Affiliate Agreement

This Agreement contains the complete terms and conditions
that apply to your participation as an Affiliate of the
www.laviemom.com Affiliate Marketing Program, and the establishment of
hypertext links from your Website to www.laviemom.com for the purpose of
you earning Referral Fees from Qualifying Purchases made by third parties who
have navigated from your website to www.laviemom.com via said
hypertext links.

1. Definitions 

As used in this Agreement, “we”, “us”, “LaVie” or
“www.laviemom.com” means LaVie Mom LLC, a Delaware  corporation, and
“you”, “your”, "Ambassador", or “Affiliate” means the affiliate.
“Website” individually and collectively means your website and/or e-mail
communications and/or software applications.

“Affiliate Marketing Program” means the program managed by
or on behalf of LaVie Mom LLC by which participating entities place links
on their Website that connect to the www.laviemom.com website and for
which a referral fee is earned .

The terms “Qualifying Purchase”, “purchase”, “sale” or “Affiliate
sale” used in this Agreement mean a www.laviemom.com paid purchase by
users during a visit to www.laviemom.com following navigation to the designated
URL or coupon from you under this Affiliate Marketing Program. 

“Net Proceeds” will mean the gross proceeds received by www.laviemom.com
from Qualifying Purchases on, less returns and expenses attributable to
taxes, shipping and handling, fraud, bad debts, and duties. 

The terms “Referral Fee” or “commission” used in this
Agreement mean moneys duly earned by, payable to, or previously paid to
the Affiliate in regard to the aggregate Net Proceeds received from
Qualifying Purchases made at www.laviemom.com under the

terms of this Agreement and the Affiliate Marketing Program, and acknowledged as
such by LaVie Mom LLC at its sole discretion.

“$”, “dollar” or “dollars” mean US Dollars. 

2. Term Of The Agreement 

The term of this Agreement (the “Term”) will begin upon our
acceptance of your application to enroll your site in the www.laviemom.com
Affiliate Marketing Program, such application signifying your acceptance
of this Agreement. 

The term shall be for a period of one (1) year from said
acceptance, and shall automatically renew for successive one (1) year
terms unless either Party gives thirty (30) days notice to the other that
it intends not to renew the Agreement at the end of the
current term. 

3. Promotion 

Www.laviemom.com will make available to you, or you will
create, subject to our approval, a variety of graphic and textual links
(the “Links” collectively, or “Link” individually) in order to link to www.laviemom.com.
You and we will cooperate in good faith

to develop and implement such Links. Each Link will permit recipients
to navigate directly to a page on the www.laviemom.com website designated
by us via a special tagged link or coupon format. 

You will be responsible for integrating the Links into your
site to properly enable sales tracking, and we will not be responsible for
your failure to do so, including to the extent such failure may result in
any reductions of amounts that would otherwise be paid to

you under this Agreement. 

4. Forbidden Actions 

This Agreement will be terminated without notice if, in its
sole discretion, LaVie Mom LLC determines that the Affiliate has breached
any or all of the following explicitly prohibited actions. THE AFFILIATE
WILL FORFEIT ANY ACCUMULATED EARNINGS IF THE AGREEMENT IS TERMINATED UNDER
THIS PROVISION. 

Click Fraud: Affiliate shall not, either directly or
indirectly, act, encourage or require users to click on links to www.laviemom.com
and/or generate clicks or orders through any means that could be
reasonably interpreted as coercive, incentivized, misleading, malicious,
or otherwise fraudulent.  

Inappropriate Content: No Link will be placed on any page
or screen that contains content that: incites, encourages, advocates or
promotes discrimination based on race, sex, religion, nationality,
disability, sexual orientation, or age; incites, encourages,

advocates or promotes illegal activities including, but not limited
to, violence against persons or property, terrorism, armed insurrection,
piracy or treason; incites, encourages, advocates or promotes the sexual
abuse or exploitation of children and minors; violates the intellectual
property rights of third parties; or contains or promotes deceptive
information. 

Own Purchases: Affiliate shall not use their own affiliate
link in order to receive commissions on their own purchases. 

Coupon Sites: Affiliates that link from coupon sites will be
removed from the program and not receive commissions. 

5. Referral Fees 

Www.laviemom.com will pay you a Referral Fee depending on
your affiliate level. 

Www.laviemom.com shall track users who access www.laviemom.com
from the Affiliate's website via an affiliate link or coupon with a cookie
containing the Affiliate’s identification, and that expires in thirty 45 days
following said visit. The cookie containing the Affiliate identification
will be replaced with the cookie of another affiliate if the user
subsequently accesses www.laviemom.com from the link of the other
affiliate. A Qualifying Purchase made prior to the expiration of the cookie
will be attributed to the Affiliate link provider whose Affiliate
identification is recorded in the cookie associated with that website
user. 

You are only eligible to earn a Referral Fee on sales
occurring during the Term, and commissions earned through the date of
termination will remain payable only if the product orders are not canceled. 

6. Reporting 

Payments hereunder will be in accordance with reports made
available on the www.laviemom.com website of Qualifying Purchase for which
Referral Fees are payable. 

7. Payments 

Referral fees will be paid on or about the 15th of each
month. If during any calendar month referral fees do not exceed
twenty-five dollars ($25.00), then you may not receive payments until the
following calendar month during which your aggregate referrals fees
equal or exceed said amount or until the termination of this agreement,
whichever occurs earlier. 

No payment will be made to Affiliate for sales that result in
refunds or returns and, at its own discretion, www.laviemom.com may elect
to withhold payment for a reasonable time to ensure against cancellations
or refunds. 

Payments shall be made in US Dollars to the PayPal account
as nominated by the Affiliate in the name of the party and address
provided by Affiliate. Affiliate shall be responsible for all taxes
associated with the receipt of any payments 

8. Representations and Warranties; Limitation of Liability 

Each of us hereby represents and warrants that: 

• it has full power and authority to enter into this
Agreement and to perform its obligations hereunder;

• the services to be rendered by each of us under this
Agreement neither infringe nor violate any patent, copyright, trade
secret, trademark, or other proprietary right of any third party. 

LaVie Mom LLC will remain solely responsible for the
operation of the www.laviemom.com website, and you will remain solely
responsible for the operation of your site. Each party acknowledges that
their respective sites may be subject to temporary downtime due to causes
beyond their reasonable control subject to the specific terms of this
Agreement, retains sole right and control over the programming, content
and conduct of transactions over its respective site or service. 

EACH PARTY SPECIFICALLY DISCLAIMS ANY REPRESENTATION OR
WARRANTY REGARDING (i) THE AMOUNT OF SALES THAT LAVIE MOM LLC MAY GENERATE
DURING THE TERM, AND (ii) ANY ECONOMIC OR OTHER BENEFIT THAT THE OTHER
PARTY MIGHT OBTAIN THROUGH ITS PARTICIPATION IN THIS AGREEMENT. 

NEITHER LAVIE MOM LLC NOR AFFILIATE WILL BE LIABLE TO THE
OTHER FOR ANY INDIRECT, SPECIAL, PUNITIVE OR

CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR LOST
DATA) ARISING OUT OF THIS AGREEMENT. LAVIE MOM LLC’s ENTIRE LIABILITY
ARISING FROM THIS AGREEMENT WHETHER IN CONTRACT OR TORT, WILL NOT EXCEED
THE AMOUNTS PAYABLE TO AFFILIATE HEREUNDER. 

9. Fulfillment and Policy 

Www.laviemom.com will be solely responsible for fulfilling
all orders for its products and payment processing, and customers who buy
products through the Affiliate Marketing Program will be deemed customers
of www.laviemom.com. 

To protect the privacy of www.laviemom.com’s customers, the
names of and other personally identifying information about customers will
not be provided to you. All information about customers and users
collected by www.laviemom.com shall

be owned solely and exclusively by www.laviemom.com. 

All rules, policies, operating procedures and information
concerning customer orders and sales will apply to those customers,
including our rules of privacy and confidentiality. We may change our
policies and operating procedures at any time, without notice.

10. Intellectual Property Rights 

LaVie Mom LLC hereby grants to you during the Term a
non-exclusive, non-transferable, royalty-free license to establish hyperlinks
between yours and our Web Sites and to use LaVie’s trade names, logos,
trademarks and service marks (the

“LaVie Marks”) on your site solely as is reasonably necessary to establish
and promote such hyperlinks and to otherwise perform your obligations
under this Agreement; provided, however, that any other
promotional materials or usages containing any of the LaVie Marks will
be subject to LaVie Mom LLC’s prior written approval. 

Affiliate acknowledges and hereby agrees to grant LaVie Mom LLC,
the unlimited and unencumbered use of any and all work product developed
by Ambassador in conjunction with the performance of services for LaVie. Work
product includes but is not limited to all social media posts, pictures,
images, videos, recordings, taglines, hashtags, posts, commentary, and
designs.    



Except where prohibited by law or regulation, Affiliate grants LaVie Mom
LLC and its successors, assigns, licensees and designees permission
to use Affiliate's name, Social Media Platform account name, photograph
(including, but not limited to, Social Media Platform account profile
photo), voice and/or other likeness,  in all media now known
or hereafter discovered (including, without limitation, on
LaVie's websites and via LaVie's Social Media Platform accounts), worldwide
in perpetuity, for any purpose without additional
compensation, consideration, notification or consent.  

11. Indemnification 

We agree to indemnify, defend and hold harmless you and
your affiliates, directors, officers, employees and agents, from and
against any and all liability, claims, losses, damages, injuries or
expenses (including reasonable attorney’s fees) relating to the

operation of our site, a breach of our obligations under this Agreement, or
the violation of any third party intellectual property rights of editorial
content or other materials provided by us for display on your site. 

You agree to indemnify, defend and hold harmless us and our
affiliates, directors, officers, employees and agents, from and against
any and all liability, claims, losses, damages, injuries or expenses
(including reasonable attorney’s fees) relating to the operation of

your site, a breach of your obligations under this Agreement, or the
violation of any third party intellectual property rights of editorial
content or other materials of your site. 

12. General Provisions 

i. You and we will each monitor and periodically test the
general availability and operation of our respective Website.

ii. You and we are entering this Agreement as independent
contractors, and nothing will be construed to create a

partnership, agency, joint venture or employment relationship between you
and us.

iii. In its performance of this Agreement and in the
operation each party’s respective Websites, you and we each will comply
with all applicable laws, regulations, orders and other requirements, now
or hereafter in effect, of governmental authorities having

jurisdiction. Without limiting the generality of the foregoing, you and we
each will pay, collect and remit such taxes as may be imposed with respect
to any compensation, royalties or transactions under this Agreement.

iv. Neither you or we will be considered to be in breach
of, or default under, this Agreement on account of any delay or failure to
perform as a result of any causes or conditions that are beyond our
respective reasonable control. If any force majeure event

occurs, the affected party will give prompt written to the other and will
use commercially reasonable efforts to minimize the impact of the event.

v. You may not assign this Agreement, in whole or in part,
without our prior written consent. Subject to that restriction, this
agreement will be binding on, inure to the benefit of, and enforceable
against the parties and their respective successors and

assigns.

vi. The failure of either you or us to enforce any
provision of this Agreement will not constitute a waiver of the right to
subsequently enforce the provision. Any remedies specified in
this Agreement are in addition to any other remedies that may be available
at law or in equity.

vii. This Agreement represents the entire Agreement between
you and us with respect to the subject matter hereof and supersedes any
other oral or written agreements regarding such subject matter, and may be
amended or modified only by a written instrument signed by a duly
authorized agent of each party.

viii. If any provision of this Agreement will be declared
by any court of competent jurisdiction to be illegal, void or
unenforceable, all other provisions of this Agreement will not be affected
and will remain in full force and effect. 

13. Termination 

Termination Without Cause:

www.laviemom.com may modify or terminate this Agreement without
cause. Please note that LaVie Mom LLC reserves the right to change any of
the terms and conditions in this Agreement, including the payment terms
described in herein, by posting a new agreement on the www.laviemom.com
website. 

Termination For Cause: LaVie Mom LLC may terminate this
Agreement without notice if in its sole discretion it determines that
Affiliate has breached the terms and conditions of this Agreement.
AFFILIATE FORFEITS ANY ACCUMULATED EARNINGS IF AGREEMENT IS TERMINATED FOR
CAUSE. 

The Affiliate may terminate this Agreement, at any time,
with or without cause, by giving at least seven days (7) days written
notice of termination to LaVie Mom LLC. 

14. Jurisdiction 

This Agreement has been made in and shall be construed and
enforced in accordance with the laws of Delaware. 

15. Service Of Notices 

Any notices under this agreement will be given in writing.
Notices may be given by electronic mail to info@www.laviemom.com and will be
deemed delivered and given for all purposes on the sent date, but only if the
receiving party has confirmed its receipt by return electronic mail.