LEAFKEY ADVOCATE & AFFILIATE AGREEMENT
1) Introduction:
Leafkey, LLC, aka Leafkey.com, (“Leafkey”), provides a web-directory and networks verified professionals (“Eco Experts”) specialized in the sustainable built environment. The Mission of Leafkey is to connect citizens, aka property owners or “Users,” and its communities with local and trusted professionals to help improve and enrich the built environment with energy efficiency and sustainable design and enhancements.
Leafkey engages a network of Eco Experts with verified credentials via www.Leafkey.com, a connecting point for communities, Users, approved Leafkey Sustainable Advocates or Affiliates (“Affiliate”) and Eco Experts.
The Affiliate is connected to its community, its citizens, has a sphere of influence, and encourages sustainability in the built environment. Leafkey wishes to reward sustainable advocacy efforts of Affiliates by compensating them for referring Users that employ the services of Eco Experts via the Leafkey portal. The Affiliate engages Users and communities and is able to provide basic contact information of persons, known as “Referrals,” wishing to integrate Sustainable “Services” and features for new or existing homes and/or buildings; sustainable features such as, but not limited to: solar or wind systems, geothermal, insulation, energy efficient design, construction and improvements.
a) Scope and Intent:
i) You agree that by registering on Leafkey, or by using our website, including our mobile applications, developer platform, premium services, or other information provided as part of the Leafkey services (collectively “Leafkey” or the “Services”), you are entering into a legally binding agreement with Leafkey, PO Box 646, Shepherdstown, WV, USA. Based on the terms of this LEAFKEY ADVOCATE & AFFILIATE AGREEMENT and the Leafkey Privacy Policy and Disclaimer, which is hereby incorporated by reference (collectively referred to as the “Agreement”) and become a Leafkey user (“User”).
ii) If you are using Leafkey on behalf of a company or other legal entity, you are nevertheless individually bound by this Agreement even if your company has a separate agreement with us. If you do not want to register an account and become a Leafkey User, do not conclude the Agreement. By registering and/or agreeing to the Agreement you acknowledge that you have read and understood the terms and conditions of this Agreement and that you agree to be bound by all of its provisions. Please note that the LEAFKEY ADVOCATE & AFFILIATE AGREEMENT the Privacy Policy and Disclaimer are also collectively referred to as Leafkey’s “Terms of Service.”
b) Appointment:
i) Subject to the terms and conditions of this Agreement, Leafkey hereby appoints Affiliate as a provider of Referrals to Leafkey. Affiliate shall interact with entities and individuals in order to obtain information from them as to whether they are interested in Services. Affiliate will obtain all information necessary to contact and engage the Referral, and required by Leafkey. Affiliate acknowledges that all Referrals are to be approved by Leafkey and the Eco Expert. During the term of this Agreement and for the 12 months following termination of this agreement, Affiliate, its principals and its affiliates shall not enter into any agreement to refer or solicit Referrals for any competitor of Leafkey, including direct relationship with any Leafkey vendors and/or Eco Experts.
2) Affiliate Referral Reward:
a) The reward for the Affiliate’s direct Referral of a User via Leafkey services that results in a closed sale of $1000 to $500,000 is 0.5% of the sale with an approved Leafkey Eco Expert. The reward for the Affiliate’s direct Referral of a User via Leafkey services that results in a closed sale greater than $500,000 is 0.25%. The Eco Expert will be rewarded within 30 days of when Leafkey receives referral payment.
3) Service Eligibility:
a) To be eligible to use the Service, you must meet the following criteria and represent and warrant that you: (1) are 18 years of age or older; (2) are not currently restricted from the Services, or not otherwise prohibited from having a Leafkey account, (3) are not a competitor of Leafkey or are not using the Services for reasons that are in competition with Leafkey; (4) will only maintain one Leafkey account at any given time; (5) have full power and authority to enter into this Agreement and doing so will not violate any other agreement to which you are a party; (6) will not violate any rights of Leafkey, including intellectual property rights such as copyright or trademark rights; and (7) agree to provide at your cost all equipment, software, and internet access necessary to use the Services.
4) Sign-In Credentials:
a) You agree to: (1) Keep your password secure and confidential; (2) not permit others to use your account; (3) refrain from using other Affiliate accounts; (4) refrain from selling, trading, or otherwise transferring your Leafkey account to another party; and (5) refrain from charging anyone for access to any portion of Leafkey, or any information therein. Further, you are responsible for anything that happens through your account until you close down your account or prove that your account security was compromised due to no fault of your own.
5) Indemnification.
a) You indemnify us and hold us harmless for all damages, losses and costs (including, but not limited to, reasonable attorneys’ fees and costs) related to all third party claims, charges, and investigations, caused by (1) your failure to comply with this Agreement, including, without limitation, your submission of content that violates third party rights or applicable laws, (2) any content you submit to the Services, and (3) any activity in which you engage on or through Leafkey.
6) Independent Contractors:
a) The relationship of Leafkey and Affiliate is that of independent contractors. Neither Affiliate nor Affiliate's employees, consultants, contractors or agents are agents, employees, partners or joint ventures of Leafkey, nor do they have any authority to bind Leafkey by contract or otherwise to any obligation except as identified herein.
7) Term:
a) The initial term of this Agreement shall be for a period of one (1) year, commencing on the date first set forth below.
b) This Agreement shall there after be automatically renewed for additional terms of one (1) year each unless either party notifies the other no later than thirty (30) days prior to the end of the current term that it does not wish to renew this Agreement. Notwithstanding any other provision in this Agreement, either party may terminate this Agreement on ninety (90) days written notice. Affiliate shall be entitled to receive compensation under this Agreement for so long as Leafkey is receiving its corresponding compensation for such Referrals unless Affiliate commits a material breach of the terms of this Agreement which will terminate any further right Affiliate has to receive compensation.
This agreement has been duly executed by the parties; hereto, effective as of the date and year the terms were agreed.