RETAIL/WHOLESALE POLICY

Effective 2024

As a wholesale buyer representing Charlies Project our policies are in effect for all active wholesale accounts. By ordering wholesale you abide by the terms & conditions set forth with each order placed. Charge Backs, Refused Orders or Returned Orders are subject to collection for full value of the order and collection costs. All wholesale accounts are not valid for rewards points, discounts and promotions from the retail site.

Ordering:

The minimum wholesale purchase amount is $200.00. All products & pricing are subject to change & seasonal availability. First Order min $500.

Pre-Orders:
All Pre-Order dates are estimated. Delays due to weather, customs, factory or shipping is beyond our control. Please allow up to 3 weeks for any delays in rare cases.

Accounts:
Accounts are valid for 3 months. Accounts will expire every 3 months when an order of at least $200 is not placed. New accounts must abide by current wholesale terms

Payment:

We accept all major credit cards (AMEX, M/C, Visa, Discover).All payments will be collected at the time of purchase. Charge-backs of any order is subject to collections and responsibly of the wholesaler. The policies of your credit card company are not valid with Charlies Project LLC.

Selling our Items:

Charlies Projects products may not be sold or advertised on any website for less than the prices listed on our website. Products sold in stores must be sold at MSRP.

Discounts for sale under retail are only allowed if the stock remains post-season. Charlies Project products cannot be re-sold to other wholesalers for retail purposes & cannot be sold online or in-store to wholesale or discount outlets.

Private Label:

All Items purchased from Charlies Project are under trademark protection & must display the Charlies Project name. Under no circumstances may you sell Charlies Project products under any other name, or reproduce products under this trademark.

Cancellations:

We do our best to ship items within 3 business days & because of this quick turnaround time, the window for cancelling orders is very short. If your cancellation request is seen prior to us processing your order, we are happy to cancel your order for a full refund, but once the order is in process, we can no longer cancel it.

Order Changes:

Due to processing time & inventory availability, we cannot honor change requests to orders after purchase. Please make sure to carefully review your order before submitting it.

Multiple Shipping Addresses:

We only ship to the shipping address provided & cannot ship to multiple addresses. If you would like your order shipped to various addresses, please place one order for each shipping address.

Shipping Rates and Charges

All Wholesale Orders are required to have a shipping charge. Please make sure to choose UPS Ground or USPS Priority on your order. Not choosing a shipping option will delay your order from being shipped as you will be sent an invoice for the actual shipping charges.

Returns/Exchanges:

ALL WHOLESALE ORDERS ARE FINAL AND CANNOT BE RETURNED OR EXCHANGED. All sales are considered final. All claims, including non-defective item returns, must be made within five (5) days after receipt of goods. Please contact us for a Return Authorization (RA) number as goods will NOT be accepted without prior authorization from our company. Any returns or credits will NOT be issued without a RA number. All RA requests will be authorized or declined within 20 days of the receipt of merchandise. A restocking fee of up to 10% of the value of the merchandise may be imposed on non-defective returns. Please contact us for our policy on damaged or defective item returns.

Returned Mail:

If a package is returned because the address provided to us was not correct, we are not responsible for re-shipping. We will contact the buyer for the correct address; shipping & handling charges will need to be re-paid before we can send the package again.

Lost/Damaged by Post Office/UPS/FEDEX:

We are not responsible for any errors made by the Post Office. However, if your package has not been received within 3 weeks of receiving your shipping notification email (6 weeks for international orders), please contact us & we will provide directions on how to file a claim with the USPS.

Damaged Items/Order Errors:

Though each product is inspected for quality assurance before shipping, it is possible to receive a damaged item. In addition, due to human error, order mistakes are possible. For these reasons, it is important to open & inspect your items as soon as you receive them.

Please notify us within 5 business days of receiving your package if there is anything wrong with your order. We cannot honor changes outside of the time frames, as stated within our policies.

Damaged Replacements:

Once we have been notified of any damaged items you have received, we will work with you to get them corrected. Please note: we cannot extend any discounts to you should you decide to sell damaged items at a discount.

Discounts:

At times, we will promote items for a percentage off or a reduced shipping rate to our retail customers. These offers do NOT apply to wholesale orders. Coupon Codes for these offers cannot be used by a wholesale customer. Rewards points, promotions and discounts are not valid for wholesale accounts.

Violation of any Charlies Project wholesale policy will result in account termination.

REFUSED PACKAGES

Any returned merchandise which violates our policy above, will be re-shipped to the sender. Additionally, Customer will be responsible for the shipping cost for the refused package. Please read the following situations which will result in such penalty: Incorrect information given, approved shipment refused, sending back after 15 days have passed. Before re-shipping a refused package, the customer must agree to pay the previous shipping cost. More than 3 refused packages will affect eligibility to continue service with Charlies Project, or change in terms will be issued upon management approval. The policy stated above does not apply to the return of damaged goods, or manufactured defects. However, For any damages, customer MUST provide us with a picture of the actual damage along with a brief explanation for our production purposes.

DIRECT SHIPPING POLICY

The wholesale account owner is responsible for any returns/defects from customers. Payment due every 3 days from wholesale account with drop shipping abilities. Late payments are subject to account termination and collections. Any account in collection is responsible for all legal fees and expenses resulting in collection costs plus 8%.

FAQ

I have multiple locations for my boutique but created just one account online; how do I place orders for all when I need them shipped to different locations?

We only ship to the shipping address provided & cannot ship to multiple addresses. If you would like your order shipped to various addresses, please place one order for each shipping address.

Can I use your pictures to help promote the products via my social media/online?

Absolutely! We just ask that you not alter the pictures in any way & please link them to our social media outlets.

If you have questions regarding our wholesale process & policies, please contact us.

ENERAL POLICY OVERVIEW:

OVERVIEW

This website is operated by CharliesProject. Throughout the site, the terms “we”, “us” and “our” refer to CharliesProject. CharliesProject offers this website, including all information, tools and services available from this site to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here.

By visiting our site and/ or purchasing something from us, you engage in our “Service” and agree to be bound by the following terms and conditions (“Terms of Service”, “Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Service apply to all users of the site, including without limitation users who are browsers, vendors, customers, merchants, and/ or contributors of content.

Please read these Terms of Service carefully before accessing or using our website. By accessing or using any part of the site, you agree to be bound by these Terms of Service. If you do not agree to all the terms and conditions of this agreement, then you may not access the website or use any services. If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.

Any new features or tools which are added to the current store shall also be subject to the Terms of Service. You can review the most current version of the Terms of Service at any time on this page. We reserve the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any changes constitutes acceptance of those changes.

Our store is hosted on Shopify Inc. They provide us with the online e-commerce platform that allows us to sell our products and services to you.

SECTION 1 - ONLINE STORE TERMS

By agreeing to these Terms of Service, you represent that you are at least the age of majority in your state or province of residence, or that you are the age of majority in your state or province of residence and you have given us your consent to allow any of your minor dependents to use this site.
You may not use our products for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).
You must not transmit any worms or viruses or any code of a destructive nature.
A breach or violation of any of the Terms will result in an immediate termination of your Services.

SECTION 2 - GENERAL CONDITIONS

We reserve the right to refuse service to anyone for any reason at any time.
You understand that your content (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Credit card information is always encrypted during transfer over networks.
You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service or any contact on the website through which the service is provided, without express written permission by us.
The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms.

SECTION 3 - ACCURACY, COMPLETENESS AND TIMELINESS OF INFORMATION

We are not responsible if information made available on this site is not accurate, complete or current. The material on this site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on this site is at your own risk.
This site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of this site at any time, but we have no obligation to update any information on our site. You agree that it is your responsibility to monitor changes to our site.

WHOLESALE PRICING ERRORS

In the event of a pricing error on any item we reserve the right to correct the error and bill the wholesale customer for the balance. Wholesale Orders may only be purchased by valid credit card. Unfortunately gift cards may not be used on wholesale orders.

In the event of a wholesale pricing error we reserve the right to invoice the difference up to 60 days from purchase or cancel the order at anytime. Price correction is in effect for 60 days as wholesale prices are not to be used with any other offer or discount at anytime.

SECTION 4 - MODIFICATIONS TO THE SERVICE AND PRICES

Prices for our products are subject to change without notice.
We reserve the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time.
We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service.
Wholesale customers are liable for any price corrections or errors. Its the responsibility of the wholesale customer to inform Charlies Project of a pricing error. If greater to inform us with in 15 days, if less then inform us within 15 days. Wholesale customers are responsible to monies due in the event of a lower pricing error. In the event of a higher price charged, Charlies Project will refund the difference.

Wholesale Prices for merchandise remains consistent for all wholesalers. At no time may a promotion or discount be applied to a wholesale order. Wholesale customers agree to correct any pricing errors within 60 days of purchase. The purchase of merchandise and process of payment does not constitute an agreement to purchase for the posted price.

SECTION 5 - PRODUCTS OR SERVICES (if applicable)

Certain products or services may be available exclusively online through the website. These products or services may have limited quantities and are subject to return or exchange only according to our Return Policy.
We have made every effort to display as accurately as possible the colors and images of our products that appear at the store. We cannot guarantee that your computer monitor's display of any color will be accurate.
We reserve the right, but are not obligated, to limit the sales of our products or Services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer. All descriptions of products or product pricing are subject to change at anytime without notice, at the sole discretion of us. We reserve the right to correct any wholesale order up to 60 days in the event of pricing issue. Wholesale orders processed and shipped for less than the wholesale price due to online error or customer errors are subject to collections. We reserve the right to discontinue any product at any time. Any offer for any product or service made on this site is void where prohibited. Gift cards are valid for only the price paid and no more. We are not responsible for errors created by discounts or gift cards. Gift cards may only be applied to retail orders and are non refundable.
We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations, or that any errors in the Service will be corrected.

SECTION 6 - ACCURACY OF BILLING AND ACCOUNT INFORMATION

We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.

You agree to provide current, complete and accurate purchase and account information for all purchases made at our store. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed.

For more detail, please review our Returns Policy.

SECTION 7 - OPTIONAL TOOLS

We may provide you with access to third-party tools over which we neither monitor nor have any control nor input.
You acknowledge and agree that we provide access to such tools ”as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools.
Any use by you of optional tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s).
We may also, in the future, offer new services and/or features through the website (including, the release of new tools and resources). Such new features and/or services shall also be subject to these Terms of Service.

SECTION 8 - THIRD-PARTY LINKS

Certain content, products and services available via our Service may include materials from third-parties.
Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties.
We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the policies and practices and make sure you understand them before you engage in any transaction.

SECTION 9 - USER COMMENTS, FEEDBACK AND OTHER SUBMISSIONS

If, at our request, you send certain specific submissions (for example contest entries) or without a request from us you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, 'comments'), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any comments that you forward to us. We are and shall be under no obligation (1) to maintain any comments in confidence; (2) to pay compensation for any comments; or (3) to respond to any comments.
We may, but have no obligation to, monitor, edit or remove content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.
You agree that your comments will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments posted by you or any third-party.

SECTION 10 - PERSONAL INFORMATION

Your submission of personal information through the store is governed by our Privacy Policy. To view our Privacy Policy.

SECTION 11 - ERRORS, INACCURACIES AND OMISSIONS

Occasionally there may be information on our site or in the Service that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order). Wholesale orders are subject to price correction and billing of price difference or credit up to 60 days.
We undertake no obligation to update, amend or clarify information in the Service or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Service or on any related website, should be taken to indicate that all information in the Service or on any related website has been modified or updated.

SECTION 12 - PROHIBITED USES

In addition to other prohibitions as set forth in the Terms of Service, you are prohibited from using the site or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.

SECTION 13 - DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY

We do not guarantee, represent or warrant that your use of our service will be uninterrupted, timely, secure or error-free.
We do not warrant that the results that may be obtained from the use of the service will be accurate or reliable.
You agree that from time to time we may remove the service for indefinite periods of time or cancel the service at any time, without notice to you.
You expressly agree that your use of, or inability to use, the service is at your sole risk. The service and all products and services delivered to you through the service are (except as expressly stated by us) provided 'as is' and 'as available' for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchant-ability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.

In no case shall CharliesProject, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the service or any products procured using the service, or for any other claim related in any way to your use of the service or any product, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.

SECTION 14 - INDEMNIFICATION

You agree to indemnify, defend and hold harmless CharliesProject and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made arising out of your breach of these Terms of Service or the documents they incorporate by reference, or your violation of any law or the rights.

SECTION 15 - SEVERABILITY

In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.

SECTION 16 - TERMINATION

The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes.
These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our Services, or when you cease using our site.
If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Services (or any part thereof).

SECTION 17 - ENTIRE AGREEMENT

The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.
These Terms of Service and any policies or operating rules posted by us on this site or in respect to The Service constitutes the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).
Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.

SECTION 18 - GOVERNING LAW

These Terms of Service and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of 41 PITTS ST NATICK Massachusetts US 01760.

SECTION 19 - CHANGES TO TERMS OF SERVICE

You can review the most current version of the Terms of Service at any time at this page.
We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Service by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the Service following the posting of any changes to these Terms of Service constitutes acceptance of those changes.

SECTION 20 - CONTACT INFORMATION

Questions about the Terms of Service should be sent to us at anna@charliesproject.com.

WHOLESALE ORDERS: In general, all sales are considered final. All claims, including non-defective item returns, must be made within five (5) days after receipt of goods. Please contact us for a Return Authorization (RA) number as goods will NOT be accepted without prior authorization from our company. Any returns or credits will NOT be issued without a RA number. All RA requests will be authorized or declined within 30 days of the receipt of merchandise. A restocking fee of up to 30% of the value of the merchandise may be imposed on non-defective returns. Damaged or defective item returns please notify us within 10 days. wholesale@charliesproject.com

AFFILIATES/WHOLESALE POLICIES

This Affiliate/Wholesale Service Agreement (the "Agreement") is made by and between Charlie's Project LLC., a Massachusetts, USA LLC. ("charliesproject.com"), and you, as an Affiliate utilizing the Charlies Project service ("You", "Your", "Affiliate"). You must agree to abide by the terms and conditions contained in this Agreement in order to participate. Please read this Agreement carefully before registering and promoting Charlies Project as an Affiliate. By signing up for Charlies Project affiliate program, you indicate Your acceptance of this Agreement and its terms and conditions. If You do not accept this Agreement, do not ign up. The following agreement is summarized as follows:

You place our merchants banners anywhere on your site as you see fit, or within non-spam emails.
We may email you concerning new merchant programs
We might change the service here and then
Adult, Hate, or other related sites are not allowed
You will be paid your commissions, at such time as your account balance is $100 or more.
All statistics are collected and calculated by Charlies Project.com, and will be the only valid stats used for determining commissions.
Any page that contains Charlies Project links, banners, or code must be written in English.
As an affiliate, you can only have 1 account. You can list multiple domains in one account, but only one account is allowed. Self-referrals for affiliate or merchant accounts are strictly prohibited.
International affiliates (those with addresses outside of the 50 U.S. States) are paid via Direct Deposit where possible.
Your physical address listed for receiving checks /direct deposit MUST be your actual address. Mail forwarding services, for the purpose of avoiding network demographics, is NOT allowed. For example, if you choose USA as your country, you must be in the USA. If you choose Russia as a country, you must be in Russia.
You won't hold us liable for anything, a link to a Charlies Project Web site does not mean that Charlies Project endorses or accepts any responsibility for the content or the use of such Web site.
You cannot SPAM. You cannot SPAM. You cannot SPAM. We will terminate your account on the first offense of SPAMMING. Do not send email to lists or groups that you do not have permission to send to. We cannot stress this enough, we WILL terminate your account on the first offense.
You may place banners or links within your newsletters, in content of your website, or within other web related content.
Affiliate accounts that are left inactive will be removed from our system if their balance is equal to or less than $75. If an abandoned affiliate account has a balance between $25 and $75, a $25 fee will be assessed once per calendar month, until the balance is equal to zero dollars - and is closed. At no time will an affiliate ever owe monies to Charlies Project, Inc. based on fees - the account will simply be closed. An abandoned affiliate account is defined as any account that has not been logged in to for a period of 6 months, nor have any transactions been posted to that account. If one or the other of those conditions are true - the account will remain in an active state. Any commissions in the accout at that time will be donated.
NOT ALLOWED: All other uses of banners or links, such as newsgroups, chat rooms, ICQ, message boards, banner networks, hit farms, counters, or guestbooks etc. are NOT allowed.
NOT ALLOWED: Any placement of creative in a "Desktop" advertising scheme. This includes any and all 3rd party advertising platforms that use a desktop application to display ads in any form.
NOT ALLOWED: Any display of a merchant window that isn't the result of a direct click by the end-user.
Failure to abide by these rules could mean termination from a given merchant program, or from Charlies Project LLC. completely with a complete forfeit of commissions.
Fraud is a serious offense, and will be treated as such. Fraud is defined as any action that intentionally attempts to create sales, leads, or click-throughs using robots, frames, iframes, scripts, or manually "refreshing" of pages, for the sole purpose of creating commissions. ANY ATTEMPTED FRAUD OR FRAUD WILL RESULT IN MEMBERSHIP TERMINATION AND VOIDED COMMISSIONS.
If you run or utilize an incentive website, you MAY participate in Charlies Project LLC.'s pay-per-click and pay-per-lead programs ONLY IF you receive specific written (fax or email are ok as well) permission from the merchant. You must also copy this specific permission to us, and that permission must detail exactly what kind of incentive your users have to click the links. Without this permission, your commissions may be voided. You are allowed to participate in any pay-per-sale programs without any special permission.
Commissions not tracking due to change in link by the user is not the responsibility of Charlie's Project LLC
Commissions not calculated as the user failed to use the affiliate link is not the responsibility of Charlie's Project LLC
An affiliate who is also a wholesale member for Charlies Project may not earn commission on their own purchase. Any accounts with this issue are subject to delay in commission and review and or termination.
Any commissions over $600 in a calendar year are subject to a 1099. Any commissions due but are missing a social security number must provide a social security or tax ID number to receive a payout.
Please note any forms of slander in regards to Charlies Project will violate our policies and agreement for the affiliate program resulting in immediate termination and forfeiture of any unpaid commissions.
After termination from the Charlies Project affiliate program, and balance owed of commissions will be reviewed within 30 days and issued a check if eligible. You agree to not slander Charlies Project at any time. Any forms of slanders will result in the forfeiture of your commission and termination from the program. Any commissions due will be donated to Boston Childrens Hospital if the terms and conditions are violated.

PRIVACY POLICY Charlie's Project LLC. respects the privacy of its users and will not disclose personal information to third parties without the express permission of You and Your company. If You have any questions please contact info@charliesproject.com DEFINITIONS "Performance Marketing" occurs when individual web sites that generate their own traffic ("Affiliates") partner with online Merchants ("Merchant")’s and the Merchant pays a commission or other reward for those Visitors resulting in a measurable action such as a closed sale, lead, hit, or other action. "Affiliate" means an individual or business generating their own traffic and thus rewarded for legitimate sales, leads, clicks, or other measurable action. Affiliates use Charlie's Project LLC to facilitate relationships with Merchants as well as gain tracking, reporting, and receipt of commission payment. "Merchant" means an e-commerce entity paying a commission or bounty for legitimate sales, leads, clicks, or other measurable action by a Visitor. Merchants use Charlie's Project LLC facilitate relationships as well as gain tracking, reporting, and issuance of commission payment. "Visitor" means any person, or user that clicks on a Link to a Merchant’s Web site placed on an Affiliate's Web site. "sale commission" means the Payout the Merchant sets and agrees to pay for Visitors referred to the Merchant's Web site that results in a sale of a product or service. The sale could occur at the time of the visit or at a later time not to exceed 60 days. If a sale occurs after 60 days and the Visitor has not returned through an authorized Affiliate's site, then no Payout shall occur. "lead commission" means the Payout the Merchant sets and agrees to pay for Visitors referred to the Merchant's Web site that results in the Visitor performing an action defined by the Merchant. Such an action could include filling out a form, joining a mailing list, or other mechanism to identify potential customers. The action could occur at the time of the visit or at a later time not to exceed 30 days. If an action occurs after 30 days and the Visitor has not returned through an authorized Affiliate's site, then no Payout shall occur. "click commission" means the Payout the Merchant sets and agrees to pay for a valid click from an Affiliate Partner's site to the Merchant's site that results in the Merchant's Web site being viewable to the Visitor. A click is deemed valid when it meets certain criteria as defined on the Web site or in this agreement, which criteria may change from time to time. "Payout" means the amount of sale commission, lead commission, or click commission a Merchant agrees to pay for an individual measurable action. The Payout is defined as either a percetage of a total sale amount, or as a set bounty (flat rate) per action. "Commission" means the amount sale commission, lead commission, or click commission a Merchant agrees to pay for an individual measurable action. The Payout is defined as either a percetage of a total sale amount, or as a set bounty (flat rate) per action. "Link" means a hyperlink placed on an Affiliate's site that, when clicked on, sends a Visitor through to a Merchant website via redirection at Charlies Project LLC.. Links take many forms including text, a product image, buttons, banners, videos or any other format acceptable to the Merchant. "VOID" means a reversal of a Payout previously earned for a sale, lead, or click that is later rescinded or corrected by the Merchant. Merchant's may VOID transactions that are fraudulent, or in the case of returned merchandise, duplicate transactions, or other valid reasons. "Your Account" means a specific account within the Service, where Commissions are credited. THE SERVICE As an Affiliate of Charlie's Project LLCy ou will be establishing arrangements with third party organizations, of tapfilliate. LINK PLACEMENT As an Affiliate of the Service, you may place and remove Merchant Links on Your site and in acceptable locations.

You place our merchants banners anywhere on your site as you see fit, or within non-spam emails.
Adult, Hate, or other related sites are not allowed
Any page that contains Charlie's Project LLC links, banners, or code must be written in English.
You cannot SPAM. You cannot SPAM. You cannot SPAM. We will terminate your account on the first offense of SPAMMING. Do not send email to lists or groups that you do not have permission to send to. We cannot stress this enough, we WILL terminate your account on the first offense.
Affiliate accounts that are left inactive will be removed from our system if their balance is equal to or less than $75. If an abandoned affiliate account has a balance between $25 and $75, a $25 fee will be assessed once per calendar month, until the balance is equal to zero dollars - and is closed. At no time will an affiliate ever owe monies to Charlie's Project LLC. based on fees - the account will simply be closed. An abandoned affiliate account is defined as any account that has not been logged in to for a period of 6 months, nor have any transactions been posted to that account. If one or the other of those conditions are true - the account will remain in an active state. balance will be donated.
NOT ALLOWED: All other uses of banners or links, such as newsgroups, chat rooms, ICQ, message boards, banner networks, hit farms, counters, or guestbooks etc. are NOT allowed.
NOT ALLOWED: Any placement of creative in a "Desktop" advertising scheme. This includes any and all 3rd party advertising platforms that use a desktop application to display ads in any form.
NOT ALLOWED: Any display of a merchant window that isn't the result of a direct click by the end-user.

AFFILIATE PAYMENT You will receive a Commission for sending a Merchant authorized sales, leads, and/or clicks via Your Links. In order to place Links, You must first be approved by a Merchant to become an Affiliate of that Merchant’s program. You understand that the Payout amount may be changed at any time. This information is also available to You at the Charlie's Project LLC. You are responsible for determining if the Payout for a Link You have placed on Your site has changed or been discontinued. You receive the Commission from Charlie's Project LLC. Payments are made automatically on the twentieth (30th) day of each month when Your account balance reaches $100 or more for the previous months' transactions. Money credited to Your Account does not accrue interest. In the event of a VOID by a Merchant, Charlie's Project LLC may recover from You the corresponding Commission previously credited to Your Account. The VOID Commission will be immediately deducted from Your Account balance. In the event that Your Account balance is less than the VOID Commission, the VOID Commission will be deducted against Your future earnings. You will NEVER be asked to send money to Charlie's Project LLC SERVICE AND SUPPORT Email Charlie's Project LLC at info@charliesproject.com for assistance. EMAIL CONTACT Charlie's Project LLC reserves the right to send e-mail to You for the purposes of informing you of applicable changes or additions to the Service or any Charlie's Project LLC related products and services. CHANGES TO THE SERVICE Charlie's Project LLC reserves the right to change, modify, add or remove portions of this Agreement at any time and may add to, change, suspend or discontinue any aspect of the Service at any time. In the event of any material change, Charlie's Project LLC will notify You via e-mail, newsletter or the Charlies Project LLC. Web site at least 7 days prior to any such changes taking effect, at which time You may either agree to such changes or withdraw from the Service. REGISTRATION To sign up as an Affiliate of Charlie's Project LLC and to use the Service as an Affiliate Partner you must be at least 18 (eighteen) years of age, and supply a valid tax-id, which may be your social security number for individuals, or a federal tax-id for corporations or entities. THE FOLLOWING TYPES OF SITES ARE NOT ALLOWED TO PARTICIPATE IN Charlies Project LLC.: ADULT SITES, SITES THAT DISPLAY ADULT BANNERS, SITES THAT PROMOTE VIOLENCE, BIGOTRY, OR HATRED. SITES THAT PROMOTE ILLEGAL ACTIVITY, including but not limited to WAREZ, CRACKING, and HACKING SITES. As part of the registration process, You will select a username and password combination that You use to access Your Affiliate area within the Service. You shall provide Charlies Project LLC. with accurate, complete and updated registration information. You may not select the name of another person with the intent to impersonate that person or deceive members or other users as to Your true identity. You agree that Charlie's Project LLC may rely on any data, notice, instruction or request furnished to Charlie's Project LLC by You which is reasonably believed by Charlie's Project LLC to be genuine and to have been sent or presented by a person reasonably believed by Charlie's Project LLC to be authorized to act on Your behalf. You shall notify Charlie's Project LLC by e-mail at info@charliesproject.com of any known or suspected unauthorized uses of Your Account, or any known or suspected breach of security, including loss, theft or unauthorized disclosure of Your username and password. You shall be responsible for maintaining the confidentiality of Your username and password and You are responsible for all usage and activity on Your Account, including use of the account by a third party authorized by You to use Your Account. Any fraudulent, abusive or otherwise illegal activity may be grounds for termination by Charlies Project LLC. and referral to the appropriate law enforcement agencies. ACCEPTED USE You represent to Charlies Project LLC. that all content You provide to the Service is solely owned by You or provided by You with the express authority of the company You represent, does not infringe upon any other individual's or organization's rights (including, without limitation, intellectual property rights) and is not defamatory, libelous, unlawful or otherwise objectionable. You shall not provide, promote, distribute, place or otherwise publish as an Affiliate of the Service any content, or Web site that includes content, which is libelous, defamatory, obscene, pornographic, abusive, fraudulent or violates any law. As Charlie's Project LLC may not review all information provided by You, You shall remain solely responsible for Your content and Web site. As an Affiliate, You may not artificially inflate traffic counts to Merchant site(s) using any device, program, robot or other means, including but not limited to JavaScript pop-up windows and redirects. You may not click on Your own banners and/or links or submit multiple leads to Your Merchant partners. Links may not be placed in newsgroups, unsolicited e-mail, ICQ, banner networks, counters, chatrooms or guestbooks. Any Link placed must be done in such a way that it is not misleading to any Visitor and done with the intention of delivering valid sales, leads, or clicks to the related Merchant for that Link. Points or reward programs for click or lead programs are NOT allowed. Charlie's Project LLC RESERVES THE RIGHT TO DEEM ANY SITE INAPPROPRIATE AND TERMINATE THE SITE AS A MEMBER OF Charlie's Project LLC. If You are terminated from the Service, Charlie's Project LLC has the right to withhold money You earned within the Service or money that You owe within the Service and You will not be allowed to re-join Charlie's Project LLC. LIMITED WARRANTY The Service, its operation, its use and the results of such use shall be performed in a workmanlike manner. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, Charlies Project LLC. DISCLAIMS ALL WARRANTIES EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, IN RELATION TO THE SERVICE, ITS USE AND THE RESULTS OF SUCH USE. WITHOUT LIMITING THE FOREGOING, Charlies Project LLC. SPECIFICALLY DISCLAIMS ANY WARRANTY (A) THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, (B) THAT DEFECTS WILL BE CORRECTED, (C) THAT THERE ARE NO VIRUSES OR OTHER HARMFUL COMPONENTS, (D) THAT THE SECURITY METHODS EMPLOYED WILL BE SUFFICIENT, OR (E) REGARDING CORRECTNESS, ACCURACY, OR RELIABILITY. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. The Merchant will make reasonable commercial efforts to keep its transaction service operational during normal business hours. However, certain technical difficulties may, from time to time, result in temporary service interruptions. Affiliate understands and acknowledges that it is normal to have a certain amount of system downtime and further agrees not to hold the Merchant liable for any of the consequences of such interruptions. MERCHANT SHALL HAVE NO LIABILITY FOR UNAUTHORIZED ACCESS TO, OR ALTERATION, THEFT OR DESTRUCTION OF ANY WEB SITE OF AFFILIATE OR AFFILIATE CUSTOMER DATA FILES OR SYSTEMS OR PROGRAMS THROUGH ACCIDENT, FRAUDULENT MEANS OR DEVICES. MERCHANT SHALL HAVE NO LIABILITY WITH RESPECT TO MERCHANT OBLIGATIONS HEREUNDER OR OTHERWISE FOR CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES EVEN IF MERCHANT HAS BEEN NOTIFIED OF SUCH DAMAGES. ANY LIABILITY OF MERCHANT HEREUNDER SHALL BE LIMITED TO THE REVENUE EARNED BY MERCHANT AS A DIRECT RESULT OF THIS AGREEMENT. LIMITATION OF LIABILITY Charlie's Project LLC OR ITS SUPPLIERS OR RESELLERS OR MERCHANTS SHALL NOT BE LIABLE TO YOU OR ANY OTHER PERSON FOR (I) ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER ARISING OUT OF THE USE OF OR INABILITY TO USE THE Charlie's Project LLC SERVICE OR ANY INFORMATION PROVIDED ON THE Charlie's Project LLC WEB SITE OR ANY OTHER HYPERLINKED WEB SITE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA, EVEN IF Charlie's Project LLC OR A Charlie's Project LLCAUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS OR OTHER INACCURACIES IN THE WEB SITE OR ANY HYPERLINKED WEB SITE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, Charlie's Project LLC LIABILITY IS LIMITED TO THE SMALLEST AMOUNT PERMITTED BY LAW. THIS PARAGRAPH WILL SURVIVE THE FAILURE OF ANY EXCLUSIVE OR LIMITED REMEDY. You agree that Charlie's Project LLC, although the provider of the Service, has no responsibility or liability as a result of Your placement of authorized Links from Your Web site, and You, and the Merchant, jointly and severally agree to indemnify, defend, and hold harmless Charlies Project LLC. and its affiliates, officers, directors, employees and agents from and against any and all liability, claims, losses, damages, injuries or expenses (including reasonable attorneys' fees) directly or indirectly arising from or relating to any offer or any other matter related to this Agreement or the subject matter hereof and any dispute relating thereto. Charlie's Project LLC agrees to indemnify, defend, and hold harmless Affiliate and its affiliates, officers, directors, employees and agents from and against any and all liability, claims, losses, damages, injuries or expenses (including reasonable attorneys' fees) directly or indirectly arising from or relating to Charlies Project LLC.'s negligence or willful misconduct in performance of the Services or its breach of this Agreement. NON-DISCLOSURE Charlie's Project LLC acknowledges that in the course of this Agreement it shall have access to confidential and proprietary information ("Confidential Information") of Your company. Charlie's Project LLC agrees not to disclose or disseminate the Confidential Information without Your prior express written consent. The term "Confidential Information" shall not include information that is or becomes part of the public domain through no action or omission of Charlies Project LLC., that becomes available to Charlies Project LLC. from third parties without knowledge by Charlie's Project LLC of any breach of fiduciary duty, or that Charlies Project LLC. had in its possession prior to the date of this Agreement. Charlies Project LLC. does not collect information about a Merchant’s customer transactions, other than what is passed to us through the installed tracking code and displayed on Your own transaction reports. Any information we receive is used solely for tracking and Commission payment purposes. Charlies Project LLC. reserves the right to be able to utilize this data in aggregate to analyze Service trends, monitor Service efficiencies, and perform such other analysis as Charlie's Project LLC deems appropriate. OWNERSHIP AND LICENSES You, the Affiliate, are granted a non-exclusive, limited, revocable right to use Merchant provided trademarks and banners. All images, technology and content provided for Your use is and shall remain the sole property of the Merchant, and no part thereof shall be deemed assigned or licensed to You except as explicitly provided for herein. All intellectual property rights, including trademarks, copyrights, patent rights or applications, tradenames and service marks related to the foregoing shall remain the Merchant’s sole property, including rights in and to any derivatives thereof. You may not modify the trademarks, banners, the content or any of the images provided to You in any way. Charlie's Project LLC immediately terminate Your license to use the marks if Charlie's Project LLC reasonably believes that such use dilutes, tarnishes or blurs the value of their marks. You acknowledge that Your use of the marks will not create in You, nor will You represent that You have, any right, title or interest in or to the marks other than the license granted by the Merchant above. You will not challenge the validity of or attempt to register any of the marks or Your interest therein as a licensee, nor will You adopt any derivative or confusingly similar names, brands or marks or create any combination marks with the marks. You acknowledge the Merchant’s ownership and exclusive right to use the marks and agree that all goodwill arising as a result of the use of the marks shall inure to the benefit of the Merchant. REPRESENTATIONS Charlie's Project LLC makes no representations whatsoever about any other Web site which You may access through the Service. In addition, a link to Charlie's Project LLC Web site does not mean that Charlie's Project LLC endorses or accepts any responsibility for the content or the use of such Web site. NONASSIGNABILITY Affiliate or Charlie's Project LLC may assign this Agreement to any successor or affiliate upon notice to the other party and mutual agreement between both parties. FORCE MAJEURE Neither party shall be liable hereunder by reason of any failure or delay in the performance of its obligations hereunder on account of strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, governmental action, labor conditions, earthquakes or any other cause which is beyond the reasonable control of such party. JURISDICTIONAL ISSUES This Agreement shall be governed by Illinois, USA law (except for conflict of law provisions). The exclusive forum for any actions brought in connection with this Agreement shall be in the state and federal courts in and for the State of Illinois, USA and You consent to such jurisdiction. The application of the United Nations Convention on the International Sale of Goods is expressly excluded. MISCELLANEOUS This Agreement represents the complete agreement concerning this license and may be amended only by a writing executed by both parties. THE ACCEPTANCE OF ANY PURCHASE ORDER PLACED BY YOU IS EXPRESSLY MADE CONDITIONAL ON YOUR ASSENT TO THE TERMS SET FORTH HEREIN, AND NOT THOSE IN YOUR PURCHASE ORDER. If any provision of this Agreement is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable.

GENERAL POLICY OVERVIEW: