MetaPulse Affiliate Program Terms

You are responsible for any and all tax liabilities, including without limitation income tax, sales tax, corporate tax and all other liabilities that arise from or in any way relate to any money You receive from MetaPulse. Where MetaPulse is required to withhold tax, MetaPulse will document such withholding.

We encourage Affiliates to create and deliver Additional Services to their Sales to encourage those Paid Accounts to continue using and expand their use of MetaPulse which can then result in increased ongoing Commissions for our Affiliates.

Should you choose to provide Additional Services to Prospects or your Sold Accounts, You expressly indemnify MetaPulse of any claims that may arise from these services. You also agree to not promote or imply that MetaPulse approves or authorizes your Additional Services in any way. You are solely responsible for any legal, trademark, royalty, contractor or other requirements arising from the delivery of your Additional Services. You also expressly understand that MetaPulse does not provide any consulting services itself and only provides information to Prospects and Clients and Affiliates as to how to use the MetaPulse System and assistance in importing Client supplied data into MetaPulse.

MetaPulse wants to be upfront about expectations: we do not guarantee or promise any specific level of business success, income, or sales. Please note that MetaPulse will not provide sales leads or referrals. You are solely responsible for generating your own leads to earn sales.

Additionally, this program is not a business opportunity, franchise, "business-in-a-box," or an assisted marketing plan. As an Affiliate, you are responsible for procuring and covering the costs of any materials and resources you decide are necessary to operate.

Anywhere that the Affiliate advertises MetaPulse, You must plainly display disclaimer language such as:

Disclosure: I am an independent MetaPulse Affiliate, and not an employee of MetaPulse. I receive referral payments from MetaPulse. The opinions expressed here are my own and are not statements of MetaPulse.

This disclaimer must be plainly visible and so, for example, must not be in a smaller font, low contrast text or a link to the disclaimer.

You must not make derogatory, disparaging or any negative statements with regards to MetaPulse or its competition or any other person or entity. You are not permitted to engage in any unlawful or unethical or deceptive actions or strategies with regards to advertising (paid or not). This includes using any method to obtain paid search results based on any Intellectual Property or any of the Intellectual Property of MetaPulse’s competitors or any other third-parties. You must not directly link to or automatically redirect to any MetaPulse website from any paid advertising.

MetaPulse has the right to terminate this Agreement at any time if You engage or have ever engaged in any of the following:

1. (a) HARMFUL ACTS. Any dishonest or unethical business practice; any violation of the law; infliction of harm to MetaPulse’s reputation; and the violation of the rights of MetaPulse or any third party;
2. (b) “SPAMMING” AND UNSOLICITED COMMUNICATIONS. Any communications sent or authorized by You reasonably deemed “spamming,” or any other unsolicited solicitations (including without limitation postings on social media or third party blogs) will be deemed a material threat to MetaPulse's reputation and to the rights of third parties. It is Your obligation, exclusively, to ensure that all business communications comply with state and local anti-spamming or analogous laws; and
3. (c) OFFENSIVE COMMUNICATIONS. Any communication sent, posted, or authorized by You, including without limitation postings on any website operated by You, or social media or blog, which are: sexually explicit, obscene, or pornographic; offensive, profane, hateful, threatening, harmful, defamatory, libelous, harassing, or discriminatory; graphically violent; solicitous of unlawful behavior; or that violates the intellectual property rights of another.

If You advertise on social media with regards to this Agreement, then each post must comply with all of the following:

1. (a) Each post must contain @MetaPulse or #MetaPulse;
2. (b) Each post must contain #ad in a clear and conspicuous location before the text of the description and in all events before the “More” button;
3. (c) Each Facebook or Instagram post must use the platform’s “Paid Partnership” tool; and
4. (d) ​​Each YouTube post must contain the word “Ad,” “Advertisement,” “Promotion,” or “Paid Partnership” within the video itself in a font size that is clearly recognizable to the viewer and which appears persistently throughout the length of the video in the top right hand portion of the video.

If Affiliate is advertising on other forms of written social media (e.g., Facebook, Twitter), Affiliate must comply with the above disclosure restrictions as applicable to each form of social media. Affiliate must also comply with all rules of each social media platform that Affiliate uses.

Affiliates are expressly prohibited from making any claims that use of MetaPulse will guarantee that the user will make money. If Affiliate’s recruiting efforts include claims related to income Affiliate has made from using MetaPulse or as an Affiliate, the following guidelines must be adhered to:

1. (a) Affiliate’s statements must be completely true and accurate and supported by evidence of Affiliate’s experience; and
2. (b) Affiliate’s statements must be accompanied by the following disclaimer in clear and conspicuous font and placement: “These were my results. Your results will vary based on a variety of factors including Your education, effort, and market factors. There is no guarantee You will make any money.”

Affiliate is also expressly prohibited from making any express or implied claims that MetaPulse is or provides a business opportunity, franchise opportunity, a “business-in-a-box,” or an assisted marketing plan.

No logo, tagline, trademark, trade name, copyrighted material, patent, trade dress, trade secret, or confidential information including, but not limited to; “MetaPulse”, “Growth League”, “True Team” and “Team Centric” (collectively, the “MetaPulse Intellectual Property”) owned by MetaPulse may be used, copied, or reproduced by You except as set forth below.

No MetaPulse Intellectual Property (or any mark confusingly similar to any MetaPulse’s Intellectual Property) is to be advertised for sale or registered as a domain name by You in any country in any fashion in any language.

Subject to the restrictions in this Agreement, Affiliates are granted a limited, revocable, non-transferrable, and non-assignable license to use MetaPulse Intellectual Property to advertise MetaPulse. Any time Affiliate uses the word MetaPulse it must be immediately followed by an “®” symbol the first time it appears. An Affiliate may not use “MetaPulse” or other MetaPulse trademarks as part of any URL, domain or website name.

Any time You use MetaPulse Intellectual Property, You must do so in a way that is not likely to confuse readers or cause them to think that You are speaking for MetaPulse. Whether Your use of MetaPulse is confusing will be determined by MetaPulse in MetaPulse’s sole and absolute discretion. The following guidelines are purely examples, which may be changed or added to at any time, and are designed to help avoid confusion:

1. (a) You must not use the “voice” of, or purport to speak on behalf of, MetaPulse;
2. (b) Any time Affiliate uses the word “MetaPulse” it must be immediately followed by “®” the first time it is used
3. (c) When used in prose MetaPulse must be used in the same font as the rest of the prose;
4. (d) When used other than in prose, MetaPulse must be used in the font employed by MetaPulse's corporate marketing in MetaPulse's corporate logo;
5. (e) On any website or social media platform on which You use the word MetaPulse, you must include the disclosure identified in the Disclosure clause above;
6. (f) You may use only such other images, photographs, and trademarks as MetaPulse expressly authorizes in writing;

If you have any questions regarding your use of any MetaPulse mark, please contact: affiliates@metapulse.com.

You grant MetaPulse permission to use any and all media properties taken or created of You by MetaPulse or supplied to MetaPulse by You in any Media (including print, internet, film, television and no matter how distributed or published) (hereafter referred to as “Properties”) for any purpose, which may include, but shall not be limited to, advertising, promotion, marketing and packaging of MetaPulse or any product or service sold and marketed by MetaPulse. You agree that this authorization to use these Properties may be assigned by MetaPulse to any other party. You agree that the Properties may be combined with other Properties, sounds, text and graphics, and that the Properties may be manipulated, cropped, altered or modified at MetaPulse's sole discretion. You agree not to charge a royalty or fee, and not to make any other monetary assessment against MetaPulse in exchange for this Release and Assignment. You hereby release and forever discharge MetaPulse from any and all liability and from any damages You may suffer as a result of the use of the Properties. You further acknowledge and agree that this Release is binding upon Your heirs and assigns. You agree that this Release is irrevocable.

You expressly agree and consent that MetaPulse may contact you at the email address and phone number provided during Your application to the Affiliate Program. You also expressly agree to inform MetaPulse at any time your email address and phone number have changed. You expressly agree to be contacted through any means MetaPulse deems appropriate including human, automated systems, artificially generated or pre-recorded messages either directly by MetaPulse or its third-party agents on behalf of MetaPulse. Your agreement to be contacted is a material part of this agreement and may not be revoked except by writing by both Parties which You understand and agree is the only reasonable method of opting out. You further agree that any other method of opting-out is not a reasonable means of opting out.

Affiliate must notify MetaPulse of any complaint received by Affiliate regarding any advertisements within twenty-four (24) hours of receiving such complaint. Notice should be sent to compliance@metapulse.com.

Affiliate shall publish or otherwise distribute advertisements in strict compliance with all applicable laws and regulations, including without limitation, laws prohibiting deceptive and misleading advertising and marketing, email marketing laws, data protection laws, laws governing testimonials, and all other lawful guidelines issued. You are solely responsible for ensuring Your compliance with all lawsAffiliates are strictly prohibited from making claims concerning the products and services offered by MetaPulse that are inconsistent with, or beyond the scope of marketing materials produced and made available by MetaPulse on MetaPulse’s website, metapulse.com.

Affiliate is prohibited from publishing or otherwise distributing advertisements by telemarketing, fax, or text messaging in any form to any device. Affiliates shall not offer monetary incentives, such as rewards points, cash, or prizes to Prospects in return for their response to an advertisement.

Affiliate may, however, offer Prospects information and materials of tangible value including, but not limited to, consulting, setting up and configuring MetaPulse, knowledge templates, team chart templates, information about growing a business, building a team, implementing the business philosophy contained in True Team or any other business philosophy the Affiliate is familiar with for reduced or no charge, but only so long as Affiliate accurately describes and delivers such information and materials to the Prospect.

MetaPulse retains the sole and exclusive discretion to determine whether Affiliate’s advertising and conduct is in compliance with all laws (but MetaPulse shall not be required to advise Affiliates on such matters).

In addition to Your other representations and warranties in this Agreement, You further represent and warrant that you do not have any prior or pending government investigations or inquiries of, or prosecutions against You by the Federal Trade Commission (“FTC”), any other federal or state governmental agency, or any industry regulatory authority, anywhere in the world, nor any prior or pending private lawsuits against You which relate to alleged intentional torts or alleged violation of any consumer protection or advertising laws. If You become the subject of such an investigation, inquiry, prosecution, or lawsuit any time after this Agreement is executed, You are required to notify MetaPulse of the same within 24 hours. MetaPulse, in its sole and exclusive discretion, may immediately terminate this Agreement based on any investigation, proceeding, or lawsuit identified pursuant to this paragraph.

Your contract with MetaPulse begins when you receive an email notification from MetaPulse of being accepted into the Affiliate Program and will continue month-to-month until:

1. (a) You earn no (zero) commissions over a twelve (12) month period at which point this Agreement will be terminated automatically without recourse;
2. (b) Either Party electing to terminate this Agreement, with or without cause, by giving the other Party thirty (30) days’ written notice of termination;
3. (c) MetaPulse terminates this Agreement at its discretion due to You having a Client dispute rate greater than 2% based on our data;
4. (d) MetaPulse is unable to contact you through your listed email address within 45 days;
5. (e) MetaPulse determines that you are in breach of this Agreement due to any Sale has been procured fraudulently or as a result of any violation of this Agreement;
6. (f) MetaPulse determines that you are in breach of this Agreement due to Your breach of any of the terms of this Agreement;
7. (g) MetaPulse determines that you are in breach of this Agreement due to You violating any law whether in relation to MetaPulse, this agreement or not.

In the event this Agreement is canceled due to Your Breach of this Agreement, You will forfeit all Commissions owed to You or that may in the future be owed to You.

If this Agreement is terminated or canceled, then all provisions that, by their nature, should survive, will survive, including, but not necessarily limited to, all limitations of liability, disclaimers of warranties, indemnity obligations, mandatory arbitration and class action waiver provisions, and exceptions to arbitration. All representations and warranties undertaken by You shall also survive termination or cancellation of this Agreement and/or Your MetaPulse account. For the avoidance of doubt, commission payments will not survive this Agreement.

This Agreement and all rights under it may not be assigned or transferred by the Affiliate. MetaPulse may assign this Agreement and any and all rights at its sole discretion.

Neither party shall be liable to the other for any failure to perform any obligation under this Agreement which is due to an event beyond the control of such party including, but not limited to, acts of God, war, insurrection, riot, civil unrest, or acts of civil or military authority. Any party affected by such event shall forthwith inform the other party of the same in writing and shall use all reasonable endeavors to comply with the terms of this Agreement. Where such event renders performance impossible for a continuous period of not less than six months, the other party shall be entitled to terminate this Agreement by serving thirty days’ notice in writing to the other party.

Any notices to be served on either of the parties by the other shall be sent by email to the email address of the other party stated in this Agreement or such other address as the other party has notified. Notices given by email shall be deemed to have been validly and effectively given on the day on which it is transmitted if the sender receives a read or delivery receipt confirming delivery or receipt of the email or a reply to the email. Your notices to MetaPulse must be sent to affiliates@metapulse.com.

If any provision of this Agreement is determined to be illegal, invalid, void or voidable the legality or validity of the remainder of this Agreement shall not be affected and shall continue in full force and effect.

This Agreement and MetaPulse’s standard Terms of Service may be modified by MetaPulse at any time, with or without prior notice to You. Amendments or modifications to this Agreement or the Terms of Service will be binding on You when they are sent to You via email. No amendment to this Agreement or the Terms of Service shall be valid unless prepared or signed by MetaPulse. Your continued acceptance of Commission payments constitutes Your acceptance to any modifications or amendments to this Agreement and the Terms of Service.

Your and Our Liability: Liability under these Terms & Conditions is limited in a few ways:

1. (a) except for liability under any indemnity contained in these Terms & Conditions, any wilful breach or misconduct or any breach of IPR, each party will not be liable for all or any claims made in excess of the amount of the Service Charges that you pay us in the aggregate;
2. (b) each party will not have any liability for any matter beyond its reasonable control such as for third party software failures, telecommunications network faults, non-performance or interruptions of third party software, hardware failures, service failures caused by third parties that are outside of a party’s reasonable control, adverse weather events and labor disputes;
3. (b) except in respect of any wilful breach or misconduct or any breach of IPR, each party will not be liable for loss of profits, loss of revenue (except due to non-payment of any Service Charge or other amount owed by you to us), loss of or unauthorized access to or alteration, deletion of, or failure to store, content or data, or for loss of goodwill, or other indirect or consequential losses even if a party was advised of the possibility or likelihood of those losses;
4. (b) we will not be liable for software bugs, non-performance or downtime of software, applications or hardware in your applications or as a result of any misconfiguration of MetaPulse by you or any third party or use of MetaPulse contrary to any user guides or other documentation that we provide;
5. (b) for any breach by us of any mandatory guarantee that cannot be contracted out of or otherwise excluded by law, our liability will be limited to one or more of the following as determined by us: if the liability concerns goods, (i) the replacement of the goods, or the re-supply of the goods; (ii) the repair of the goods; (iii) the payment of the cost of replacing the goods or of acquiring equivalent goods; or (iv) the payment of the cost of having the goods repaired; and if the liability concerns services: (i) the supplying of the services again; or (ii) the payment of the cost of supplying the services again. All implied warranties of any kind are excluded, except to the extent that such warranties cannot be excluded by applicable law.

IN NO EVENT SHALL METAPULSE’S LIABILITY TO YOU OR YOUR BUSINESS EXCEED THE AMOUNT OF THREE (3) TIMES THE PAYMENTS PAID BY YOU TO BY METAPULSE FOR THE MONTH PRECEDING THE DATE IN WHICH THE FACTS GIVING RISE TO A CLAIM AGAINST METAPULSE OCCURRED OR TWO-THOUSAND DOLLARS ($2,000), WHICHEVER IS GREATER.

We would prefer to resolve disputes amicably rather than either party waste time or money on legal action. If you have any problems with our services, please contact us. In our view, legal action, if it is ever necessary, should only be left as a last resort. If a dispute cannot be resolved through negotiation within 120 days it shall be resolved by binding, confidential arbitration administered by the American Arbitration Association (“AAA”), and judgment on the award rendered may be entered in any court having jurisdiction thereof.

This Agreement constitutes the complete and exclusive understanding and agreement between the parties regarding its subject matter and supersedes all prior or contemporaneous agreements or understandings, written or oral, relating to its subject matter. Any waiver, modification or amendment of any provision of this Agreement will be effective only if made by MetaPulse and notified to You.