MYELLE WELLNESS, INC. 

AFFILIATE AND INFLUENCER PROGRAM TERMS AND CONDITIONS

The Affiliate Program Terms and Conditions (these "Terms") will govern the relationship between MyElle Wellness, Inc., a California corporation, (“MyElle"), and You, the Affiliate, ("You," “Your,” or "Affiliate") with respect to the Affiliate and Influencer Program (“Affiliate Program”) and related products and services offered through MyElle’s website (located at: www.myellevibe.com) (the “Website”). You and MyElle may also each be individually referred to herein as “Party” and collectively as “Parties.”

To use or access the Affiliate Program, You, the Affiliate, must agree to be bound by these Terms; if You do not agree to these Terms, You have no right or authority to access or use the Affiliate Program, or to exercise any other right in connection with these Terms. If You have registered for the Affiliate Program for, or on behalf of, an entity, You are deemed to have accepted these Terms on behalf of that entity. MyElle may, in its sole discretion, refuse to register You as an Affiliate and/or terminate Your participation in the Affiliate Program at any time for any reason. 

You agree to use the Website, the Affiliate Program, and any additional products and/or services offered by MyElle only in accordance with these Terms (located at: https://myellvibe.com/pages/affiliate), along with any additional applicable terms or conditions which may apply to your usage of the Website or the Affiliate Program, including but not limited to: the MyElle Privacy policy (located at: https://myellevibe.com/pages/privacy-policy) and the MyElle Terms and Conditions of Website Use and Product Purchase (located at: https://myellevibe.com/pages/terms-and-conditions); any such applicable terms are hereto incorporated by reference. To the extent that there is any conflict in any applicable additional terms, these Terms will govern. MyElle reserves the right to make changes to the Website, Affiliate Program, and these Terms at any time, and will notify you of any such changes or updates at the email address associated with Your “Affiliate Account.” The updated version of these Terms will become effective thirty (30) days after being posted on the Website. Following such thirty (30) day period, Your continued use of the Website and/or service after any such modification thereof shall constitute Your consent to such modification.

In consideration of the mutual covenants and agreements contained herein, the parties, intending to be legally bound, hereby agree as follows:

1. Purpose of Affiliate Program. Affiliate will have the opportunity to earn Affiliate Referral Fees, as set forth in these Terms, by promoting and referring potential customers to the Website by providing a link to customers who purchase MyElle product(s) from the Website. You will have to meet the qualifying requirements to be eligible for Affiliate Referral Fees as provided in these Terms. Each link provided to each Affiliate contains a unique identifier to allow MyElle to track sales of its products generated by use of the unique link of each Affiliate (the “Affiliate Link”).

1. Application for Affiliate Program, Use of Refersion Software, and Applicable Third Party Terms and Conditions. The Affiliate Program uses Refersion Affiliate Marketing Software (“Refersion”) in order to facilitate the Affiliate Program, including but not limited to usage of Refersion for generating Affiliate Links, tracking Qualified Sales, reviewing and approving Affiliate Referral Fees, providing Marketing Materials (as defined in these Terms) to the Affiliate, and aggregating Affiliate and customer information generally related to the Affiliate Program and/or purchase of MyElle product(s). Use of Refersion by the Affiliate is required in order to register for the Affiliate Program; please review the applicable terms and conditions and privacy policy for Refersion, located at www.refersion.com. By registering for the Affiliate Program or otherwise participating in the Affiliate Program, and to be eligible to receive any Affiliate Referral Fees from any Qualified Sales, you acknowledge that you have had the opportunity to review any applicable third party terms and conditions for the Affiliate Program, and agree to be bound by any such applicable third party terms and conditions which may be required in order to use Refersion and/or participate in the Affiliate Program. To the extent that You, the Affiliate, object to these Terms or any applicable third party terms, please do not register for and/or cease participation in the Affiliate Program.

You may apply for the Affiliate Program by completing the application form located at www.myellevibe.com/pages/affiliate. Once You click “Apply,” a confirmation email is sent to the email address You provided in the application. Your application for the Affiliate Program will be reviewed within 24-48 hours. If rejected, You will receive an email stating that your application has been rejected. If accepted, You will receive an email confirming that your application has been accepted and including your Affiliate Link, along with other information to help You get started as a successful MyElle Affiliate.

1. Eligibility Requirements and Qualified Sales. In order for a purchase of any MyElle product(s) through the Website to be eligible for Affiliate Referral Fees, the purchase must be a Qualified Sale by any Affiliate. In order to be considered a Qualified Sale, the following criteria must be met:

• The Affiliate must have a properly registered Affiliate Account, with all required information to register for an Affiliate Account accurately provided to MyElle by Affiliate;

• The purchase of the product through the Website must be done by utilizing the Affiliate Link provided to the Affiliate and contain the appropriate cookie information (please see the MyElle Privacy Policy for specific definitions and technical information on cookies) of the Affiliate in order to be considered a Qualified Sale by that Affiliate; please review the technical information provided by Refersion for more information on the Affiliate Link, cookies, and tracking of order information.

• The customer making the purchase described above must be a new customer to MyElle, and must provide a name, address, and email address which is not already in the MyElle customer database;

• All information provided by customer associated with the Qualified Sale must be accurate, and the email address must be valid for delivery of order information, and the physical address must be valid for shipping of the ordered products;

• The customer must make the purchase within the thirty (30) day expiration limit of the cookie information described above;

• Any chargeback by customer of the purchase underlying a Qualified Sale will result in the sale to be deemed no longer eligible as a Qualified Sale, and in such event, MyElle reserves the right to deduct the amount of any Affiliate Referral Fees paid to Affiliate for such sales from any future Affiliate Referral Fees owed to Affiliate; and

• The Affiliate must not be in breach of these Terms, or any additional applicable terms of MyElle at the time the Affiliate Referral Fee is scheduled to be paid to Affiliate, and MyElle reserves the right and has sole discretion to withhold and/or deny any payment of Affiliate Referral Fees  and/or terminate the Affiliate’s access to the Affiliate Program for any breach of these Terms and/or any additional applicable MyElle terms.

1. Payment of Affiliate Referral Fees. Affiliates will be paid any earned Affiliate Referral Fees weekly on the fifteenth calendar day of the month following the month the Affiliate Referral Fees were earned by Qualified Sales attributed to Affiliate. Payments will be made to the Affiliate’s PayPal account associated with the Affiliate’s Affiliate Account, less any deductions of Affiliate Referral Fees due to chargebacks, as set forth in §3 (“Eligibility Requirements and Qualified Sales.”) of these Terms. Any dispute of the amount of Affiliate Referral Fees paid to Affiliate by MyElle must be disputed in writing to MyElle via email at [email protected] and set forth the specific reasons for the Affiliate’s dispute. If no such writing is received by the third business day after any disputed Affiliate Referral Fee was paid to Affiliate, then the Affiliate will no longer have a right to in any way dispute the Affiliate Referral Fee paid to the Affiliate by MyElle.

In order to generate a Qualified Sale eligible for payment of Affiliate Referral Fees, the customer must access the Website and complete a purchase of Company product(s), by using the Affiliate’s Affiliate Link to access the Website and purchasing Company product(s) within thirty (30) days of the date the customer first accessed the Website utilizing the Affiliate’s Affiliate Link. A customer who has purchased Company product(s) in this manner, meeting all criteria provided in these Terms, will be deemed a Qualified Sale of the Affiliate whose Affiliate Account is associated with the Affiliate Link that was used by the customer as described herein. Only one (1) Affiliate may receive credit for a customer sale, even if a particular customer accessed or utilized multiple Affiliate Links; the first valid Affiliate Link through which the customer accessed the Website will receive credit for the Qualified Sale, provided such sale meets the other requirements of these Terms.

For each Qualified Sale eligible for payment of an Affiliate Referral Fee, the Affiliate will receive an Affiliate Referral Fee payment as follows, excluding any applicable taxes and shipping charges:

PRODUCT SOLD AFFILIATE REFERRAL

(MONTHLY) FEE PERCENTAGE

1 – 4 Ten Percent (10%)

5 – 9 Fifteen Percent (15%)

10-19 Twenty Percent (20%)

20 or more Twenty Five (25%)

The Affiliate will receive a Referral Fee Payment for all Qualified Sales of product, on a per item of product basis, determined by multiplying the total revenue of the Affiliate’s Qualified Sales for a given month by the Affiliate’s Referral Fee Percentage, where the Affiliate Referral Fee Percentage is determined by the number of items of product sold by the Affiliate in the given month, as set forth in the table above. Affiliate may only generate one Qualified Sale per customer. Multiple orders of Company product(s) by the same customer will not be eligible for multiple Qualified Sales and/or multiple payments of Affiliate Referral Fees; only the first order of Company product(s) by a customer meeting all of the criteria of a Qualified Sale stated herein will be eligible for payment of any Affiliate Referral Fee.

All Qualified Sales and Affiliate Referral Fee Payments derived there from will be tracked from data gathered using Refersion, as described in §2 (“Application for Affiliate Program, Use of Refersion Software, and Applicable Third Party Terms and Conditions.”). MyElle will review, on a monthly basis, the Qualified Sales and related Affiliate Referral Fee payments logged in Refersion and review and approve for payment those which meet all of the criteria for payment of Affiliate Referral Fees as provided in these Terms. All payments issued through Refersion in such manner will be issued to the Affiliate’s PayPal account; a PayPal account is required in order to register for Refersion and the Affiliate Program, and to receive any payments from the Affiliate Program. All such payments are subject to the applicable terms and conditions of Refersion and PayPal, and by participating in the Affiliate Program and receiving any Affiliate Referral Fee payment, You consent to be bound by these Terms and any such applicable third party terms and conditions.

The Company reserves the right to change the specific criteria of a Qualified Sale and to modify these Terms at any time for any reason, and the Company has sole discretion in resolving any dispute between Affiliates or between the Affiliate and the Company relating to any Qualified Sales or any Affiliate Referral Fees.

1. Term and Termination. Notwithstanding anything to the contrary contained in these Terms, MyElle may terminate the Affiliate’s Affiliate Account for the Affiliate Program, with or without cause, at any time for any reason, and MyElle will pay the Affiliate for any Qualified Sales earned up to the date of termination of the Affiliate’s Affiliate Account, pursuant to these Terms. The Affiliate may terminate the Affiliate’s Affiliate Account with thirty (30) day written notice to MyElle, emailed to [email protected] or otherwise sent to MyElle as provided in these Terms, §19 (“Notice.”). Termination of the Affiliate’s Affiliate Account by either party shall not relieve either party from liability for breach of any provision of these Terms.

1. Affiliate Account and Required Registration Information. In order to become an Affiliate under the Affiliate Program, You must register for an Affiliate Account on the Website (located at: https://www.myellevibe.com/affiliate) and provide the following information: 

• Your First Name and Last Name;


• Your Email Address;


• The creation of a password for Your Affiliate Account

The above list of required information to register for an Affiliate Account is not exhaustive, and MyElle reserves the right to modify the information required to register or to maintain an Affiliate Account under the Affiliate Program. In addition to the specific information listed above, MyElle requires that You provide additional information regarding your websites, social media accounts, and other specific information relating to the Affiliate Program. In the event that MyElle changes the information required to be an Affiliate, to the extent that any existing Affiliate has not provided any of the information required to register for an Affiliate Account, that Affiliate must submit to MyElle the required information and/or any required updates to existing information within thirty (30) days of receipt of any notice from MyElle informing the Affiliate that new or updated information is required from the Affiliate to maintain the Affiliate’s Affiliate Account.

1. Marketing Materials and Standards of Marketing and Promotion by Affiliate. In connection with the Affiliate’s performance of his or her or its duties and obligations, MyElle may, from time to time, furnish the Affiliate with such sales catalogs, brochures, samples, equipment, software and other marketing materials (collectively the “Marketing Materials”) as MyElle deems necessary to enable the Affiliate to solicit orders for MyElle products under the Affiliate Program; any such Marketing Materials will be made available to the Affiliate through the Refersion dashboard, accessible via Your Affiliate Account. All Marketing Materials will remain the exclusive property of MyElle.  The Affiliate shall use such Marketing Materials solely for the purposes of soliciting orders for MyElle products. For purposes of the Affiliate Program, the only authorized Marketing Materials for use by the Affiliate will be provided in the form of “Banner Ads” that the Affiliate may post on websites under the Affiliate’s control. The Affiliate will take all action necessary and appropriate to ensure that no Marketing Materials are lost, stolen, destroyed, or damaged. If any Marketing Materials are lost, stolen, destroyed, or damaged, the Affiliate will be liable to MyElle for the cost of replacement of such Marketing Materials.

The Affiliate expressly agrees that he or she or it will not run any adwords and/or search engine optimization based marketing campaigns for any specific MyElle products eligible for the Affiliate Program and/or any marketing of MyElle products, branding, promotions, or any other such similar marketing activities which may be outside the scope of the Affiliate Program. To the extent that the Affiliate wishes to engage in such adwords or search engine optimization marketing campaign, he or she or it must first contact MyElle and obtain MyElle’s written consent to use any adwords related to MyElle products, branding, or other similar such marketing information.

1. Confidentiality. Each Party will take commercially reasonable actions designed to protect any Confidential Information received from the other Party from misappropriation and unauthorized use or disclosure, and at a minimum, will take precautions at least as great as those taken to protect its own Confidential Information of a similar nature. The receiving Party may disclose Confidential Information of the disclosing Party to the extent necessary to comply with applicable law. Upon request of the other Party, or in any event upon any termination or expiration of Affiliate’s Affiliate Account, pursuant to these Terms, each Party will return to the other or destroy all materials, in any medium, which contain, embody, reflect or reference all or any part of any Confidential Information of the other Party. Either Party will be entitled to seek preliminary and/or permanent injunctive relief from any violation or threatened violation of this §8 (“Confidentiality.”) without the necessity of proving actual damages or posting any bond or other security.

“Confidential Information” means all confidential and/or proprietary information and documents furnished or disclosed by or on behalf of a Party or its affiliates, no matter when or how furnished or disclosed. Confidential Information includes, without limitation, all nonpublic information relating to a Party's or its affiliates’ technology, business plans, agreements, promotional and marketing activities, finances and other business affairs, and all third party information that a Party or its affiliates is obligated to keep confidential. Confidential Information may be contained in tangible materials, such as drawings, data, specifications, reports, and computer programs, or may be in the nature of unwritten knowledge. Confidential Information does not include any information that has become publicly available without breach of these Terms, can be shown by documentation to have been known to the receiving Party at the time of its receipt from the disclosing Party or its affiliates, is received from a third party who did not acquire or disclose such information by a wrongful or tortious act, or can be shown by documentation to have been independently developed by the receiving Party without reference to any Confidential Information.

1. No Transfer of Ownership MyElle’s Intellectual Property Rights; Limited License to Use MyElle Trademark, Logos, Branding, and Other Marketing Materials. Subject to these Terms, MyElle grants to the Affiliate a revocable, non-transferable, royalty free, license to use the Website, Marketing Materials, and the applicable Affiliate Link for the Affiliate. The Affiliate may not remove or alter any copyright, service marks, or trademark notices. MyElle reserves any and all rights not explicitly granted in the limited license in this section and these Terms in general.

MyElle will retain all rights, title, and interest in all Marketing Materials and any intellectual property related to these Terms, the Affiliate Program, or otherwise to effectuate the purposes of the Affiliate Program, or any other intellectual property that may be developed by MyElle during the term of these Terms.

You, the Affiliate, acknowledge MyElle’s exclusive rights set forth above in this §9 (“No Transfer of Ownership MyElle’s Intellectual Property Rights; Limited License to Use MyElle Trademark, Logos, Branding, and Other Marketing Materials.”), and further acknowledge that the MyElle trademark and any other intellectual property related to these Terms and the Affiliate Program are unique and original to MyElle, and that MyElle is the owner thereof. The Affiliate will not, at any time during or after the effective term of these Terms dispute the or contest, directly or indirectly, MyElle’s exclusive right and title to the intellectual property referenced herein, or the validity thereof. The Affiliate recognizes the value of the goodwill associated with the intellectual property referenced herein, and agrees that all rights therein, including any goodwill pertaining thereto, belong exclusively to MyElle. The Parties agree to execute any documents reasonably requested by the other Party to effectuate any of these provisions.

1. Privacy Policy Applies. The MyElle Privacy Policy (located at: https://www.myellevibe.com/privacy-policy) applies to all information collected by MyElle related to the Affiliate’s registration for and participation in the Affiliate Program, and also applies to any information collected during the purchase process of any purchase by any customer(s) utilizing the Affiliate’s Affiliate Link. By participating in the Affiliate Program and/or earning any Qualified Sales utilizing the Affiliate Link, You acknowledge that You have reviewed the MyElle Privacy Policy and that You agree with and consent to be bound by the terms therein.

1. Limitation of LiabilitIES. YOU, THE AFFILIATE, EXPRESSLY UNDERSTAND AND AGREE THAT UNDER NO CIRCUMSTANCES WILL MYELLE, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CO-BRANDERS, SUPPLIERS, SUBSIDIARIES, PARENTS, AND OTHER AFFILIATES, BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION, ANY LOSS OF USE, LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, COST OF PROCUREMENT OF SUBSTITUTE SERVICES, OR ANY OTHER INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, HOWSOEVER CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), OR OTHERWISE RESULTING FROM (1) THE USE OF, OR THE INABILITY TO USE, THIS WEBSITE; (2) THE USE OF, OR THE INABILITY TO USE, ANY PRODUCTS PURCHASED ON THIS WEBSITE; (3) THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES, ITEMS, OR THIS WEBSITE; OR (4) REGISTRATION AND/OR PARTICIPATION IN THE AFFILIATE PROGRAM. In no event will MyElle’s liability for any and all claims of any kind arising as a result of or related to these Terms and/or THE AFFILIATE’S OR ANY CUSTOMER OF ANY AFFILIATE’S usage of any MyElle product(s), and/or any obligations herein or to any act or omission related to these Terms, exceed the TOTAL value of the AFFILIATE REFERRAL FEES ACTUALLY PAID BY MYELLE TO THE AFFILIATE IN THE SIX (6) MONTHS PRECEDING THE occurrence OF THE ACTS, EVENTS, OR OMMISSIONS GIVING RISE TO ANY CLAIM MADE BY YOU, THE AFFILIATE.

1. Indemnification. You, the Affiliate, agree to indemnify and hold harmless MyElle, its directors, officers, employees, agents, co-branders, suppliers, subsidiaries, parents, and affiliates, from and against any and all liability, losses, claims, demands, disputes, damages, and costs of any kind, including without limitation, reasonable attorneys' fees and costs of litigation resulting from or in any way connected with Your use of any of the following: this Website, any MyElle products, the Affiliate Program, any information You submit or transmit through this Website for any purpose, Your breach of these Terms; and Your connection to this Website.

1. Representations and Warranties. The Affiliate represents and warrants to MyElle that the Affiliate will conduct its business at all times in a manner that reflects favorably on the goodwill and reputation of MyElle and its suppliers, and that the Affiliate will not engage in any illegal or unethical business practices. The Affiliate further represents and warrants to MyElle that all representations and statements made by the Affiliate in these Terms, or in any other document relating hereto by the Affiliate or on the Affiliate’s behalf, are true, accurate, and complete in all material respects. The Affiliate hereby authorizes MyElle to investigate and confirm any information submitted by the Affiliate.

The Parties each represent and warrant to the other that each respective Party has full power and legal right to agree to and perform its obligations under these Terms, that no authorization or approval from any third party is required in connection with each Party’s execution, delivery, or performance of its obligations under these Terms, and that these Terms constitute a legal, valid, and binding obligation, enforceable against each Party in accordance with these Terms.

The Affiliate represents and warrants that all marketing and promotional means utilized by the Affiliate (a) will not contain objectionable content (including but not limited to content that is misleading, illegal, and/or promoting illegal goods, services or activities), and (b) will not mislead others. The Affiliate further represents and warrants that the content of the Affiliate’s website and emails does not promote, advocate, facilitate or otherwise include any of the following: (i) hate speech or material that discriminates on the basis of race, ethnicity, gender, age, disability, religion or sexual orientation; (ii) investment, money-making opportunities or advice not permitted under law; (iii) violence or profanity; (iv) pornographic, obscene, sexually explicit or related content; (v) material that defames, abuses, is libelous, is tortuous or threatens physical harm to others; (vi) material that displays any telephone numbers, street addresses, last names, URLs, email addresses, any confidential information or any other personally identifiable information of any third person; (vii) material that impersonates any person or entity; (viii) any indication that any statements the Affiliate makes are endorsed by MyElle, without MyElle’s express prior written consent; (ix) promotion of illegal substances or activities (e.g., illegal narcotics, how to build a bomb, counterfeiting money); (x); content which is inappropriate or harmful to children; (xi) promotion of terrorism or terrorist-related activities, sedition or similar activities; (xii) hacking or software pirating; (xiii) any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (xiv) any software, product or service that is illegal or that violates the rights of a third party including, but not limited to, spyware, adware, programs designed to send unsolicited advertisements (i.e. "spamware"), services that send unsolicited advertisements, programs designed to initiate "denial of service" attacks, mail bomb programs and programs designed to gain unauthorized access to networks on the Internet; (xv) any software, product or service that harvests or collects the personal information of internet users, whether or not for commercial purposes, without the express consent of such users; (xvi) any spoofing, redirecting or trafficking from other websites in an effort to gain traffic; (xvii) any content that infringes upon the intellectual property rights of any third party or any other right including, without limitation, false advertising, unfair competition, invasion of rights of publicity or privacy; (xiii) illegal forms of gambling, contests, lotteries, raffles, or sweepstakes; (xix) any material that violates CAN-SPAM or any similar or comparable laws in any other country or jurisdiction in which the Affiliate operates; or (xx) any illegal activity whatsoever (including any violations of applicable U.S. state or federal law or regulation, Canadian provincial or federal law or the laws of any other country or jurisdiction in which the Affiliate operates). MyElle may review any Affiliate information, conduct, and any suspected fraudulent, abusive, or otherwise illegal content or activity. Any validated breach of this §13 (“Representations and Warranties.”) is grounds for immediate deactivation of the Affiliate’s Affiliate Account.

The Affiliate agrees that it shall comply with all laws and regulations and will not engage in spamming, unlawful mass emailing or any unapproved emailing or in any way fail to comply with the CAN SPAM Act of 2003, 15 U.S.C. 7701, et seq., as amended, or any comparable laws, rules or regulations in any country from or to which the Affiliate is accessing this Website or participating in the Affiliate Program, that govern email marketing and advertising. 

1. Integration, Severability, Waiver. These Terms set forth the entire agreement relating to the subject matter hereof and supersede all prior agreements, discussions, and understandings between the parties hereto, whether oral or written, relating to the subject matter hereof. If any provision of these Terms is held to be invalid or unenforceable under the circumstances, such provision’s application in any other circumstances, and the remaining provisions of these Terms, shall not be affected thereby. The waiver of a breach or default in any of the provisions or any delay or omission to exercise any right under these Terms shall not be construed as a waiver of any succeeding breach of the same or other provisions.

1. Assignment. Neither Party may assign any obligations or delegate any required performance under these Terms without the express consent of both parties executed in writing.

1. Jurisdiction and Governing Law. These Terms will be construed under the laws of the State of California, regardless of conflict of law provisions. To the extent that those laws conflict with these Terms, these Terms will govern. The Parties irrevocably consent to exclusive jurisdiction and venue in San Diego County, California, for all disputes arising out of or relating to these Terms and/or the Affiliate Program, subject to the dispute resolutions provisions provided in the MyElle Terms of Website Use and Product Purchase.

1. Force Majeure. MyElle shall not be responsible for delays resulting from failure by the Affiliate to respond in a timely manner with respect to decisions required to be made by the Affiliate under these Terms. In addition, MyElle shall not be responsible for delays caused by factors beyond the reasonable control of MyElle, including but not limited to, weather, strikes, or problems with governmental or zoning approval; provided, however, that in the case of problems with governmental approvals, MyElle agrees to notify the Affiliate as soon as it becomes apparent to MyElle that a particular project may present unusual or inordinate delays in obtaining any necessary government approvals.

1. Relationship and Independent Contractor Status of Affiliate. The Parties are independent contractors and nothing in these Terms shall make them joint venturers, employees, agents, or other representatives of the other Party, and neither Party will make any representations which would state or suggest otherwise.

1. Notice. All notices to the Affiliate under these Terms will be deemed given when delivered via email to the email address registered with the Affiliate’s Affiliate Account. All notices to MyElle will be deemed given when emailed to the appropriate contact email referenced in the provisions of these Terms, or when sent via certified mail to:

MyElle Wellness, Inc.

270 F N. El Camino Real #442

Encinitas, CA 92024

1. Electronic Signatures and Agreements. You acknowledge and agree that by clicking on the button labeled "SUBMIT," "DOWNLOAD," "I ACCEPT," or such similar links as may be designated by MyElle, You accept the terms and conditions of these Terms. You further acknowledge that in doing so, You are submitting a legally binding electronic signature and are entering into a legally binding contract. You acknowledge that Your electronic submissions constitute Your agreement and intent to be bound by these Terms. Pursuant to any applicable statutes, regulations, rules, ordinances, or other laws, including without limitation the United States Electronic Signatures in Global and National Commerce Act, P.L. 106-229 (the "E-Sign Act") or other similar statutes, You hereby agree to the use of electronic signatures, contracts, orders, and other records and to electronic delivery of notices, policies, and records of transactions initiated or completed through this Website. Further, You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction that requires an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by other than electronic means.

1. Modifications to Terms. MyElle may make changes to these Terms from time to time in its sole discretion, by updating these Terms on this Website without notice to You. Your continued use of this Website following the posting of a new version of these Terms constitutes Your acceptance of any such changes. Accordingly, whenever You visit this Website, You should check to see if these Terms have been updated or revised. These Terms supersede any other terms and conditions previously published by MyElle on this Website. MyElle may assign, transfer, or sub-contract any of our rights or obligations under these Terms to any third-party at our discretion. No delay by MyElle in exercising any right or remedy under these Terms will operate as waiver of that right or remedy or will otherwise affect MyElle’s ability to subsequently exercise that right or remedy; any such waiver must be agreed to by MyElle in writing.

PRIVACY POLICY