AFFILIATE AGREEMENT TERMS AND CONDITIONS

This agreement (the “Terms and Conditions” or the “Agreement”) is entered into as a condition of acceptance of Purrple Alien LLC (the “Company” or “Purrple Alien”) and its subsidiaries’ affiliate program (the “Program”). Submission of an application to the Program by the applicant (the “Affiliate,” “you,” or “your”) shall constitute acceptance of these terms. The date of acceptance by Purrple Alien LLC, as applicable, shall constitute the effective date of these Terms and Conditions (the “Effective Date”) between Purrple Alien and the Affiliate (also referred to individually as a “Party” and together as the “Parties”). These Terms and Conditions are legally binding and contain the terms and conditions that apply to the Affiliate’s participation in the Program. Affiliate confirms that Affiliate has read these Terms and Conditions in full, sought legal counsel if desired, and agrees to be bound by the terms and conditions set forth below.

RECITALS

• WHEREAS, Company is in the business of the manufacture, marketing, sale, and distribution of [Delta 8 THC & Delta 9 THC] and related products (the “Products”);
• WHEREAS, the Company has developed, owns, and offers to affiliates the opportunity to participate in the marketing, sale, and distribution of Products;
• WHEREAS, Company has developed the Program, through which affiliates can participate in promoting the Company and its Products;
• WHEREAS, Affiliate has a desire to participate in the Program; and
• WHEREAS, the Parties desire to enter into an agreement to provide for the non-exclusive advertisement and promotion of the Company and its Products by the Affiliate and to share certain resulting revenues.

THEREFORE, the Parties agree as follows:

Definitions. In this Agreement, the following terms have the following meanings, although the Parties recognize that the names of products, programs, and services may change from time to time:

• “Company Content” means any and all trademarks, service marks, trade names, logos, banners, buttons, digital images, graphics, text, promotional materials created, owned, and authorized by the Company, and other content and materials, which the Company may, in the Company’s sole discretion, make available to the Affiliate in connection with the Program from time to time;
• “Company Website” means www.purrplealien.com, or any additional or replacement website designated by the Company;
• “Confidential Information” means all information previously, currently, or subsequently provided, transmitted, or delivered by the Company to the Affiliate or otherwise received by the Affiliate in connection with this Agreement or the Program, which is not generally published by the Company, including but not limited to, financial information, marketing plans, formulas, suppliers, Customer information, Product information, Product development plans, forecasts, strategies, and all business, financial, technical, and sales information related to the Company or its subsidiaries, including the terms of this Agreement;
• “Customer” means a person who purchases one or more Products from the Company;
• “Net Revenue” means all cash consideration (not including any portion of payment made through the redemption of coupons or credits, or the purchase of gift certificates or gift cards) received by the Company from a purchase by a Customer of Products, less all taxes, shipping and handling charges, gift wrapping, and other value-added service charges, returns, and chargebacks, and after applying any discounts, credits, promotional codes, rebates, or adjustments;
• “Qualifying Link” means a link to the Company Website(s) provided to the Affiliate by the Company from time to time for use in the Program;
• “Tracking/Promo Code” means a unique promo code provided to the Affiliate by the Company from time to time for use in the Program; and
• “Visitor” means any person or user that clicks on a Qualifying Link or uses a Tracking/Promo Code.

Agreement.

Subject to the terms of this Agreement, the Company grants to the Affiliate a limited, non-exclusive, non-transferable, non-sublicensable, non-assignable, revocable right to:

• Use and display the Company Content that the Company may make available to Affiliate from time to time, solely as provided to Affiliate and approved by the Company, and solely in connection with Affiliate’s participation in the Program for the purpose of generating the Company’s sale of the Products from the Company Website;
• Facilitate access to the Company Website through Qualifying Links; and
• Provide Visitors with any active Tracking/Promo Codes.

The Affiliate acknowledges that the amount of Company Content, Qualifying Links, Tracking/Promo Codes it receives may be more or less than other affiliates in the Program. The Company may terminate Affiliate’s rights pursuant to this Section for any reason at any time in the Company’s sole discretion.

1. Revenue Share:

• Definition: The Revenue Share is based on a percentage of Net Revenue as per the Revenue Share Schedule. It's paid for purchases resulting from a Qualifying Link or Tracking/Promo Code within the specified Referral Window.
• Company Discretion: The Company can modify the Revenue Share Schedule at any time. Payment is contingent upon successful shipment and payment for the Product.
• Qualifying Transactions: Revenue Share is only applicable for purchases made through the most recent Qualifying Link or using an active Tracking/Promo Code. Subsequent purchases are not subject to additional Revenue Share.
• Forfeiture: Non-compliance with the Terms and Conditions may result in forfeiture of earned Revenue Share.

2. Payment:

• Monthly Payments: Revenue Share payments are made monthly, less any taxes or legally required withholdings. Adjustments are made for returned products.
• Final Payment: Upon termination, final payment may be withheld to ensure accuracy, considering returns and other adjustments.

3. Positive Covenants of the Company:

• Support and Resources: The Company agrees to provide necessary materials, resources, and support to help the Affiliate promote products effectively.
• Fulfillment: The Company handles all aspects of fulfillment for Qualifying Transactions.

4. Positive Covenants of the Affiliate:

• Accurate Representation: The Affiliate must accurately present themselves and promote the Company's products, adhering to provided content and guidelines.
• Compliance: The Affiliate must comply with marketing policies, maintain the integrity of content, and meet specified sales thresholds.
• Content Use: If making certain health-related claims, the Affiliate must include an FDA disclaimer.

5. Negative Covenants of the Affiliate:

• Prohibited Actions: The Affiliate cannot post content on inappropriate sites, use unauthorized promotional codes, or engage in deceptive practices.
• No Misleading Content: Affiliates are prohibited from using specific terms or making medical claims about the Products.
• No Search Engine Manipulation: Affiliates must not attempt to divert traffic or manipulate search results to mislead customers.

6. Tracking:

• Responsibility: The Affiliate must ensure proper link formatting for tracking. The Company is not responsible for tracking errors due to improperly formatted links or customer browser settings.
• Confidentiality: Reports and tracking data are confidential and must not be shared without Company consent.

7. Coupon Websites:

• Prohibition: The Affiliate's Tracking/Promo Code must not appear on coupon websites. If it does, the code will be deactivated, and transactions will not qualify for Revenue Share.

8. Responsibility for Affiliate’s Websites:

• Sole Responsibility: The Affiliate is responsible for their website's operation and content, ensuring compliance with the agreement and applicable laws.
• Indemnification: The Affiliate agrees to indemnify the Company against any claims related to the Affiliate’s website or promotional activities.

9. Communications with Consumers:

• Restriction on Electronic Messages: The Affiliate must not send electronic messages containing the Company’s name, logo, or products without prior written consent.

By selecting "APPLY", you confirm that you are 21 years or older and accept all the terms outlined in this Agreement as of the Effective Date. If you do not accept these terms, please refrain from joining the Program.