By joining our Affiliate Program you acknowledge you have read the following Affiliate Program Terms and Conditions, understand, and agree with them.

As used in this Agreement the terms ("We") and ("Merchant") mean Manuela Valenti Studio & Gallery and its parent company Manuela Valenti, LLC, ("You") or ("Your") or ("Affiliate Partner") mean the applicant party, ("Website") means the "Merchant's" online e-commerce from where "Qualified Purchases" can be purchased online, ("Client") or ("Customer") means the visitor that arrives to the "Website" through a "Qualified Affiliate Link", registers an account and makes a purchase on the "Website".

1. Joining the Program

1.0. By opting in to our Affiliate program you are bound by the terms of this agreement. Your participation in the program is solely for this purpose: to legally advertise our website to receive a commission on products purchased by your referral individuals.

1.1. Affiliate Program is opened to registered businesses with valid Tax ID's. Without a valid Tax ID on file, your account won't be approved in our program.

2. Qualifying Purchases

2.0. "Qualifying Purchases" or "Qualified Purchase" or "Qualified Products" means the product(s), item(s), or merchandise purchased through the "Website" that qualify for "Affiliate Commission".

2.1. All the products in this "Website" qualify for "Affiliate Commission" with the exception of the list of "Disqualified Products" below.

3. Disqualified Purchases

3.0. "Disqualified Purchases" and "Disqualified Products" means the purchases and/or products respectively that do not qualify for "Affiliate Commission".

3.2. "Qualifying Purchases" are disqualified whenever they occur in connection with a violation of this Affiliate Program or any other terms, conditions, specifications, statements, and policies that we may issue from time to time that apply to the Affiliates Program.

3.1. The following list of "Disqualified Products" which include products purchased on the "Website" and fees associated that do not apply nor generate commissions for the "Affiliate Partner". Purchases containing "Disqualified Products" will be adjusted accordingly to reflect these deductions.

• Membership Purchase and Membership Renewals
• Gift Cards, e-Gift Certificates, Gift Card or e-Gift Certificate Recharge
• Gift Wrapping Services
• Taxes
• Shipping and handling costs
• Returns, refunds and exchanges
• Credit Card or other payment fees
• Replacements due to purchase lost in the mail
• Any other unforeseen expenses

3. Affiliate Links

3.0. "Affiliate Link" or "Qualified Link" or "Qualifying Link" or "Qualified Affiliate Link" means the text link and/or banner generated and provided by the "Merchant" which includes the "Affiliate Partner's" "Referral Key" that records each "Client's" visits and purchases on the "Website". "Referral Key" is the code provided by the "Merchant" and attached to the "Affiliate Link".

3.1. You may use graphic and text links both on your website and in emails. You may not advertise the site "offline" in classified ads, magazines, or newspapers. You may use the graphics and text provided to you by us, but you may not create your own graphics as this would be considered a violation of intellectual property and could terminate your account.

4. Referral Tracking

4.0. "Referral Tracking" refers to the electronic tracking of the "Code" on the "Merchant's" Website.

4.1. When a web surfer clicks through your "Affiliate link", a cookie is set in their browser that contains your "Referral Key". When your referrer makes a purchase on our website the script will look for this cookie in your visitors browser to identify the Affiliate who will be awarded the commission. Visitors sent through your Affiliate link may make a purchase later in time during the duration of the cookie and the commission will still be awarded if the cookie is present in their browser and if it is a "Qualified Purchase".

5. Cookie Duration

5.0. "Cookie" is a small piece of data sent from the "Website" and stored on the "Client's" computer by the "Client's" web browser while the "Client" is browsing.

5.1. A "Cookie" is active for 365 days (1 year). After the 365 days (1 year) period the cookie becomes inactive. Within the cookie duration if a purchase is made a commission is generated and awarded. After the purchase the cookie will become inactive until the "Affiliate link" is clicked again.

5.2. A "Client" can deactivate or delete this "Cookie" by removing/deleting the cookies on his browser.

5.3. Purchases made using browsers with inactive or deleted "Cookies" do not qualify for commission, and no commissions will be paid.

6. Affiliate Partner Revenue Share

6.0. "Affiliate Partner Revenue Share" means the percentage commission on the Net Sale equal to the actual amount received for each "Qualifying Purchase", less any shipping charges, gift-wrapping fees, taxes, service charges, credit card processing fees, refunds, returns, replacement, and "Disqualified Products".

6.1. "Merchant" agrees to pay a 10% (ten percent) commission ("Affiliate Commission"), to "Affiliate Partner" for each "Qualifying Purchase" less "Disqualified Products" and other unforeseeable charges.

7. Affiliate Commission

7.0. "Merchant" agrees to grant a 10% (ten percent) commission ("Affiliate Commission"), to "Affiliate Partner" for each "Qualifying Purchase" as established in the "Affiliate Partner Revenue Share" above less "Disqualified Products" and other unforeseeable charges.

7.1. "Merchant" will pay you ("Affiliate Partner") the commission specified in the "Affiliate Partner Revenue Share" if "Merchant" sells to a visitor "Customer" a product(s) ("Qualified Purchase") and if that "Customer" accessed the "Website" and purchased the product(s) via a "Qualifying Link". For each "Qualifying Purchase", the corresponding “Affiliate Partner Revenue Share” is equal to the amount "We" actually received from that "Qualifying Purchase", less any Membership Purchase or Membership Renewal, Gift Card Purchase, e-Gift Certificate Purchase, Gift Card or e-Gift Certificate Recharge, Gift-Wrapping Services, Shipping Charges, Taxes, Service Charges, Credit Card or other Payment Processing Fees, Order Replacement due to purchase lot in the mail, or any other unforeseen expenses ("Disqualified Products").

7.2. In no event will the "Affiliate Partner" receive any compensation for purchases made on Merchant's Site that do not originate directly through a "Qualifying Link". In no event will "Affiliate Partner" receive any compensation for purchases made on Merchant's Site that are rejected by Merchant for reasons including but not limited to, fraud, cancellation of transaction, non-compliance with Merchant's terms and conditions and policies, or unpaid order. In no event will "Affiliate Partner" receive any compensation for purchases made on Merchant's Site intended for "Affiliate Partner" personal use, orders for customers of "Affiliate Partner", orders on behalf of customers of "Affiliate Partner", orders placed by friends and or relatives of "Affiliate Partner", or associates of "Affiliate Partner". Merchant will pay commissions on purchases excluding gift cards and gift certificates, discounts, less taxes, shipping and handling charges. Orders returned and/or refunded at the request of the visitor ("Customer"), orders lost during transit and replaced, and orders defaulted or charged-back due to credit card fraud do not qualify for commission. "Affiliate Partner" understands if visitor ("Customer") requests a return and/or refund from "Merchant", any paid commission will be deducted from the amount owed to the "Affiliate Partner" and any subsequent payments.

7.3. "Merchant" will pay "Affiliate Partner" the commission on the 15th of each month, if minimum of $25 in commissions earned is met. Any commissions earned that don't meet the minimum threshold of $25 for that month, is rolled over the next month.

7.4. "Affiliate Partner" accounts with no valid Tax ID on file, won't receive payments until a valid Tax ID for your business is provided.

7.5. "Merchant" will pay you "Affiliate Partner" the commissions via Check or PayPal. "Affiliate Partner" can select which payment method to use at any time. If "Affiliate Partner" selects to be paid by check, checks will be mailed once a month on the 15th day of each month if minimum threshold of $25 is met. Checks will be mailed to "Affiliate Partner" business or personal address on file. If "Affiliate Partner" choses to be paid via PayPal, PayPal payments will be sent once a month on the 15th day of each month if minimum threshold of $25 is met. "Affiliate Partner" is responsible for maintaining his/her personal information such as address, phone number, payment method and PayPal email address updated.

8. Liability

8.0. We will not be liable for indirect or accidental damages (loss of revenue, commissions) due to Affiliate tracking failures, loss of database files, and any results of "intents of harm" to the program or our website. We do not make any expressed or implied warranties with respect to the Affiliate program and/or products sold at this site. We make no claim that the operation of the Affiliate program and our website will be error-free and we will not be liable for any interruptions or errors.

9. Ownership and Licenses

9.0. Each party owns and will retain all rights, title, logos, trademarks, copyrights, and proprietary technology, including, without limitation, those names, logos, trademarks, copyrights and proprietary technology currently used or which may be developed and/or used by it in the future.

9.1. Merchant grants Affiliate Partner a revocable, non-exclusive, worldwide license to use, reproduce, and transmit Merchant's names, logos, trademarks, and proprietary technology ("Merchant's Intellectual Property"), as designated in the Engagement on the Affiliate Partner Site solely for the purpose of creating links from the Affiliate Partner Site to the Merchant's Site during Engagements. Except as expressly set forth in this Agreement or permitted by applicable law, Affiliate Partner may not copy, distribute, modify, reverse engineer, or create derivative works from the Merchant's Intellectual Property. Affiliate Partner may not sub-license, assign, or transfer any such licenses, and any attempt at such sub-license, assignment, or transfer is void.

10. Termination

10.0. Either Party may terminate this Agreement at any time, for any reason, provided that, such Party provides at least five days' prior written notice of such termination to the other Party. Termination of this Agreement will also terminate any outstanding Engagements. However, all rights to payments, will survive termination of this Agreement.

10.1. Accounts with no activity for a period of 30 days or longer will be terminated and all the information removed from our servers.

11. Revocation of Affiliate Status

11.0. Your Affiliate application and status in the program may be suspended or terminated for any of the following reasons:

• Inappropriate advertisements (False claims, misleading hyperlinks, porn or adult content)
• Inappropriate use of Affiliate Link
• Spamming (mass email, mass newsgroup posting, etc...)
• Advertising on sites containing/promoting illegal activities
• Violation of intellectual property rights.

12. Terms of the agreement

12.0. These terms will begin upon the admittance into the Affiliate program and will end when your Affiliate account is terminated. The terms of this agreement may be modified by us at any time without notice. If any modification to the terms is unacceptable to you, your only choice is to terminate your Affiliate account. Your continuing participation in the program will constitute your acceptance of any change.

Last Updated: September 10, 2019.