). Foodom will provide you with marketing materials, including but not limited to banners, links, and text, to be used in promoting the Service. You must use only the marketing materials provided by Foodom and shall not alter or modify such materials in any way. Foodom retain all right, title and interest in and to all Content, User Data, Qualified Leads, Qualified Inquiries, website and the associated content, and any and all associated intellectual property rights (“Company Property”). No property or ownership right or interest in the Foodom Property or any part thereof is granted to Affiliate by virtue of this Agreement, the rights granted hereunder to Affiliate being solely contractual in nature. Unless explicitly authorized by Company, Content shall not be used except as authorized by this Agreement including but not limited to creating, building, and/or incorporating such Content in any competing directory website. Any violation of this Section shall be considered a material breach of this Agreement.
- Confidentiality. By participating in the program, you agree to keep all information about Foodom, the program, including but not limited to commissions, promotions, and referral links and any other information or data provided to you by Foodom, strictly confidential. Any unauthorized disclosure of this information may result in termination of your participation in the program and potential legal action. We trust that our affiliates will respect the confidentiality of this information and maintain the integrity of the program.
- In addition, each party (on its behalf and on behalf of its subcontractors, employees or representatives, or agents of any kind) agrees to hold and treat all Confidential Information of the other party in confidence and will protect the Confidential Information with the same degree of care as each party uses to protect its own Confidential Information of like nature. The Parties agree to use, and cause their employees, agents and representatives to use, reasonable efforts and care to safeguard the Confidential Information against unauthorized disclosure, and not to disclose Confidential Information to any third Party (other than vendors or contractors who have agreed to maintain its confidentiality), and not to use Confidential Information for any purpose other than as authorized by this Agreement or as required by law. The Confidential Information will not be disclosed to any third party except that the Receiving Party may disclose the Confidential Information or portions thereof to (1) its directors, officers, employees, agents and representatives on a need-to-know basis or (2) as may be required by law, applicable regulation or judicial process, provided, however, that if the Receiving Party is required to disclose such Confidential Information under this Section, the Receiving Party shall promptly notify the Disclosing Party of such pending disclosure and consult with the Disclosing Party prior to such disclosure as to the advisability of seeking a protective order or other means of preserving the confidentiality of the Confidential Information. The Parties shall take reasonable precautions to preserve the confidentiality of Confidential Information maintained by them and shall comply with all applicable laws concerning the confidentiality of such information. The parties agree to maintain, and cause their respective employees, agents and representatives to maintain, in strict confidence and not to disclose any financial details of this Agreement to any third party, except as may be required by law. This Section shall supersede any previous agreement relating to confidential treatment and/or non-disclosure of Confidential Information; provided, however, that any information disclosed pursuant to that earlier agreement shall be deemed to be Confidential Information and protected under the terms of this Agreement as if this Agreement had been in place at the time of such disclosures. The confidentiality obligations set forth herein shall continue in perpetuity beyond termination of the Agreement. Upon termination of this Agreement, all Confidential Information of the other party shall be returned to such party (or destroyed or deleted where Confidential Information cannot be returned) within thirty (30) days after termination.
- Representations and Warranties. You represent and warrant that you have the right and authority to participate in the Program and to perform your obligations hereunder, and that your participation in the Program and the performance of your obligations hereunder do not and will not violate any agreement or law to which you are a party or by which you are otherwise bound. You are responsible for ensuring that your referral link is used in a legal and ethical manner. The use of spam or unsolicited email marketing is strictly prohibited.
- Indemnification. You shall indemnify, defend and hold harmless Foodom, its affiliates, Contractors, and their respective directors, officers, employees, agents, investors and assigns from and against any and all claims, actions, suits or proceedings, as well as any damages, liabilities, costs and expenses (including reasonable attorneys’ fees) arising out of or in any way connected with your breach of these Terms or the use of the Service.
- Liability. You acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to or use of the Foodom Platform whether in person or online remains with you.
- either Foodom nor any other party involved in creating, producing, or delivering the Foodom Platform will be liable for any incidental, special, or consequential damages, including lost profits, loss of data, or loss of goodwill, or cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with these Terms for any use or inability to use the Foodom Platform.
- Termination. Foodom may terminate your participation in the Program at any time, with or without cause, upon written notice to you. Foodom reserves the right to terminate your affiliate account at any time if it is determined that you are in violation of these terms of service. Upon termination of your participation in the Program, you shall immediately cease using the Service and the marketing materials provided by Foodom.
- Governing Law. These Terms shall be governed by and construed in accordance with the laws of the State of California, without giving effect to any principles of conflicts of law.
- Entire Agreement. These Terms contain the entire understanding of the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether oral or written.
- Foodom reserves the right to change the terms of service at any time, with or without notice to you.
- Relationship of the Parties. The parties acknowledge and agree that they are dealing with each other as independent contractors. Neither the Agreement, nor any terms and conditions contained in the Agreement may be construed as creating or constituting an employee-employer relationship, a partnership, a joint venture, a franchise, or an agency between Company and Affiliate. Neither party may bind the other in contracts with third parties or make promises or representations on behalf of the other party without a signed written consent, and employees and agents of one party are not for any purpose employees or agents of the other. Neither party owes the other party or any third party any compensation for performing the actions contemplated by the Agreement, except as expressly set forth in the Agreement.
- Assignment. These Terms shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns, provided that you may not assign or otherwise transfer these Terms or any rights or obligations hereunder without the prior written consent of Foodom.