Please read this Mommy Poppins Listing Partner Agreement (the “Partner Agreement”) fully and carefully before using MommyPoppins.com (the “Site”) and the services, features, content or applications (the “Services”) offered to you by Mommy Poppins, Inc. (“Company”), a New York Corporation. By registering on the Site or using the Services, you agree to abide by the Terms of this Agreement, which govern your and your business’s access to, and use of, the Services. This Agreement supersedes any discussions or previous agreements. 

With this Agreement, you are responsible for providing activities, services, products, and/or other items (“Items”) listed on the Site according to the terms listed in this Agreement. 

Use of the Site is subject to the following fees:

• Membership Fees:

  • Free Membership: Businesses registered with a Free Membership pay no monthly fee, but are still required to abide by all Terms. Other fees apply to any sales of Items purchased through the Site, as detailed on your Account Page. 

  • Provider and Provider Plus Memberships will incur a monthly or annual subscription fee. The current subscription fee shall be listed on your Partner Account Page.  

• Referral Fees 

  • When an Activity is listed on the Site and set up with Booking to allow users to purchase directly from the listing, a referral fee for any sales purchased on MommyPoppins.com will be charged. Referral fee shall be based on your Membership Level at the time of the sale. Current Referral Fees are listed on your Account Page. 

• Free Trials

  • Promotion of free trials or other free activities in our Activity Calendar will incur a $10 Referral Fee for each booking. The fee is calculated at the time of booking and is non-refundable. Partner shall provide Company with a credit card and agreement to charge card $10 for each free trial booked through the Platform. 

• Platform Fee

  • All purchases of Items using Site are subject to a 5% Platform Fee which covers credit card processing charges and other Site costs.  

• Sales Tax 

  • Company will collect, withhold, and file sales tax as required by law in New York, New Jersey, and California. Company reserves the right to add sales tax to any purchases it deems necessary to follow local, state or federal guidelines. This does not preclude your responsibility to collect and file sales tax directly where the Site is not required to do so. Company can not provide financial advice. Please consult your tax advisor. 

Membership Cancelations

You may cancel a Membership at any time. Doing so will remove all benefits of the membership level effective immediately. Canceled memberships will not be refunded or pro-rated for unused time left on the Membership. 

If you have active Activity Listings at time of Cancelation, the Listings will remain active and the new Referral Fee associated with the Free Membership Level will be applied to any future sales. 

Payments

You shall register as a Vendor on Company’s “Mommy Poppins Payment Portal,” providing a W9, with accurate EIN/TIN, and direct deposit banking information. Company shall issue payments earned in your Partner account according to the terms of this Agreement on a monthly basis within 15 days of the close of the month. Funds will be paid by direct deposit. Actual delivery of funds may be subject to your individual banking establishment. 

The total deposited to your Partner account is the Selling price of the Item minus the applicable fees. 

By entering into this Agreement, you agree to the following:

Terms

• To abide by and be bound by the Privacy Policy, Community Standards, and Terms of Service, as updated from time to time and provided on Company’s website.

• To represent and warrant that information pertaining to the Item, including the start and end time, duration, subject, and other details (“Item Information”), is entirely accurate. Should Item Information be inaccurate, and the Purchaser of the Item cites  the inaccurate Item Information as the reason for a refund demand, Company shall promptly furnish the Purchaser with a full refund and auto-deduct the Purchaser’s refund from your next invoice. If Company is not able to furnish the Purchaser with a full refund, Company may notify you of such inability, and you shall  promptly furnish the Purchaser with a full refund. 

• To provide prompt notice to Company when Items are changed, canceled, or sold-out, by using Company Partner Dashboard. There will be a cancellation fee of $10 auto-deducted from your next invoice for each booking or purchase that does not take place or is canceled after purchase by a Company’s user when you cannot mutually reschedule it with the user. 

• To deliver Item at a location or through instructions using other tools or methods that are mutually agreed to and accepted by both parties, including the expectations of the time, effort, any advance preparation required, and associated costs.

• To ensure customer satisfaction for all Items. Company’s goal is to ensure everyone has a positive experience with both the Site and Partner Activities and Services.

• To represent and warrant that you own, or have lawful permission to use and authorize the use of your content as described herein. You may not imply that your content is in any way sponsored or endorsed by Company.

• To confirm that your content contains no material that is false, intentionally misleading, defamatory, violative of any third-party federal, state, and/or local right (including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right), demeaning or offensive to marginalized groups, pornographic or obscene, exploitative or harmful to minors, or violative of any law or regulation (or advocates for the violation of any law or regulation). 

• To acknowledge that you are responsible for all federal, state, and/or local sales taxes due as a result of the Items or services you provide or payments received, including any sales tax due. Company cannot provide financial advice to you. Consult your tax professional for advice on applicable sales taxes. 

• To acknowledge that no federal, state, or local income tax, nor payroll tax of any kind, shall be withheld by Company on your behalf. It is your responsibility to pay any applicable taxes.

• To obtain all necessary licenses, requirements, certifications, worker’s compensation, insurance, and other permissions required to offer or provide classes or Items, including permits, licenses, guidelines, and certifications as required for Items offered, presented, or sold on Company, and Company assumes no responsibility for your failure to do so.

• To abide by federal, state, and local guidance and requirements for COVID-19 and any other requirements applicable when holding in-person classes or relevant to Items offered.

• To accept the auto-deduction of a $10 international wire fee for payments made to an international bank account. 

Nothing in this Agreement shall be construed as creating a joint venture, legal or financial partnership, franchise, or an agency or employer/employee relationship between the parties and neither party has the authority, without the other party’s prior written approval, to bind or commit the other in any way. You acknowledge that Company is not your employer, contractor, insurer, or agent. You acknowledge that Company does not directly or indirectly engage you to render any services whatsoever and that any engagement of your services or Items through Company platform is undertaken exclusively by the individual who has selected you through Company platform to provide the services or Items. 

Company has sole discretion to modify, edit, or remove any Items, content, descriptions, or Item Information on the Site. Company has sole discretion to accept, suspend, reject, or remove you as a Partner for any reason and with or without notice. You acknowledge that Company may ask you to submit to background checks, interviews, and training sessions, and you agree to such requests.

Use

You grant Company permission to use, publicly display, reformat, incorporate into advertisements and other works, create derivative works from, promote, and/or distribute content you submit to Company, including photos, logos, illustrations, and trademarks, and you grant Company permission to allow others to do the same in connection with their own websites and media platforms ("Other Media"). As such, you  grant us worldwide, perpetual, non-exclusive, royalty-free, assignable, sublicensable, transferable rights to use your content for any purpose. 

Indemnity

You agree at all times to indemnify, defend and hold harmless Company, its successors and assigns, and the officers, directors, agents and employees of each of them, from and against any and all claims, demands, suits, actions, proceedings, costs, disbursements, expenses (including attorney’s fees), damages, judgments, losses, obligations, fines, penalties and other liabilities of whatever kind or nature based on any third party claims arising out of : (i) any act, error or omission by you or any of your employees; (ii) any failure by you to perform any of the agreements, terms, covenants or conditions to be performed by you; and (iii) any breach by you of any provision, (iv) your access to or use of the Site, (v) any products or services purchased or obtained by you in connection with the Site, or (vi) the infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity. Company reserves the right to assume, at your expense, the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree to not settle any such matter without the prior written consent of Company. Company will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.

Company’s Privacy Policy, Community Standards, and Terms of Service are incorporated into this Agreement. This Partner Agreement may be updated by Company at its sole discretion from time-to-time.

Contact. You may contact us at the following address: Mommy Poppins, Inc., 80 Grandview Drive, Shirley, NY, 11967.

Revision Date of Partner Agreement: April 30, 2021.