FILL YOUR ROOMS
AFFILIATE PROGRAM AGREEMENT

Last Updated: July 14, 2025

This Affiliate Program Agreement ("Agreement") is entered into between 29:11 Ventures, LLC, an Indiana Limited Liability Company headquartered in Indiana ("Company"), and the individual or entity accepting these terms ("Affiliate").

1. DEFINITIONS

1.1 "Affiliate" means the individual or entity approved by Company to promote the Products under this Agreement.

1.2 "Affiliate Links" means unique tracking URLs provided by Company to Affiliate for promoting Products.

1.3 "Commission" means the compensation paid to Affiliate for Qualified Sales generated through Affiliate's promotional efforts.

1.4 "Products" means the Fill Your Rooms Quick Start program and any additional courses, programs, or services developed by Company that are designated for affiliate promotion.

1.5 "Qualified Sale" means a completed purchase of Products by a customer who accessed Company's website through Affiliate's unique tracking link, subject to the validation requirements in Section 4.

1.6 "Effective Date" means the date Company approves Affiliate's application to participate in the affiliate program.

2. AFFILIATE OBLIGATIONS AND STANDARDS

2.1 Active Promotion Requirement

Affiliate agrees to actively promote the Products to their audience, clients, and prospects. "Active promotion" requires a minimum of one promotional activity per calendar year, which may include but is not limited to: email campaigns, social media posts, blog content, webinars, or direct client recommendations. Failure to meet this minimum annual promotion requirement will result in automatic termination of this Agreement.

2.2 Compliance with Laws

Affiliate must comply with all applicable federal, state, and local laws, including but not limited to:

Federal Trade Commission (FTC) Endorsement Guidelines
CAN-SPAM Act provisions for email marketing
State consumer protection laws
Data privacy regulations applicable to Affiliate's jurisdiction

2.3 FTC Disclosure Requirements

Affiliate shall include clear and conspicuous disclosures in all promotional content, including:

Placement of disclosures near or before affiliate links
Use of clear language such as "This post contains affiliate links" or "I may earn a commission from purchases made through these links"
Compliance with the FTC "4 Ps" standard: Prominence (readable font size and visibility), Presentation (clear, understandable language), Placement (positioned where consumers will see it), and Proximity (close to affiliate links and endorsements)
Disclosures in the same language as the promotional content
For video content, both audio and visual disclosures where technically feasible
For AI-generated promotional content, dual disclosures stating both the affiliate relationship AND that content was generated using artificial intelligence

2.4 Prohibited Activities

Affiliate shall not:

Use their own affiliate links to purchase Products for personal use
Engage in fraudulent, misleading, or deceptive marketing practices
Make unauthorized health, income, or performance claims about Products
Use Company trademarks in domain names or pay-per-click advertising
Distribute or create derivative works of Company's copyrighted materials without express written consent
Engage in spam email practices or unsolicited commercial communications
Promote Products through illegal or unethical channels

2.5 Communication and Coordination Requirements

Affiliate agrees to:

Notify Company in advance of planned promotional activities via email to [email protected]
Include [email protected] on all promotional emails sent to their lists when promoting Products
Confirm promotional activities when requested by Company
Seek prior written consent before creating printed materials referencing the affiliate program
Maintain professional standards in all promotional activities
Provide accurate information about Products and Company
Respond promptly to customer inquiries related to promoted Products

3. COMPANY OBLIGATIONS

3.1 Commission Structure

Company reserves the right to establish and modify commission rates at its sole discretion. Commission structures will be communicated to Affiliate via email confirmation upon program acceptance and for any subsequent changes.

3.2 Tracking and Reporting

Company will provide:

Unique affiliate tracking links
Access to performance reporting dashboard where Affiliate can monitor commission earnings and sales data
Technical support for tracking-related issue

3.3 Marketing Materials

Company may, but is not obligated to, provide approved marketing materials, including but not limited to banners, email templates, and product descriptions.

4. COMMISSION PAYMENT TERMS

4.1 Payment Schedule

Commissions are paid semi-annually by June 15th and December 15th:

June 15th payout: Includes all validated commissions earned from January 1 through April 30
December 15th payout: Includes all validated commissions earned from May 1 through October 31
Sales occurring from November 1 through December 31 will be included in the following year's June payout cycle

4.2 Validation Period

All commissions must complete a 45-day validation period from the date of sale before becoming eligible for payment. This validation period allows for processing of refunds, cancellations, and chargebacks.

4.3 Payment Method

Commissions are paid exclusively via ACH transfer to a verified bank account. Affiliate must:

Set up ACH bank account information in Company's designated payroll system
Provide completed Form W-9 (U.S. persons) or Form W-8BEN (foreign persons)
Maintain current and accurate payment information

4.4 Minimum Payout Threshold

No commission payment will be made if the total amount due is less than $50.00. Amounts below the threshold will roll over to the following payout cycle.

4.5 Commission Validation

Commissions are earned only on Qualified Sales that:

Remain unpaid and uncanceled after the 45-day validation period
Are not subject to chargebacks or refunds
Comply with Company's refund and cancellation policies

4.6 Self-Purchase Prohibition

Affiliate shall not earn commissions on purchases made using their own affiliate links, whether for personal use or on behalf of family members, business entities controlled by Affiliate, or other related parties.

4.7 Clawback Provision

If a previously paid commission becomes subject to a refund, chargeback, or cancellation, Company may offset the amount against any future commission payments owed to Affiliate. Company will provide notice of such adjustments through the performance reporting dashboard. Upon termination of this Agreement, any remaining negative balance will be forgiven and Affiliate will not be required to remit cash payments to Company.

5. INTELLECTUAL PROPERTY

5.1 Company Content License

Company grants Affiliate a limited, non-exclusive, non-transferable license during the term of this Agreement to use Company's marketing materials solely for promoting Products in accordance with this Agreement.

5.2 Trademark Usage

Affiliate may use Company trademarks only in approved marketing materials and shall not:

Register domain names containing Company trademarks
Use trademarks in pay-per-click advertising campaigns
Create derivative works incorporating Company trademarks

5.3 Ownership

All Company content, trademarks, and intellectual property remain the exclusive property of Company. Affiliate gains no ownership rights through participation in the affiliate program.

6. CONFIDENTIALITY

Affiliate acknowledges access to confidential information including but not limited to commission structures, marketing strategies, customer lists, and proprietary business methods. Affiliate agrees to:

Maintain strict confidentiality of all non-public Company information
Use confidential information solely for authorized affiliate activities
Not disclose confidential information to third parties
Return or destroy confidential information upon termination

7. TERM AND TERMINATION

7.1 Term

This Agreement begins on the Effective Date and continues until terminated by either party.

7.2 Termination Rights

Either party may terminate this Agreement:

With 30 days' written notice for any reason
Immediately for material breach of Agreement terms
Immediately if Affiliate violates FTC guidelines or applicable laws

7.3 Effect of Termination

Upon termination:

Affiliate's right to earn commissions ceases immediately
Earned but unpaid commissions for Qualified Sales remain payable according to the regular payout schedule
Affiliate must cease all use of Company trademarks and materials
Confidentiality obligations survive termination
Any negative commission balance is forgiven per Section 4.7

8. INDEPENDENT CONTRACTOR RELATIONSHIP

8.1 Status

Affiliate is an independent contractor and not an employee, agent, or partner of Company. This Agreement does not create a joint venture, partnership, or employment relationship.

8.2 Tax Responsibilities

Affiliate is solely responsible for all taxes, social security contributions, and other governmental obligations arising from commission payments.

8.3 Benefits

Affiliate is not entitled to employee benefits, workers' compensation, or other employment-related benefits from Company.

9. COMPLIANCE AND MONITORING

9.1 Compliance Monitoring

Company reserves the right to monitor Affiliate's promotional activities to ensure compliance with this Agreement and applicable laws.

9.2 Compliance Training

Company may provide periodic training updates on FTC guidelines, marketing best practices, and program requirements.

9.3 Violation Remedies

Non-compliance may result in:

Warning notices and correction requirements
Temporary suspension of affiliate privileges
Forfeiture of unpaid commissions
Immediate termination of Agreement

10. DISCLAIMERS AND LIMITATION OF LIABILITY

10.1 No Warranties

COMPANY PROVIDES THE AFFILIATE PROGRAM "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

10.2 Limitation of Liability

IN NO EVENT SHALL COMPANY'S TOTAL LIABILITY TO AFFILIATE EXCEED THE TOTAL COMMISSIONS PAID TO AFFILIATE IN THE SIX MONTHS PRECEDING THE CLAIM. COMPANY SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES.

11. INDEMNIFICATION

11.1 Affiliate Indemnification

Affiliate agrees to indemnify, defend, and hold harmless Company from any claims, damages, or expenses arising from:

Affiliate's violation of this Agreement
Affiliate's non-compliance with FTC guidelines or applicable laws
False or misleading statements made by Affiliate about Products
Affiliate's violation of third-party intellectual property rights

12. DATA PROTECTION AND PRIVACY

12.1 Customer Data

Affiliate shall not collect, store, or process customer personal information beyond what is necessary for affiliate tracking purposes.

12.2 Privacy Compliance

Affiliate must comply with applicable data protection laws, including but not limited to:

The Indiana Consumer Data Protection Act (effective January 1, 2026)
International privacy regulations applicable to Affiliate's jurisdiction and target audience (including GDPR for EU residents, PIPEDA for Canadian residents, and Privacy Act 1988 for Australian residents)
Any other applicable privacy regulations based on Affiliate's location and promotional activities

13. DISPUTE RESOLUTION

13.1 Governing Law

This Agreement is governed by the laws of the State of Indiana, without regard to conflict of law principles.

13.2 Jurisdiction

Any disputes arising under this Agreement shall be resolved exclusively in the courts having jurisdiction over Gibson County, Indiana, including but not limited to the Gibson Circuit Court, Gibson Superior Court, or the United States District Court for the Southern District of Indiana. Both parties consent to personal jurisdiction in such courts.

13.3 Attorney's Fees

If Company prevails in any legal action to enforce this Agreement, Affiliate shall pay Company's reasonable attorney's fees, court costs, and other legal expenses.

14. GENERAL PROVISIONS

14.1 Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes all prior negotiations, representations, or agreements relating to the subject matter.

14.2 Modification

Company may modify this Agreement at any time by posting the updated version on its website. Affiliates are responsible for periodically reviewing this Agreement for changes. Continued participation in the affiliate program after any modification constitutes acceptance of the revised terms. Modified terms become effective immediately upon posting.

14.3 Severability

If any provision of this Agreement is found to be unenforceable, the remaining provisions shall remain in full force and effect.

14.4 Assignment

Affiliate may not assign this Agreement without Company's prior written consent. Company may assign this Agreement without restriction.

14.5 Force Majeure

Neither party shall be liable for delays or failures in performance resulting from circumstances beyond their reasonable control.

14.6 Electronic Communications

Affiliate consents to receive communications from Company electronically, including notices, disclosures, and Agreement modifications.

15. ACCEPTANCE

By participating in the affiliate program, Affiliate acknowledges having read, understood, and agreed to be bound by all terms and conditions of this Agreement.