Partner Terms & Conditions

PARTNER AGREEMENT

The following Partner Agreement (“Agreement”) is entered into by and between Freedom Lifestyles Inc dba ScaleHER (“Company”, “we”, or “us”) and the party submitting an application to become a partner of the Company and/or having an accepted application (“Partner” or “You”).

The Company has set up a program for partners to promote its products in exchange for a share of the proceeds of any sales (the “Partner Program”). Except as modified by a separate agreement governing the promotion of any particular product, the terms of this Agreement apply to your participation in any of the Company’s Partner Programs.

By submitting an application to participate in the Partner Program and/or by otherwise participating in the Partner Program, you are expressly agreeing to the terms and conditions set out in this Agreement and in any agreement that might apply to individual products.

BRAND PARTNER BENEFITS

As a ScaleHER Brand Partner, you will have the opportunity to:

Sell your products, programs, and services to our community and network.

Market your offerings through articles posted on our platform.

Receive promotional support from ScaleHER, including:

- Sharing your articles and links in our communities and email campaigns.

- Featuring your content on ScaleHER.tv, promotional marketing materials, and events, as applicable.

- Including your links in the promotion of events posted to our page.

APPLICATION & ACCEPTANCE

To participate in the Brand Partner Program, you must complete an application ("Application").

- Provide accurate and complete answers to all questions in the Application.

- Submit your true identity and contact information, including business and banking details.

- The Company will review your Application and notify you of acceptance or rejection.

- We reserve the right to accept or reject applications at our sole discretion.

- Upon acceptance, you will receive credentials, including details about obtaining your links and other important information.

PROMOTION, MARKETING REQUIREMENTS & PAYMENT

- All marketing efforts must be coordinated through the ScaleHER network.

- Brand Partners must use official links provided by ScaleHER for all promotions.

- Any product, program, or service marketed without using the official links will be removed from our platform.

- ScaleHER will reserve a 20% commission fee for marketing, promotion, and sharing your products and services with our network.

TAXES & PAYMENT GATEWAYS

- Brand Partners are required to submit appropriate tax forms (W9 or W8BEN) and set up a payment gateway before receiving payouts.

- Payouts will be processed through Stripe.

- No payments will be made until the required forms are submitted.

PAYMENT SCHEDULE

- Commissions will be paid 30 days after receiving the commissionable payment, on the following 30th of the month.

- ScaleHER reserves the right to withhold payouts for incomplete or disputed transactions until resolved.

RIGHT TO CHARGEBACK, OFFSET & HOLDBACK

- We reserve the right to charge back commissions for refunded or disputed transactions.

- We may hold back up to 20% of commissions for a period of 90 days to account for potential chargebacks.

CO-PROMOTION DURATION

- We will continue to co-promote your products and services as long as you remain an active member of ScaleHER.

- If you are no longer a member, all your products, services, videos, articles, and links will be removed from our website and promotional channels.

CONTENT & EVENT GUIDELINES

- All submitted content must adhere to ScaleHER’s quality and brand guidelines.

- Events promoted on our platform must align with the interests and values of the ScaleHER community.

- Brand Partners must comply with all applicable laws, including CAN-SPAM, GDPR, and CA-SL requirements for email marketing.

REPRESENTATION & WARRANTIES

Both ScaleHER and the Brand Partner represent and warrant:

- Compliance with applicable laws and regulations.

- Commitment to the terms of this agreement.

- The Company represents that its products are legal and properly licensed.

- Brand Partners must not engage in deceptive or fraudulent marketing practices.

TERMINATION OF AGREEMENT

ScaleHER reserves the right to terminate your participation at any time if:

- Terms are violated.

- The partnership no longer aligns with ScaleHER’s mission and values.

- The Company determines that the content or conduct of a partner may harm its reputation or community.

Upon termination, you must cease using all promotional materials and delete all related content.

You will be entitled to accrued commissions prior to termination.

INTELLECTUAL PROPERTY RIGHTS

- By submitting content for promotion, Brand Partners grant ScaleHER a non-exclusive, royalty-free license to use, distribute, and promote this content across our platforms.

- Brand Partners retain ownership of their content but agree that co-branded marketing materials remain ScaleHER’s intellectual property.

PROHIBITED ACTIVITIES

Brand Partners may not promote:

- Illegal or inappropriate content.

- Multi-level marketing (MLM) schemes or get-rich-quick programs.

- Content that may harm ScaleHER’s reputation.

Brand Partners must not alter promotional materials without consent.

DISPUTE RESOLUTION

- Disputes will first be addressed through mutual negotiation.

- If unresolved, disputes will be submitted to binding arbitration in Charlotte, North Carolina.

- Both parties waive the right to a jury trial or class-action lawsuit.

LIMITATION OF LIABILITY

- ScaleHER shall not be liable for indirect, incidental, or consequential damages.

- Liability is limited to the total commission received by ScaleHER from the partner in the 12 months preceding the claim.

CONFIDENTIALITY

- Both parties agree to keep proprietary or sensitive information confidential, including customer data, marketing strategies, and pricing details.

- This obligation survives termination of the agreement.

INDEMNIFICATION

- Brand Partners agree to indemnify ScaleHER against claims arising from their breach of this agreement or misuse of promotional materials.

- ScaleHER agrees to indemnify Brand Partners for claims related to the Company’s intellectual property.

MODIFICATION & ENTIRE AGREEMENT

- ScaleHER may modify these terms with 10 business days' notice.

- Continued participation constitutes acceptance of the revised terms.

- This agreement constitutes the entire agreement and supersedes prior communications.

SEVERABILITY & WAIVER

- If any provision is deemed invalid, the remaining provisions shall remain in effect.

- Failure to enforce any term shall not be a waiver of future enforcement.

FORCE MAJEURE

The Company shall not be liable or responsible to You, nor be deemed to have defaulted or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Brand Partner Agreement when and to the extent such failure or delay is caused by or results from acts or circumstances beyond the reasonable control of the Company, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion, or hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest, national emergency, revolution, insurrection, epidemic, lock-outs, strikes or other labor disputes (whether or not relating to either party's workforce), or restraints or delays affecting carriers, or inability or delay in obtaining supplies of adequate or suitable materials, telecommunication breakdown, or power outage.

By becoming a ScaleHER Brand Partner, you acknowledge and agree to these terms.

We look forward to collaborating with you and helping amplify your brand!

Updated February 23rd, 2025