Listening To Smile

Sonic Meditation Affiliate Auto-Renew Contract 2021


 

This agreement is effective as of the above mentioned date between Listening to Smile of Charleston, South Carolina (hereinafter referred to as “we” or “us”) and you (enter your information and hosting facility information below. If you are not the owner of your hosting facility, an authorized representative from your facility must also be obtained):

 

 

 

 

 

 

 

 

 

 

RECITALS

A. We have developed a unique system for the development, operation, management, and marketing of group Sonic Meditations using unique standards and specifications;

 

B. Affiliation: Listening To Smile’s Authorized Sonic Meditation Outreach Program incorporates the use of various branded materials for which trademarks, service marks, and copyrights currently exist or are applied for.

 

C. You acknowledge that you have conducted an independent investigation of the prospects for the establishment and development of Listening To Smile’s Authorized Sonic Meditation Outreach Program relative to your designated city, state and recognize that the business venture contemplated by this Agreement involves business and economic risks, and that your financial and business success will be primarily dependent upon your personal efforts.

 

D. We expressly disclaim the making of, and you acknowledge that you have not received, any estimates, projections, warranties or guarantees, express or implied, regarding potential gross sales, profits, earnings or the financial success of the development of Listening To Smile’s Authorized Sonic Meditation Outreach Program.

 

 

GRANT OF DEVELOPMENT RIGHTS

A. We are hereby granting you the right to develop and operate the Listening to Smile’s Authorized Sonic Meditation Outreach Program subject to the terms of this Agreement. You may transfer your rights under this agreement only to a properly registered entity that is and continues to be 100% owned by you.

 

B. Your status is now and will continue to be that of an independent contractor.

 

C. Your continuing right to develop and operate Listening To Smile’s Authorized Sonic Meditation Outreach Program in your designated community is contingent upon compliance with the policies and procedures set forth by Listening To Smile, as well as standards of professional conduct and best practice in the field of sound healing services. Your failure to meet these requirements or to perform the professional duties of a Listening to Smile’s Authorized Sonic Meditation Outreach Program when required is grounds for Listening to Smile to terminate this Agreement.

 

D. You acknowledge and agree that Listening To Smile’s Authorized Sonic Meditation Outreach Program has the right to operate with businesses within and outside your city/state under the trade name Listening To Smile Sonic Meditation.

 

DEVELOPMENT FEE and COMPENSATION

As consideration for the rights granted by Listening to Smile in this Agreement, you agree that in exchange for rights to use copyrighted meditation tones/music and associated branding as a participant in Listening to Smile’s Authorized Sonic Meditation Outreach Program you will compensate Ian Morris, Listening To Smile in the amount of $720/year. This is a one year contract commitment This yearly contract will be auto renewed each year (see Auto Renewal Clause). There is a $25 fee if payment cannot be processed due to insufficient funds.  If the contract is terminated early or broken by the affiliate, the remainder of the balance owed (if balance is owed) for the year will be charged to the affiliate n addition to the acceleration clause below.  For the purposes of this contract, amount due is $720 + Payment Processing fees calculated at checkout.  Contract is open renegotiation effective a year from sign up date. You will be required to have a valid card on file with us for the years that you are a Listening to Smile Affiliate.  

 

Acceleration

In the event that two consecutive payments are not made or you end this contract and affiliation early the remaining balance of this contract will accelerate at the time of the second failed payment or one date that contract is ended early.  if you fail to pay this balance within 10 days or you end the contract early, a breakup fee of $300 will be charged in conjunction with the remaining balance.. Your card on file will be charged the balance. If the card on file fails two  times, we will reach out to you to resolve the failed payment. If issue is not resolved within two weeks, it will be sent to collections and/or legal action will be taken. If any terms of the affiliate contract are violated and contract is terminated by Listening to Smile based on those violations of contract, this acceleration clause applies (remaining balance of affiliate program due in addition to $300 breakup fee).

 

Automatic RenewalThis agreement shall automatically renew and be extended from year to year upon the expiration of the Affiliate Term (as extended if extended) unless terminated by either party by written notice given to the other at least two weeks prior to your termination date. If any such notice shall be given, this Agreement shall terminate on the the next succeeding date that you signed this contract.   If you choose to pay up front, for year one and then not the next year, monthly payments will automatically begin the date of your renewal, unless notice is given to pay up front or terminate before your renewal date, at least two weeks prior. If notice is NOT given prior to renewal date, any discounts or price breaks will dissolve and the charge will reset to $720 per year with no exceptions.  **NOTE: You will be given plenty of notice on multiple occasions of your upcoming renewal date. All that is required is communication. **

 

YOUR DUTIES

1. You are to identify and market to viable referral sources in your community.

 

2. You must comply with policies and procedures set forth by Listening to Smile’s Authorized Sonic Meditation Outreach Program.

 

3. You must comply with all requirements of federal, state and local laws, rules and regulations relating to business operations and standards of best practice.

 

4. You agree to treat as confidential all proprietary information and/or “trade secrets” relating to our operations, which we have provided to you. You agree to maintain the absolute confidentiality of all such proprietary information and/or “trade secrets” and will not disclose, copy, reproduce, sell or use any such information in any other business or in any manner not specifically authorized or approved in advance in writing by us.

 

Proper Usage

1. This license grants you permission to host sonic meditations, or group sound healing events.  This is ticketed events advertised to the public to which you keep all generated income.

 

2. This license grants you permission to use our music with classes, workshops, and one on one sessions with clients.

 

3. This license grants you permission to use our music as background music or host online meditations using platforms such as YouTube live, Facebook live, Instagram Live, your personal podcast etc. as long as they are not a product being sold (for example a video for an online paid membership group). You must fill out the form found in your orientation packet before utilizing any music tracks from LTS for every project that you are interested in using our music tracks in. You must await approval after the form is completed before you may begin to utilize the music in your project.  Acknowledgement must be given to Listening to Smile during the video as well as the written description. You must follow the format for giving credit in your projects that is found in your orientation packet.  All other permissions are issued through a case by case basis, please email us with questions.  This licensing agreement DOES NOT grant permission for use in creation of your own products to sell or distribute (DOES NOT cover using our music with recorded guided meditations, life coaching, positive affirmations, hypnotherapy , etc.) If you are interested in these licensing options please visit https://listeningtosmile.com/professional-tone-production/ 

 

4. This license grants you permission to utilize a unique affiliate code that will be personalized to each affiliate for the purposes of reselling music to clients.  This can be utilized not only in the group setting but also in the online setting as well. You are only legally permitted to resell Listening to Smile’s music using your affiliate resale code, individual tracks are not for resale.  The transaction of reselling can only be processed through the Listening to Smile website and cannot be processed in any other means. You are not permitted to download albums or individual tracks and sell on your own.    As a Listening to smile Sonic Meditation affiliate you will receive 50% off of all additional purchases (customs meditation tracks, premade tracks for licensing etc.).  Each month you are required to sell at least 3 albums in order to earn 30% commission on the sales you make.  Each month starts over with your sales totals.  When using your affiliate code, each customer will receive 40% off of each purchase.

 

5. This license DOES NOT allow for uploading to any online platforms or distribution in any form or fashion outside of the resale program structure set up by Listening to Smile Affiliate Program, (i.e. the affiliate code).  All distribution is handled by Listening to Smile and its websites.

 

6. When utilizing the Listening to Smile brand and music the affiliate agrees to only use Listening to Smile music exclusively when promoting and facilitating sonic meditations, sound events, sound baths, sound immersions, etc. unless special written permission has been issued by Listening to Smile.  

 

7. The affiliate agrees that when utilizing Listening to Smile music in any capacity, proper credit must be given to Listening to Smile, in this format, "Featuring the Music of Listening to Smile."  This includes but not limited to your website, social media pages and advertisements, printed advertisements, and verbal recognition at any events, classes, retreats, workshops, etc.  If you don't adhere to this, that is a violation of the licensing agreement and terms for termination of the contract via Listening to Smile without refund. 

 

8.  This license authorizes retail sales and use only.   This license DOES NOT authorize you to utilize the music to create any type of programs such as corporate wellness programs or any partnerships with corporate or medical facilities.  We have affiliate programs for such programs in place, you must contact Listening to Smile in order to have the proper licensing for these programs.  

9. At the end of this affiliate contract or early termination,  you are required to cease utilizing our music in any professional, public, commercial, or private practice settings.  The music at this point will only be for your private use in your home. If you fail to comply with these terms, legal action will be pursued as it will be violating copyright laws.  

If any terms of proper usage are broken it is grounds for immediate termination of your affiliation with Listening to Smile with no refunds and cause for legal prosecution.  

 

DEFAULT AND TERMINATION

This Agreement will remain in effect until terminated by you or Listening to Smile.

You will be deemed in default under this Agreement if you breach any of the terms of this Agreement.

Upon written notice of termination of this Agreement submitted in writing by either party, all rights granted to you will automatically terminate. You will have no right to continue to develop or operate any business representing Listening to Smile’s Authorized Sonic Meditation Outreach Program or to utilize any of our actual or intellectual property. We will be entitled to develop and operate Listening to Smile’s Authorized Sonic Meditation Outreach Program in your community.

At time of termination/resignation, you must immediately cease to operate your business under this Agreement and must not thereafter, directly or indirectly, represent to the public or hold yourself out as a present developer of ours.

Nothing in this agreement will be construed by us to prevent you from operating your own healing or wellness business after your termination as long as you do not use our name, copyrighted, or trademarked materials. Non-compete for group sound healing/meditations for the 12 months following a departure from this contract.

 

Insurance

Listening to Smile/Ian Morris, founder and practitioner, maintains individual liability insurance as a wellness practitioner. Entering into a contract with Listening To Smile and/or Ian Morris does not indicate shared liability, you nor the sponsoring facility, shall hold either responsible in the unlikely occurrence of an incident at an event sponsored while functioning in the capacity as a participant in the Authorized Sonic Meditation Outreach Program. Any incident shall be considered the responsibility of the practitioner facilitating the Sonic Meditation and/or the facility sponsoring as it would be appropriate. It is recommended that facilitating practitioners and facilities maintain and verify appropriate insurance policies. Agreement to participation in the Authorized Sonic Meditation Outreach Program as indicated by contract signature also indicates understanding of this liability policy.

 

IN WITNESS WHEREOF, the parties have executed the foregoing Agreement as of the dates written below.

 

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Signed by Ian Morris
Signed On: October 18, 2021


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Document name: Sonic Meditation Affiliate Auto-Renew Contract 2021
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October 18, 2021 2:07 pm ESTSonic Meditation Affiliate Auto-Renew Contract 2021 Uploaded by Ian Morris - info@listeningtosmile.com IP 209.58.142.159