|Conversion action||Online purchase with processed valid payment|
|Cookie days||30 day(s)|
|Commission type||Percent of Sale|
NuttZo’s Affiliate Program
The NuttZo Affiliate Program (described below) rewards you for referring your friends, family, colleagues and beyond to purchase our products on nuttzo.com. Below you will find some information about the NuttZo Affiliate Program. Your participation in the NuttZo Affiliate Program will be subject to the NuttZo Affiliate Program Terms and Conditions described below. (the “Terms”).
As a participant in the NuttZo Affiliate Program, you receive:
10% commission for every qualified order purchased using your unique tracking link or discount code. Commission will be paid once a month via PayPal and are processed by our third-party payment processor.
Fill out our Affiliate Registration form and click "Apply" to sign up! After you complete the online application on the registration page, NuttZo will provide email notification within 3-5 business days on average. If approved, NuttZo will provide you instructions about how you can access your account and start sharing links/codes. Qualified visitors using your unique tracking link or discount code would be able to click and purchase qualified products on nuttzo.com for up to 30 days.
NuttZo Affiliate Program Participants can earn a standard commission rate of 10% for all qualified orders made using their link and/or discount code (within 30 cookie days for link usage). See the Terms for more information about the types of orders that qualify for a commission. Commissions are paid out via PayPal on the second Friday of the month following the month in which such Commissions are actually collected (i.e., Commissions for June sales would be paid on the second Friday of July). It is your responsibility to ensure your PayPal account details are accurate and up-to-date in order to receive payment.
Restrictions on Promotion:
The NuttZo Affiliate Program is designed for participants to promote via their legitimate channels of influence only. Promotion via paid traffic (including any adword campaign), re-targeting, discount and/or coupon site, or any other method that, in the sole discretion of NuttZo, is not in accordance with Terms may result in the termination of your participation in the Program. See the Terms for more information.
NuttZo Affiliate Program Terms and Conditions
Last Updated: August 3rd, 2020
By participating in NuttZo, LLC’s (“NuttZo”, “we”, or “us”) Affiliate Program (the “Program”), as further described above. (the “Program Description”), you are agreeing to be bound by the following terms and conditions of these NuttZo Affiliate Program Terms and Conditions (together with the Program Description, this “Agreement”). This Agreement is between you and NuttZo. “You” or “your” means the person indicating acceptance of this Agreement, or if the person indicating acceptance of this Agreement is acting on behalf of a company or other legal entity, such company or legal entity.
Notice Regarding Dispute Resolution: This Agreement contains provisions that govern how claims you and NuttZo have against each other are resolved (see Section 13 (Limitation of Liability), Section 16 (Dispute resolution and arbitration: MANDATORY BINDING INDIVIDUAL ARBITRATION INSTEAD OF COURT; CLASS ACTION WAIVER), and Section 17.b. (Governing Law; Venue) below). It also contains an agreement to arbitrate, which will, with limited exception, require you to submit claims you have against us to binding and final arbitration, unless you opt-out of the agreement to arbitrate in accordance with Section 16.j. Unless you opt-out: (A) you will only be permitted to pursue claims against NuttZo on an individual basis, not as part of any class or representative action or proceeding, and (B) you will be permitted only to seek relief (including without limitation monetary, injunctive, and declaratory relief) on an individual basis.
1. Definitions. Any terms defined in the preamble to this Agreement shall have the same meaning in the remainder of this Agreement. Additionally, as used in this Agreement, the following terms shall have the meanings set forth below:
a. “Affiliate Code(s)” means the identifying code provided by NuttZo to be used by Customers at checkout to give a Participant credit for a referral.
b. “Affiliate Link(s)” means the Participant-identifying web link or links provided by NuttZo to be used to direct Customers to the Products.
c. “Affiliate Link Attribution Period” means the amount of time that NuttZo will associate a Qualified Customer with you after that Qualified Customer uses your Affiliate Link to access the NuttZo website. The length of the Affiliate Link Attribution Period is set forth in your Program Participation Confirmation.
d. “Commission” means the amount resulting from multiplying the commission percentage set forth in the Program Description (the “Commission Percentage”) against the amounts actually collected by NuttZo from bona fide purchases of Products made by a Qualified Customer during the Commission Period for such Qualified Customer, less all applicable taxes, duties, levies, shipping expenses, insurance, credits, discounts, refunds, allowances or discounts granted to the Qualified Customer and other costs associated with the distribution of the Products. In no event will Commissions be earned for any Disqualifying Activities (as defined below). To the extent applicable, if a Qualified Customer purchases a subscription to a Product instead of a single Product, then the Commission shall be the amount resulting from multiplying the Commission Percentage against the amounts collected over the period of time set forth in your Program Participation Confirmation (e.g., if the period is 90 days, and the Commission Percentage is 10%, you would receive 10% of all payments made in the first 90 days of the subscription).
e. “Commission Period” means the time period during which a Qualified Customer’s purchases of Products may be counted toward your Commission. The length of your Commission Periods is set forth in your Program Participation Confirmation.
f. “Confidential Information” has the meaning set forth in Section 15.
g. “Customer” means a customer of, or a potential customer referred to, NuttZo.
h. “Feedback” has the meaning set forth in Section 11.d.
i. “Marks” means NuttZo’s registered and unregistered trademarks and service marks.
j. “NuttZo Intellectual Property Rights” has the meaning set forth in Section 11.b.
k. “Program Participation Confirmation” means your specific Program details provided to you by NuttZo on its referral tracking platform, including the length of the Commission Period and Affiliate Link Attribution Period and the number of months of payments to be included in the Commission for a Customer’s subscription purchase. Your Program Participation Confirmation may be updated by NuttZo in NuttZo’s sole discretion upon written notice.
l. “Products” means NuttZo’s products and services.
m. “Qualified Customer” means either (i) a new and unique Customer who has not previously purchased Products from NuttZo, or (ii) a former subscription Customer that no longer maintains an active subscription with NuttZo at the time of using your Affiliate Code or Affiliate Link.
2. Changes to the Agreement. NuttZo reserves the right to update and change the Agreement by posting updates and changes here: [________]. If we make a material change to this Agreement, we will notify you by email or through your account. You are advised to check the Agreement from time to time for any updates or changes that may impact you. Any reference to the Agreement includes any and all terms and documents incorporated by reference. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT. YOUR CONTINUED PARTICIPATION IN THE PROGRAM FOLLOWING NUTTZO’S POSTING OF A CHANGE NOTICE OR NEW AGREEMENT ON THE NUTTZO WEBSITE WILL CONSTITUTE BINDING ACCEPTANCE OF THE CHANGE OR MODIFICATION.
3. Accounts; Third-Party Providers.
a. Account Registration. Before participating in the Program, you must register with NuttZo and create a Program account (your “Account”). We reserve the right to refuse participation in the Program to any person for any or no reason. You may only register a single Account. If and when you register with or provide information to NuttZo, you agree to: (a) provide accurate, current, and complete information as prompted (including your email address) and (b) maintain and update your information (including your email address) to keep it accurate, current, and complete. You acknowledge that, if any information provided by you is untrue, inaccurate, not current, or incomplete, we reserve the right to terminate this Agreement and your participation in the Program. By providing NuttZo with your email address or other contact information, you consent to our use of this information to send you Program-related notices and other administrative notices, including any notices required by law.
b. Account Activity. You are solely responsible for the activity that occurs on your Account. You must keep your Account credentials (including username and password) secure at all times. You must notify NuttZo immediately of any breach or suspected breach of security or unauthorized use of your Account.
d. By linking or otherwise providing access to any Third-Party Services, including your Account, NuttZo does not give any representation, warranty or endorsement, express or implied, with respect to the legality, accuracy, quality or authenticity of content, information or services provided by such Third-Party Services.
e. When using Third-Party Services, you are solely responsible for protecting yourself from fraud and for protecting your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content and material that may be included on or may emanate from any Third-Party Services.
f. NUTTZO HEREBY DISCLAIMS ANY AND ALL RESPONSIBILITY OR LIABILITY ARISING OR RESULTING FROM YOUR USE OF THIRD-PARTY SERVICES, AND YOU HEREBY IRREVOCABLY WAIVE ANY CLAIM AGAINST NUTTZO WITH RESPECT TO THE CONTENT, OPERATION, OR USE OF ANY THIRD-PARTY SERVICES.
4. Appointment as Participant. Subject to the terms and conditions set forth herein, NuttZo appoints and grants to you a revocable, nontransferable right to act as a nonexclusive Participant to introduce and refer Customers to NuttZo and the Products. You shall not sell or distribute any of the Products directly to any Customer but will instead refer all Customers to NuttZo in accordance with the terms of this Agreement. You shall make no representations, warranties or guaranties to Customers with respect the Products or pricing thereof and shall refrain from engaging in negotiations regarding the Products with Customers on behalf of NuttZo. NuttZo shall have exclusive control over all prices, discounts, specifications, orders and other terms and conditions concerning, and entry into contracts governing, the sale distribution of the Products to Customers; NuttZo shall be under no obligation to sell the Products to Customers referred to NuttZo by you and all orders for Products and any changes thereto shall be subject to acceptance, rejection or revocation by NuttZo, in its sole discretion. You shall be solely responsible for all costs and expenses incurred in connection with the performance of your obligations hereunder and the operation of your business.
5. Participant Obligations and Restrictions.
a. Affiliate Links and Affiliate Codes. As a Participant, NuttZo shall provide you with your Affiliate Link(s) and/or Affiliate Code(s). The Affiliate Links and Affiliate Codes will serve to identify you and may be accessed through your Account. You agree to cooperate fully with us in order to establish and maintain such Affiliate Links and Affiliate Codes. NuttZo may modify, update, terminate or replace an Affiliate Link or Affiliate Code at any time in its sole discretion and will provide you with notice of any such modification, update, termination, or replacement. You are responsible for using the correct Affiliate Links and Affiliate Codes.
b. Compliance with Law; Fair Marketing Practices. You represent and warrant that, in performing your obligations under this Agreement, you are and will be in compliance with any and all laws (whether statutory or otherwise), rules and regulations of any jurisdiction in which you do business. NuttZo expects all Customers to be treated fairly, including in any of your marketing, advertising and endorsements, and you hereby agree to do so. You also agree to comply with all laws governing such activity as it relates to the Products, including the FTC’s Endorsement Guidelines. You shall not publish or employ, or cooperate in the publication or employment of, any misleading or deceptive advertising material with regard to NuttZo or the Products.
c. Emails and Publicity. You may only send emails containing an Affiliate Link or Affiliate Code and/or a message about NuttZo or the Products to people who have previously consented to receiving such communications from you. Your failure to abide by this Section 5.c, the CAN-SPAM Act of 2003 and all applicable laws relating to email communications, in any manner, will be deemed a material breach of this Agreement by you and will result in the forfeiture by you of any and all rights you may have to any Commissions (as defined in Section 6) and the termination of your participation in the Program.
d. Non-Disparagement. You shall not, directly or indirectly, during the term of this Agreement or at any time thereafter, disparage or create any negative inference as to the reputation, prestige, value, image or impression of NuttZo, NuttZo Intellectual Property Rights (as defined in Section 11.b) or the Products, by words, actions or other communications, or by any omissions to speak, act or otherwise communicate, or in any other manner whatsoever. You acknowledge and agree that (i) NuttZo is relying on the terms and covenants contained in the immediately preceding sentence as material inducements to enter into this Agreement, (ii) such terms and covenants are reasonable in scope, geography and term, and (iii) such terms and covenants are material terms of this Agreement.
e. Additional Promotion. NuttZo desires to foster an active community with its Participants to amplify NuttZo’s mission and promote the Products. You agree to cooperate and collaborate with NuttZo in good faith to pursue marketing and publicity for the Products, as approved by NuttZo in each instance. NuttZo shall have the right, but not the obligation, to refer and/or link to you and your website or other communication channels, including your social media accounts, in its marketing materials and other communications.
f. Restrictions. While acting as a Participant and in connection with the subject matter of this Agreement and your performance hereunder, you agree that you will not:
i. Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others;
ii. Publish, post, distribute, use or disseminate any defamatory, infringing, obscene, indecent, or unlawful material or information;
iii. Upload, use, or otherwise make available, files or material that contain viruses, corrupted files, or any other similar software or programs;
iv. Delete or modify any author attributions, legal notices or proprietary designations or labels;
v. Falsify the origin or source of any information, communication, message, software or other material that is uploaded, transmitted or otherwise made available or otherwise attempt to mislead any person as to the identity, source or origin of any communication or any act in violation of consumer laws, protections and regulations;
vi. Engage in any activity expressly prohibited in the Program Description.
vii. Distribute any material that you know, or reasonably should know, cannot be legally distributed in such manner; export, re-export or download any message or content in violation of any export or import law, regulation or restriction of the United States and its agencies or authorities, without all required approvals, licenses and/or exemptions; or
viii. Spawn process pop-ups or exit pop-ups; distribute or permit the distribution of, in any manner, unsolicited electronic mail, “harvest” or otherwise collect personally identifiable or confidential information about third parties without the express consent of such third parties or otherwise violate any applicable government laws or regulations.
6. Participant Representations and Warranties. You represent, warrant and covenant to NuttZo that:
a. you have all requisite power and authority to execute, deliver and perform your obligations under this Agreement;
b. the execution and performance of this Agreement will not violate or constitute a breach of any agreement binding upon you; and
c. you will conduct business in a manner that reflects favorably at all times on the Products and the good name, goodwill and reputation of NuttZo.
7. Commission Period Commencement; Attribution. When a Qualified Customer uses your Affiliate Code(s), the Commission Period commences on the date that a Qualified Customer enters your Affiliate Code(s) during the purchasing/checkout process for a Product and remits full payment to NuttZo for such purchase. When a Qualified Customer uses your Affiliate Link, NuttZo uses tracking technology to associate you with that Qualified Customer’s individual Internet browser for the duration of your Affiliate Link Attribution Period. If the Qualified Customer purchases a Product during the Affiliate Link Attribution Period, even if the Qualified Customer reenters NuttZo’s website without using your Affiliate Link, the purchase will be attributed to you and will trigger the start of the Commission Period. The Affiliate Link Attribution Period will restart every time a Qualified Customer clicks on your Affiliate Link. However, your Affiliate Link Attribution Period may be cut short if the Qualified Customer enters NuttZo through a different Participant’s Affiliate Link or provides a different Participant’s Affiliate Code at checkout, in which case the more recent Participant will receive the credit for the purchase.
For example, if a Qualified Customer were to click on your Affiliate Link, NuttZo would associate that Qualified Customer’s Internet browser with you for the duration of the Affiliate Link Attribution Period. Each time that Qualified Customer used your Affiliate Link, the Affiliate Link Attribution Period would restart. If during the Affiliate Link Attribution Period the Qualified Customer were to reenter NuttZo’s website directly (i.e., without following your Affiliate Link) and purchase a Product, the purchase would still be attributed to you and the Commission Period would commence on that date. If, however, that Qualified Customer were to reenter NuttZo’s website through the Affiliate Link of a different Participant, or if the Qualified Customer entered a different Participant’s Affiliate Code upon checkout, the other Participant would receive all credit for the purchase.
Please note that NuttZo may not always be able to correctly associate a Qualified Customer with your Affiliate Link (e.g., if the Qualified Customer uses a different Internet browser or clears all cookies on his or her Internet browser). NuttZo shall not be liable to you for any failure to attribute purchases due to the tracking mechanism that it has chosen.
8. Commission. Subject to your compliance with the terms and conditions of this Agreement, NuttZo shall pay you, and your sole compensation under this Agreement shall be, the Commission. If the Agreement is terminated in accordance with Section 10 for any reason other than your breach of this Agreement, any Commission Periods that are active at the time of termination shall remain in effect for their full length, as provided by NuttZo in accordance with this Agreement. However, if this Agreement is terminated due to your breach, NuttZo shall have no obligation to pay Commissions other than those accrued prior to the termination date. Commissions are payable only for one purchase per Qualified Customer.
For example, assume that in your Program Participation Confirmation, NuttZo provides you with a 90-day Commission Period and also agrees to pay a ten percent (10%) commission on all payments made during the first 90 days of a subscription. If a Qualified Customer uses your Affiliate Link to visit the NuttZo website and purchase a Product on March 1, the Commission Period for that individual shall begin on March 1. NuttZo will pay you the Commission for all Products purchased by such individual (including the first purchase that triggered the Commission Period) through the 90-day Commission Period, or May 30. Further, if on May 30, the Qualified Customer purchases a new subscription for a Product, your Commission will include a percentage of all payments made for that new subscription within the 90-day period set forth in your Program Participation Confirmation, even if this technically extends beyond the expiration of the Commission Period. If this Agreement were terminated on April 1 due to your breach, NuttZo would only be required to pay any Commissions earned through April 1. However, if this Agreement were terminated on April 1 for any other reason, NuttZo would pay any Commissions earned through May 30.
9. Payment of Commission. Subject to the terms and conditions of this Agreement, NuttZo shall pay all undisputed, accrued Commissions via paypal on the 2nd Friday of each month for commission on all sales from the prior month (i.e. commission for June 2020 sales would be paid out on 7.10.20) All payments shall be through a Third-Party Provider, which NuttZo may change from time to time. NuttZo reserves the right to suspend the payment of Commissions at any time and indefinitely, if it suspects fraud or other improper activity or a potential breach of any of the terms of this Agreement by you or a Customer (“Disqualifying Activities”), including without limitation, establishing multiple accounts, using robots or scripts to distribute Affiliate Codes and Affiliate Links, promoting Products via paid traffic (including any adword campaign), engaging in any re-targeting advertisement activities, and promoting Products via any discount and/or coupon site, in each case, without NuttZo’s written pre-approval thereof. NuttZo reserves the right to deduct from or offset against your current and future Commissions any and all Commissions corresponding to any non-bona fide, fraudulent, questionable and cancelled purchases and/or any damages sustained in connection with your breach of this Agreement. NuttZo shall have no responsibility to pay Commissions for activities arising from old or inactive Affiliate Links or Affiliate Codes.
10. Term and Termination. The term of this Agreement shall continue in perpetuity unless otherwise terminated in accordance with this Agreement. Either party may terminate this Agreement at any time, with or without cause (i.e., for the other party’s breach of this Agreement or for the terminating party’s convenience), upon notice to the other party. Upon the termination of this Agreement for any reason, (a) any Commissions due and owing at the time of termination of this Agreement shall be paid as provided in Section 9, above, and (b) you shall immediately cease (i) any and all use of the NuttZo Intellectual Property Rights, and (ii) holding yourself out as a Participant. Additionally, NuttZo shall have the right to request that you cease using any Affiliate Link(s) or Affiliate Code(s). The rights and obligations of the parties in Sections 11.b, 11.d and 12 – 17 of this Agreement, as well as under any other provisions which by their nature are intended to survive any such termination, shall survive the termination of this Agreement and continue in force. YOU AGREE THAT IN THE EVENT OF ANY TERMINATION OF THIS AGREEMENT IN ACCORDANCE WITH ITS TERMS, YOU SHALL HAVE NO RIGHTS TO DAMAGES OF ANY NATURE RELATED TO SUCH TERMINATION, SPECIFICALLY INCLUDING, WITHOUT LIMITATION, ANY RIGHTS TO DAMAGES FOR COMMERCIAL SEVERANCE PAY, WHETHER BY WAY OF LOSS OF FUTURE PROFITS, EXPENDITURES FOR PROMOTION OF THE PRODUCTS, OR OTHER COMMITMENTS IN CONNECTION WITH YOUR PERFORMANCE HEREUNDER OR YOUR BUSINESS OR GOODWILL.
11. NuttZo Intellectual Property.
a. Use of NuttZo Trademarks. Subject to the terms and conditions of this Agreement, NuttZo grants to you a non-exclusive, limited, non-transferable, non-sublicensable and revocable license for the term of this Agreement to use and publicly display the Marks designated for use by NuttZo, in the form provided and manner approved by NuttZo, solely in connection with your performance under this Agreement and otherwise in accordance with any use guidelines and policies provided by NuttZo. NuttZo shall have the right to review your use of its Marks, and NuttZo may, in its sole discretion: (i) request changes or corrections to your use of the Marks, or (ii) require that you cease any and all use of the Marks. You may not use the Marks as a source of identification for yourself, including as part of a profile picture or avatar.
b. Ownership. You acknowledge and agree that NuttZo or its licensors own all intellectual property rights related to the Products, the NuttZo website, and all documentation, promotional materials and training materials associated with the Products, including, without limitation, all patents, Marks (together with all goodwill related thereto), inventions, copyrights, know-how, trade secrets and other proprietary rights relating to the Products and NuttZo website (the “NuttZo Intellectual Property Rights”). You further acknowledge and agree that the NuttZo Intellectual Property Rights shall remain the exclusive property of NuttZo or its licensors. If you or any related parties are deemed to have any ownership interest or rights in any NuttZo Intellectual Property Rights, then you shall assign and/or cause such related parties to assign, and you do hereby assign, irrevocably and royalty-free, all of such ownership interest and rights exclusively to NuttZo and you shall complete, execute and deliver any and all documents necessary to effect or perfect such assignments.
c. Protection. During the term of this Agreement, you will take all reasonable steps to protect the Program and the NuttZo website from any use, reproduction, publication, disclosure or distribution that is not specifically authorized by this Agreement. You shall comply with all reasonable directions that are submitted by NuttZo from time to time regarding the form and placement of intellectual property rights notices (such as trademark and copyright information) with respect to the Marks and/or NuttZo website.
e. No Challenge. You shall not do anything that would infringe on the Marks or impair the goodwill and value of the Marks, including without limitation, directly or indirectly dispute the ownership and validity of the Marks or assist anyone else to do so, claim, use or apply to register, record or file any trademarks, trade names, logos, copyright or design that is identical or confusingly similar to the Marks or assist any other party to do so or combine the Marks with any other trademark or use the Marks as part of a trade name.
a. NUTTZO MAKES NO REPRESENTATION OR WARRANTY TO YOU WITH RESPECT TO THE PRODUCTS OR THIS AGREEMENT AND SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE PROGRAM, THIRD-PARTY SERVICES, INCLUDING YOUR ACCOUNT, AFFILIATE LINKS OR AFFILIATE CODES, AND THE MARKS ARE PROVIDED ON AN “AS IS” BASIS, AND YOUR USE OF THE SAME IS AT YOUR OWN RISK.
b. YOU ACKNOWLEDGE THAT YOU HAVE RECEIVED NO ASSURANCES FROM NUTTZO THAT YOU WILL OBTAIN ANY ANTICIPATED AMOUNTS OF PROFITS IN CONNECTION WITH THIS AGREEMENT OR THAT YOU WILL RECOUP ANY EXPENDITURES MADE IN FULFILLMENT OF YOUR OBLIGATIONS UNDER THIS AGREEMENT. WE DO NOT WARRANT THAT THE PROGRAM, THIRD-PARTY SERVICES, INCLUDING YOUR ACCOUNT, AFFILIATE LINKS OR AFFILIATE CODES, WILL SATISFY YOUR REQUIREMENTS OR THAT THEY WILL BE UNINTERRUPTED OR ERROR-FREE.
14. Indemnification. You agree to indemnify, defend, and hold NuttZo and its officers, directors, employees, agents, licensors, and service providers harmless from and against any claims, liabilities, losses, damages, judgments, awards, costs, and expenses (including reasonable attorneys’ fees) arising out of or resulting from your acts or omissions in connection with this Agreement, Third-Party Services, or the Program (including your actions as a Participant) and/or your breach of this Agreement or violation of applicable law. We reserve the right, but not the obligation, at our own expense, to assume the exclusive defense and control of any action subject to indemnification by you, and in such event you agree to cooperate with us in defending such action.
a. Definition; Obligations. All information obtained by you in connection with your activities hereunder, including, but not limited to, information relating to each Customer and to this Agreement, NuttZo’s website, technology, business, financial or personnel matters, its present or future Products, sales, suppliers, prices, costs, customers, employees or investors, shall be treated as confidential and proprietary information of Company (“Confidential Information”). During the term of this Agreement and at all times thereafter, you will (i) hold the Confidential Information in strict confidence, (ii) not use the Confidential Information for any purpose other than fulfilling its obligations under this Agreement, and (iii) not disclose the Confidential Information to any third party without Company prior written consent.
b. Exceptions. The restrictions on the use and disclosure of Confidential Information will not apply to any Confidential Information, or portion thereof, which you can prove: (i) is already, or otherwise becomes, publicly known other than by a wrongful act or omission by you; (ii) you rightfully possessed prior to receiving such information hereunder; (iii) you independently developed without reference to or use of the Confidential Information; or (iv) is lawfully received by you from a third party having the right to disseminate such information without restriction on disclosure. Furthermore, you may disclose Confidential Information to the extent required by a court of competent jurisdiction or other governmental authority or otherwise as required by law, in which case you will provide NuttZo with prior written notice of such disclosure in order to permit NuttZo to seek confidential treatment of such information.
16. Dispute resolution and arbitration: MANDATORY BINDING INDIVIDUAL ARBITRATION INSTEAD OF COURT; CLASS ACTION WAIVER.
a. Binding Arbitration. You and NuttZo both agree that any and all disputes or claims arising out of or relating in any way to your participation in the Program including without limitation any question regarding the existence, validity, or termination of the Agreement as well as any issue regarding the interpretation of this Section 16, will be resolved by binding arbitration before a sole arbitrator (rather than in court), except that you may assert claims in small claims court if your claims qualify and NuttZo may pursue a collection action against you in court. This also includes any claims that arose before you accepted the Agreement, regardless of whether prior versions of the Agreement required arbitration. The Federal Arbitration Act (9 U.S.C. § 1 et seq.) and federal arbitration law apply to this arbitration agreement.
b. Neutral Arbitrator. Arbitration uses a neutral arbitrator instead of a judge and jury. An arbitrator can award on an individual basis the same damages and relief as a court (including without limitation injunctive and declaratory relief or statutory damages) and must follow the terms of the Agreement as a court would. Arbitration procedures allow for more limited discovery, and court review of an arbitration award is limited.
c. Notice. If you have a dispute and elect to seek arbitration or file a claim in small claims court, you must first send to NuttZo, by certified mail, a written notice of your claim that (i) describes the nature and basis of the claim or dispute; (ii) sets forth the specific relief sought; and (iii) includes a physical address and email address where you may be reached (“Notice”). The Notice must be addressed to: NuttZo LLC, 3525 Del Mar Heights Road #728, San Diego, CA 92130 (“Notice Address”). You may download or copy a form Notice at www.adr.org. If NuttZo and you do not reach an agreement to resolve the claim within sixty (60) days after the Notice is received, you or NuttZo may commence an arbitration proceeding or file a claim in small claims court.
d. Initiation of Arbitration. You may download or copy a form to initiate arbitration at www.adr.org.
e. Consumer Arbitration Rules. The arbitration will be governed by the AAA’s then current Consumer Arbitration Rules, as modified by the terms of the Agreement, and will be administered by the AAA. The AAA Rules and Forms are available online at www.adr.org or by calling the AAA at 1-800-778-7879. In the event of any conflict between the terms of the Agreement and the AAA Consumer Arbitration Rules, the terms of the Agreement will apply.
f. Fees. Each party will bear its own fees in connection with the arbitration, including without limitation the expense of its own counsel, experts, witnesses, and preparation and presentation of evidence at any arbitration hearing.
g. Hearings. If your claim is for US$25,000 or less, you and NuttZo agree that you may choose whether the arbitration will be conducted solely on the basis of documents or through a telephonic hearing. You may also request an in-person hearing, which the arbitrator may grant at his or her discretion. If the arbitrator grants an in-person hearing, such hearing will be conducted either at a mutually agreed location or a location determined by the AAA or the arbitrator. In such an in-person hearing, the parties, or any of their witnesses, have the right to participate remotely by way of videoconference or some similar means. If your claim exceeds US$25,000, the right to a hearing will be determined by the arbitrator. All in-person hearings will be held in San Diego County, California.
h. No Class Action. You and NuttZo agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, representative, consolidated, or mass action. Neither you nor NuttZo may join or consolidate claims by or against a third party or arbitrate or otherwise participate in any claim as a class representative, class member or in a private attorney general capacity. If this provision is found to be unenforceable, then the entirety of this Section 16 shall be null and void.
i. Confidentiality. Any arbitration will be confidential. Neither you, NuttZo, the AAA, nor the arbitrator may disclose the existence, content (including any oral or written submissions), or results of any arbitration, except as may be required by Applicable Law or for purposes of enforcing or challenging of the arbitration award.
j. Opt-Out. You may opt out of this dispute resolution procedure by providing written notice to NuttZo at the Notice Address no later than thirty (30) calendar days from the date of your purchase of NuttZo products or services (or date of first use, in the case of free products or services). Opting out of this dispute resolution procedure will not otherwise affect the coverage or applicability of the Agreement or your ability to purchase or use NuttZo products or services in any way.
k. Time Limitation on Claims. You agree that any claim you may have arising out of or related to your relationship with NuttZo and this Agreement must be filed within one year after such claim arose; otherwise, your claim is permanently barred.
a. Independent Contractors. Each party shall act as an independent contractor and shall have no authority to obligate or bind the other in any respect. You will not be entitled to any of the benefits that NuttZo may make available to its employees. Because you are an independent contractor, NuttZo will not withhold or make payments for social security, make unemployment insurance or disability insurance contributions, or obtain worker’s compensation or any other types of insurance on your behalf and you acknowledge your obligation to report your Commissions to all applicable taxing authorities as income and pay all self-employment and other taxes on the Commissions. Nothing contained in this Agreement shall be construed or interpreted as creating an agency, partnership, employee/employer or joint venture relationship between the parties.
b. Governing Law; Venue. Without limiting Section 16, this Agreement and any dispute or claim arising out of or related to this Agreement, their subject matter, or their formation (in each case, including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the State of California, other than such laws and case law that would result in the application of the laws of a jurisdiction other than the State of California. Subject to Section 16, (i) any legal action brought under or in connection with the subject matter of this Agreement shall be brought only in the United States District Court for the District of California or, if such court would not have jurisdiction over the matter, then only in a California State court sitting in San Diego, California, (ii) each party hereby irrevocably submits to the exclusive jurisdiction of these courts and agrees not to commence any legal action under or in connection with the subject matter of this Agreement in any other court or forum, and (iii) each party irrevocably waives any objection to the laying of the venue of any legal action brought under or in connection with the subject matter of this Agreement in the Federal or state courts sitting in San Diego, California and agrees not to plead or claim in such courts that any such action has been brought in an inconvenient forum.
c. Entire Agreement. This Agreement constitutes the sole and entire agreement between you and NuttZo with respect to the subject matter hereof and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter.
d. Waiver and Severability. Our failure to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent possible, and the remaining provisions of this Agreement will continue in full force and effect
e. Assignment. This Agreement may not be assigned, in whole or in party, by you without the prior written consent of NuttZo. Any attempted assignment in violation of the foregoing will be void. Subject to the foregoing, this Agreement shall be binding upon, and shall inure to the benefit of, the parties and their respective representatives, successors and assigns.
f. Electronic Communications. The communications between you and NuttZo as part of the Program use electronic means. For contractual purposes, you consent to receive communications from us in electronic form, and you agree that all terms and conditions, agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
Last modified: March 18, 2020
NuttZo LLC (“Company” or “We“) is committed to protecting the privacy and security of the users through our compliance with this policy.
This policy describes the types of information we may collect from you or that you may provide when you visit the website www.nuttzo.com (our “Website“) and our practices for collecting, using, maintaining, protecting, and disclosing that information.
This policy applies to information we collect:
It does not apply to information collected by:
Children Under the Age of 13
Our Website is not intended for children under 13 years of age. No one under age 13 may provide any information to the Website. We do not knowingly collect personal information from children under 13. If you are under 13, do not use or provide any information on this Website, make any purchases through the Website, or provide any information about yourself to us, including your name, address, telephone number, or email address. If we learn we have collected or received personal information from a child under 13 without verification of parental consent, we will delete that information. If you believe we might have any information from or about a child under 13, please contact us [email protected].
Information We Collect About You and How We Collect It
We collect several types of information from and about users of our Website, including information:
We collect this information:
Information You Provide to Us
The information we collect on or through our Website may include:
Information We Collect Through Automatic Data Collection Technologies
As you navigate through and interact with our Website, we may use automatic data collection technologies to collect certain information about your equipment, browsing actions, and patterns, including:
The information we collect automatically is only statistical data and does not include personal information, but we may maintain it or associate it with personal information we collect in other ways or receive from third parties. It helps us to improve our Website and to deliver a better and more personalized service, including by enabling us to:
The technologies we use for this automatic data collection may include:
We do not collect personal information automatically, but we may tie this information to personal information about you that we collect from other sources or you provide to us.
How We Use Your Information
We use information that we collect about you or that you provide to us, including any personal information:
If you elect to opt-in, we will also use your information to contact you about our own goods and services that may be of interest to you. If you do not want us to use your information in this way, please visit nuttzo.com/optout. For more information, see Choices About How We Use and Disclose Your Information.
We may use the information we have collected from you to enable us to display advertisements to our advertisers’ target audiences. Even though we do not disclose your personal information for these purposes without your consent, if you click on or otherwise interact with an advertisement, the advertiser may assume that you meet its target criteria.
Disclosure of Your Information
We may disclose aggregated information about our users, and information that does not identify any individual, without restriction.
We may also disclose your personal information:
Choices About How We Use and Disclose Your Information
We strive to provide you with choices regarding the personal information you provide to us. We have created mechanisms to provide you with the following control over your information:
Your California Privacy Rights
California’s “Shine the Light” law (Civil Code Section § 1798.83) permits users of our Website that are California residents to request certain information regarding our disclosure of personal information to third parties for their direct marketing purposes. To make such a request, please send an email to [email protected]
We have implemented measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration, and disclosure.
Unfortunately, the transmission of information via the internet is not completely secure. Although we do our best to protect your personal information, we cannot guarantee the security of your personal information transmitted to our Website. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Website.
or via our toll-free number: