DailyKarma Gift Shop Network Agreement


The DailyKarma Gift Shop Network Agreement (“Agreement”) is made and entered into by and between DailyKarma, Inc. (“DailyKarma”) and the undersigned 501(c)(3) tax-exempt organization (“Non-Profit”, and collectively, the “Parties”). This Agreement is effective as of date agreement is executed (“Effective Date”).

1. Enrollment and Participation in the Gift Shop Network

1.1. Non-Profit agrees to participate in the DailyKarma Gift Shop Network with the opportunity to fundraise, undertaking occasional fundraising for Non-Profit through DailyKarma-powered Gift Shops.

1.2. DailyKarma shall set up a unique website customized with Non-Profit’s name, logo, and branding, but hosted and operated by DailyKarma.

1.3. DailyKarma will pay a designated Donation amount based on each successful sale, lead, and/or other agreed-upon action generated by Non-Profit, either through its Non-Profit Gift Shop Network Site, or other specifically tracked actions.

1.4. Donations will go to DailyKarma’s partner charity, the DailyKarma Foundation (EIN 47-5570019), and shall be designated to benefit the designated Non-Profit Non-Profit. 100% of the Donation amount will be granted to Non-Profit, subject to the grantee verification procedures and other terms set forth in the Business Terms of Use.

1.5. Non-Profit shall adhere to all the terms and conditions outlined in this Agreement.

2. Definitions

2.1. “Non-Profit” refers to a 501(c)(3) nonprofit organization participating in the Gift Shop Network and is eligible to receive certain donations for generating sales, leads or other actions for Retail Brands in the Gift Shop Network.

2.2. “Gift Shop Network” refers to the program established by DailyKarma that aggregates a network of Retail Brands in order to promote the Retail Brands’ services and products through Non-Profit Non-Profits.

2.3. “Gift Shop Network Site” is the website created specifically in connection with the applicable Non-Profit for purposes of hosting Retail Brands’ Offers, which generate Donations for the Non-Profit based on sales, leads and other actions generated through the Gift Shop Network Site.

2.4. “Commission” means the payment made by the Brand to DailyKarma for successful sales, leads, or other agreed-upon actions generated by Non-Profit.

2.5. “Donation” refers to payments made by DailyKarma from Brand Commissions to benefit the applicable Non-Profit in accordance with the terms outlined in this Agreement.

2.6. “Offer” refers to the specific product, service, or promotion that the Brand wishes to promote through the Gift Shop Network Program.

2.7. “Retail Brand” refers to any entity participating in the Gift Shop Network Program to promote its services and products.

3. Donations; Timing of Disbursements; Reporting.

3.1. Non-Profit will be eligible to receive certain donations from DailyKarma’s charity partner, DailyKarma Foundation, based on the percentage of product sales that participating Retail Brands agree to donate through DailyKarma Foundation, as well as certain leads or other actions, as determined from time to time by a participating Retail Brand. Donation percentages will be presented to Non-Profit before approving Offers in Non-Profit’s Gift Shop Network Site. Any donations triggered by actions under this Agreement shall supersede any donations that would otherwise be triggered under the standard DailyKarma Terms of Use.

3.2. Donations will be paid within 45 days of DailyKarma’s receipt of the Donation amounts from Retail Brand partners, subject to any minimum payout threshold of $10.00. Donations will be distributed through the DailyKarma Foundation (EIN: 47-5570019).

3.3. Non-profit understands and acknowledges that from time to time, Retail Brand Partners may adjust % of sales donation amounts, and DailyKarma may adjust payment methods, and payment schedules with 30 days’ notice to Non-Profit, and such changes will be effective for any future donations.

3.4. DailyKarma will provide Non-profit with tracking and reporting information (which may be through an online portal) to view donations generated from participating Retail Brands based on Offers purchased or other actions that trigger Donations to benefit Non-profit.

4. Permission to Use Logo and Content

4.1. Non-profit grants DailyKarma and its Retail Brand Partners a limited, non-exclusive, non-transferable license to use the Non-Profit’s logo, trademarks, and content available to the public on the Non-Profit’s Non-Profit Non-Profit Network Site and social media channels, as well as within the DailyKarma widget embedded in Retail Brand Partners’ retail websites (“Materials”) for the purpose of creating and promoting Non-Profit’s marketplace hosted by DailyKarma. DailyKarma shall not modify Non-Profit’s Materials in any way.

4.2. Ownership: DailyKarma acknowledges that all Materials remain the exclusive property of the Non-Profit, and no rights or interests in these Materials are transferred to DailyKarma except as expressly provided in this agreement.

5. Fundraising

5.1. Non-Profit is permitted, but not required, to promote the Non-Profit Gift Shop Network Site or any Offers, and in such case, will be doing so solely at Non-Profit’s discretion.

5.2. Non-profits are responsible for compliance with all applicable laws, regulations, and industry standards in their communications and fundraising efforts.

6. Term and Termination

6.1. This Agreement shall be effective as of the Effective Date, and shall continue until terminated in accordance with the provisions of this Agreement.

6.2. This Agreement may be terminated upon 30 days written notice by either party with or without cause by providing written notice to the other party. Either Party may terminate this Agreement upon any material breach of the Agreement by the other Party, if such breach is not remedied to the reasonable satisfaction of the nonbreaching Party within twenty (20) days after written notice.

6.3. DailyKarma shall disburse to DailyKarma Foundation for the benefit of Non-profit all donations triggered by sales or other actions generated by Non-profit or its Non-Profit Gift Shop Network Site through the date of termination.

7. Confidentiality

7.1. Non-Profit shall maintain the confidentiality of non-public information received from DailyKarma during the term of this Agreement.

8. Dispute Resolution

8.1. Any disputes or claims arising under or in connection with this Agreement will be resolved through good faith negotiations. If a resolution cannot be reached, the parties agree to binding arbitration in accordance with the rules of the American Arbitration Association, and any judgment rendered by the arbitrator shall be binding and final.

9. Entire Agreement

9.1. This Agreement constitutes the entire agreement between the Parties and supersedes all prior understandings and agreements. This Agreement shall not be modified or amended except in writing signed by the authorized representatives of each Party.