US Unlocked Affiliate Program Terms
By clicking “I Agree,” you, the undersigned “Affiliate,” agree to participate in the US Unlocked Affiliate Program (the “Program”) offered by Tern Commerce, Inc. (DBA “US Unlocked” or “USU”) according to the following terms and conditions:
1. Eligibility.
To participate in the Program, each Affiliate must have at least 5,000 followers or subscribers within a single, well-known social media platform and at least 10,000 followers or subscribers across all social media platforms. Participation is subject to USU approval and may be terminated without notice, at any time, for any reason or for no reason.
Affiliates agree to provide the following information, and agree that the information they provide is correct and complete: full name, company or entity name, email address, address, phone number, the number of followers or subscribers within a named social media platform, the total number of followers or subscribers across all social media platforms, the name of those social media platforms and the account names. Social media platforms may include Facebook, Instagram, TikTok, X (formerly known as “Twitter”), LinkedIn, Discord, Twitch, YouTube, Reddit, Tumblr, Yubo, SnapChat, Telegram, etc. USU does not necessarily endorse or agree with any view(s) presented on any social media platform(s) or by Affiliate. Affiliates that violate the Terms or Conditions of any social media platform are not eligible to participate in the Program.
2. Marketing Commitments.
Affiliate agrees to launch at least one campaign and provide one social media mention of USU each month. Referral links to the USU platform may be shared in social media stories, reels, and emails, but not on static web pages. Marketing material is strictly limited to material approved by USU. Affiliates may not publish or disseminate any marketing material that mentions USU or the Program without written approval of USU.
3. Revenue Share.
For the first one hundred (100) USU users who subscribe using the affiliate’s referral link, that Affiliate will receive five dollars ($5) credited to their USU account for each new subscriber that completes KYC and loads and spends at least fifty dollars ($50). Thereafter, the Affiliate will be credited one dollar ($1) each month for each referred active (at least one transaction within the last ninety (90) days) USU subscriber for 24 months. Once an Affiliate is credited one thousand dollars ($1000), USU will not credit the Affiliate’s account until additional information requested by USU is provided to USU and the Affiliate and USU execute an additional agreement. Credits may take 90 days or more to process, but will normally be processed within thirty (30) days.
4. Affiliate Marks and Cross-Promotion.
Approved Affiliates agree that their name, likeness, marks, marketing material, and branding may be featured by USU on the USU website for cross-promotion purposes.
5. Termination.
USU may terminate this agreement immediately, without notice for any reason.
6. Independent Relationship.
Affiliate and USU are independent and distinct entities. Affiliate is not an employee, partner, or agent of USU.
7. Limitation of Liability and Indemnification.
IN NO EVENT SHALL USU BE LIABLE TO AFFILIATE, WHETHER IN CONTRACT OR IN TORT, OR UNDER ANY OTHER LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, STRICT LIABILITY AND NEGLIGENCE) FOR ANY CLAIM, ECONOMIC LOSS, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR SIMILAR DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. WITH REGARD TO CLAIMS BY THIRD PARTIES, EACH PARTY SHALL INDEMNIFY THE OTHER TO THE EXTENT THE MISCONDUCT OR NEGLIGENCE OF THE INDEMNIFYING PARTY CAUSES LIABILITY TO THE OTHER PARTY. AFFILIATE SHALL INDEMNIFY USU AGAINST CLAIMS BY AFFILIATE’S CUSTOMERS OF BREACH OF ANY OF AFFILIATE’S OTHER AGREEMENTS WITH ANY PARTY OTHER THAN USU. USU DOES NOT GUARANTEE THAT DATA SUBMITTED THROUGH THE INTERNET WILL BE SECURE FROM UNAUTHORIZED ACCESS OR WILL BE FREE OF ERRORS OR OMISSIONS DUE TO THE INTERNET TRANSMISSION. IN NO EVENT SHALL USU’S LIABILITY UNDER ANY CLAIM MADE BY AFFILIATE EXCEED THE TOTAL AMOUNT CREDITED BY USU TO THE AFFILIATE’S USU ACCOUNT WITHIN SIX (6) MONTHS PRIOR TO THE DATE THE CLAIM AROSE (OR, IF LESS THAN SIX (6) MONTHS HAS TRANSPIRED SINCE THE DATE OF COMMENCEMENT OF THE SERVICES, THE TOTAL AMOUNT CREDITED THROUGH SUCH DATE). NO ACTION REGARDLESS OF FORM, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT MAY BE BROUGHT BY AFFILIATE MORE THAN ONE (1) YEAR AFTER THE FIRST TO OCCUR OF (a) THE TERMINATION OR EXPIRATION OF THIS AGREEMENT OR (b) THE EVENT GIVING RISE TO SUCH CAUSE OF ACTION. AFFILIATE AGREES TO INDEMNIFY USU FOR ANY CLAIM OR ACTION BROUGHT BY AFFILIATE’S CUSTOMER OR REFERRED USU USER BASED ON OR RELATED IN ANY WAY TO ANY CLAIMED ACTION OR INACTION BY AFFILIATE.
8. Electronic Signatures.
Each party agrees that this agreement and any other documents to be delivered in connection herewith may be electronically signed, and that any electronic signatures appearing on this Agreement or such other documents are the same as handwritten signatures for the purposes of validity, enforceability, and admissibility.
9. Severability.
If any portion or provision of this agreement is held to be illegal, in conflict with any law, or otherwise invalid, the remaining portion(s) or provision shall be considered severable and not be affected by such determination, and the rights and obligations of the parties shall be construed and enforced as if the agreement did not contain the particular portion(s) or provision(s) held to be illegal or invalid
10. Governing Law
This agreement is governed by the laws of the US state of Georgia. USU and Affiliate agree that courts within the state of Georgia shall have exclusive jurisdiction over all matters pertaining to this agreement
