1. Description of the Referral Program
The myFanPark Referral Program is designed to help you (the “Referrer” or “you”) generate income in exchange for referring new “Talent” to myFanPark (“myFanPark”). For the purposes of this Referral Program (the “Referral Program”), “Talent” shall be defined as any person or entity that signs up on the myFanPark platform. The terms and conditions contained herein (the “Term”) constitute an agreement between you and myFanPark (the “Referrer Agreement”), and shall govern your participation in the Referral Program. The Referral Program may not be combined with other myFanPark referral programs or incentives. To participate, Referrers must agree to these Terms as well as myFanPark’s
Terms of Service and
2. Term & Termination
This Referrer Agreement will apply for as long as you participate in the Referral Program, until terminated. Unless otherwise stated in Exhibit A, myFanPark may terminate your participation in the Referral Program at any time, for any reason or no reason.
If a Talent that you referred before termination of this Referrer Agreement signs up on the myFanPark platform, you will still receive payment for the referral. The rights and obligations of the parties under these Terms will survive the expiration or termination of this Referrer Agreement.
3. Referral Payments
You will receive referral payments for Talent that you refer to the myFanPark platform in accordance with the terms of Exhibit A, attached hereto. Referral Payments belong to the Referrer alone and are not transferable to another entity or person and do not pass as part of a Referrer’s estate. myFanPark reserves the right not to credit any Referral Payments that derive from a violation of this Referrer Agreement.
4. Missing or Untracked Referrals
Missing or untracked referrals that Referrer believes should result in Referral Payments must be reported to myFanPark within one month of when the referral was made and will be credited to Referrer’s account at our sole discretion, provided that such credit has accrued pursuant to the terms contained herein. Missing or untracked referrals that are not timely reported will not be credited to Referrer’s account. myFanPark may refuse to issue Referral Payments for untracked referrals within its sole discretion.
5. Your Referrals
You agree to use best efforts to refer Talent to the myFanPark platform. You may not represent yourself as an employee, intermediary or agent, or as being authorized to bind myFanPark. Without signed mutual consent you may not create materials (including business cards, websites or email addresses) bearing myFanPark branding or that imply any affiliation or agency relationship between you and myFanPark. You agree and represent that you will use referral methods and techniques that people will appreciate and that are legal. You agree and represent that you will always be mindful to respect the privacy of others (i.e. do not spam), be honest, open, and transparent about who you are and what you are offering (i.e. do not mislead).
You agree not to intentionally solicit for employment any of myFanPark’s employees or contractors during the term of this Referrer Agreement and for a period of twelve (12) months following the termination or expiration of this Referrer Agreement. Both you and we acknowledge that (i) any newspaper or other public solicitation not directed specifically to such person shall not be deemed to be a solicitation for purposes of this provision, and (ii) this provision is not intended to limit the mobility of either our employees or contractors.
7. Limitations on Your Activities
You shall conduct all recruiting activities in accordance with the highest business standards, acting dutifully, in good faith and in compliance with all laws, and not perform any act which would or might reflect adversely upon the business, integrity or goodwill of myFanPark. You shall not be, or purport to be, authorized to legally represent myFanPark or to conduct negotiations on behalf of myFanPark. You shall not have the authority to make any commitments or agreements or incur any liabilities whatsoever on behalf of myFanPark or register this Referrer Agreement under local registered agency law nor shall myFanPark be liable for any acts, omissions to act, contracts, commitments, promises or representations made by you. You shall bear all of your own expenses in connection with the performance of this Referrer Agreement and will not be entitled to reimbursement of any such expenses by myFanPark.
8. FTC Disclosure Policy
We require all Referrers to comply fully with all applicable laws, regulations and guidelines concerning advertising and marketing, including without limitation, the Federal Trade Commission (FTC) Endorsement Guides (See the FTC Endorsement Guide for more information), which require that material connections between advertisers and endorsers be disclosed. This means that any email or collateral that you provide to prospective Talent as an endorsement or assessment of myFanPark must prominently disclose the fact that you may receive compensation for referring Talent to myFanPark. myFanPark reserves the right, in our sole discretion, to withhold Referral Payments and/or to terminate the Referrer Agreement for Referrer’s failure to comply with myFanPark’s FTC disclosure policy or with any other applicable regulations or guidelines, as determined by myFanPark at our sole discretion.
9. Nature of Relationship
You acknowledge and agree that it is a fundamental term and condition precedent of your participation in the Referral Program that you are not an intermediary or agent of myFanPark, nor an employee, and you will not hold yourself out as, or give any person reason to believe, that you are an intermediary or agent or employee of myFanPark. You agree that nothing in your participation in the Referral Program will be construed as establishing an employment or agency relationship between myFanPark and you. myFanPark will not carry any liability or other insurance on behalf of you or in your favor.
You represent and warrant that: (a) you have all necessary consents and permits to participate in this Referral Program, (b) you have no pre-existing obligations or commitments (and will not assume or otherwise undertake any obligations or commitments) that would be in conflict or inconsistent with or that would hinder your performance of your obligations under this Referrer Agreement, (c) you will fully comply at all times with all applicable laws and you will not infringe on any third-party (including myFanPark) rights.
You will defend, indemnify and hold myFanPark harmless from and against all claims, damages, liabilities, losses, expenses and costs (including reasonable fees and expenses of attorneys and other professionals) arising out of or resulting from your negligence or intentional misconduct with respect to your participation in the Referral Program.
12. Exclusion and Limitation of Liability
In no event will myFanPark be liable for any special, incidental, punitive, exemplary or consequential damages of any kind in connection with this Agreement, even if myFanPark has been informed in advance of the possibility of such damages. In no event will myFanPark’s aggregate liability to you in connection with this Agreement exceed the aggregate amount of the payments made by myFanPark to you in accordance with this Referrer Agreement.
You may not assign, subcontract or delegate this Referrer Agreement or any of your rights or obligations hereunder, in whole or in part, including without limitation by operation of law, without myFanPark’s prior written consent. Any attempt to assign this Referrer Agreement without such consent will be null and void.
14. Updated Terms
We reserve the right, in our sole discretion, to change this Referral Agreement (“Updated Agreement”) from time to time. You agree that we may notify you of the Updated Agreement by posting them on the Referral Agreement website page, and that your use of the Referral Program after the effective date of the Updated Agreement constitutes your agreement to the Updated Agreement. Therefore, you should review this Referral Agreement before referring. The Updated Agreement will be effective as of the time of posting, or such later date as may be specified in the Updated Agreement, and will apply to your use of the Referral Program from that point forward. The as-then current Referral Agreement will govern any disputes arising before the effective date of the Updated Agreement.
15. Waiver of Class Actions and Class Arbitrations
You and referrer agree that each party may bring disputes against the other party only in an individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding, including without limitation federal or state class actions, or class arbitrations. accordingly, under the arbitration procedures outlined in this section, an arbitrator shall not combine or consolidate more than one party’s claims without the written consent of all affected parties to an arbitration proceeding. without limiting the generality of the foregoing, you and referrer agree that no dispute shall proceed by way of class arbitration without the written consent of all affected parties.
16. Binding Arbitration
Referrer and myFanPark agree: (i) to arbitrate all disputes between the parties pursuant to the provisions in this Referrer Agreement; (ii) that this Referrer Agreement memorialize a transaction in interstate commerce; (iii) that the Federal Arbitration Act (9 U.S.C. §1, et seq.) governs the interpretation and enforcement of this Section; and (iv) this Section shall survive termination of this Referrer Agreement. ARBITRATION MEANS THAT REFERRER WAIVES REFERRER’S RIGHT TO A JUDGE OR JURY IN A COURT PROCEEDING AND REFERRER’S GROUNDS FOR APPEAL ARE LIMITED. In addition, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court. The decision of the arbitrator shall be final and enforceable by any court with jurisdiction over the parties.
17. Arbitration Procedure
If a party elects to commence arbitration, the arbitration shall be governed by the rules of JAMS that are in effect at the time the arbitration is initiated (the “JAMS Rules”), available at http://www.jamsadr.com or by calling 1-800-352-5267, and under the rules set forth in this Referrer Agreement, except that JAMS may not administer any multiple claimant or class arbitration, as the parties agree that the arbitration shall be limited to the resolution only of individual claims. If there is a conflict between the JAMS Rules and the rules set forth in this Referrer Agreement, the rules set forth in this Referrer Agreement shall govern. Referrer may, in arbitration, seek any and all remedies otherwise available to Referrer pursuant to federal, state, or local laws. All Disputes shall be resolved by a single neutral arbitrator, and both parties shall have a reasonable opportunity to participate in the selection of the arbitrator. The arbitrator is bound by the terms of this Referrer Agreement. The arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of this Referrer Agreement, including, but not limited to, any claim that all or any part of this Referrer Agreement is void or voidable. Notwithstanding this broad delegation of authority to the arbitrator, a court may determine the limited question of whether a claim or cause of action is for (i) trade secret misappropriation, (ii) patent infringement, (iii) copyright infringement or misuse, or (iv) trademark infringement or dilution, which are excluded from the definition of “Disputes” as stated above. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. Referrer may choose to engage in arbitration hearings by telephone. Arbitration hearings not conducted by telephone shall take place in a location reasonably accessible from Referrer’s primary residence, or in Santa Clara County, California, at Referrer’s option.
18. Entire Agreement
This Agreement is the entire agreement between you and myFanPark for the Referral Program and supersedes all other proposals and agreements, whether electronic, oral or written, between us.
Each party represents and warrants to the other that it has full power and authority to enter into this Referrer Agreement and that it is binding upon such party and enforceable in accordance with its terms.
20. Applicable Law
This Agreement shall be governed by the laws of the State of California, without regard to the conflict of laws provisions thereof.
Last updated: January 6, 2021
For any Talent the Referrer “directly brings onto the myFanPark platform” (as defined below), the company will pay Referrer periodic Referral Payments, calculated as a percentage of myFanPark’s portion of the transaction from that Talent's Paid-for Requests (as defined below) during the payment period. This percentage is net of pay-outs to the Talent, third party processing fees, as well as discounts, promotions, refunds, charge-backs, disputes, or other events which caused myFanPark to not gain full payment for the transaction.
Time Period: One year from the date the Talent is approved on the platform
Payment %: 20%
As an example and for illustrative purposes, if a Talent delivers $50,000 in Paid-for Requests, if myFanPark’s cut is $9,000 (and there were no additional discounts, promotions, refunds, charge-backs, disputes, or other events which caused myFanPark to not gain the full $9,000), the referral payment would be $1,800 (20% of the company’s $9,000 cut).
Referral Payments will be payable on myFanPark’s regular pay-out dates which are currently on a calendar year quarterly basis, typically by the 21st day of the month following the end of a quarter, although these dates are subject to change in myFanPark’s absolute and sole discretion providing they are no later than the end of the following quarter. As an example to provide clarity, myFanPark ran a report in April of 2020 for all Paid-for Requests from the prior 3 months -- January to March, 2020.
1. “Paid-for Requests” means the Talent successfully completed a request on the myFanPark platform, myFanPark was successfully paid by the fan, and there were no refunds, charge-backs, disputes, or other events which caused myFanPark to not retain payment for the transaction.
2. “Directly brings on the myFanPark platform” means the Talent signs up via a unique tracking code or URL specific to the Referrer.