Influencer Partner Agreement
Legal — Partner Programme
Influencer Partner Agreement
Last updated March 2026 · The Smart Bag LLC · Columbus, Ohio
Section 1
Definitions
In this agreement, the following terms have the meanings set out below:
- "The Company" means The Smart Bag LLC, a company incorporated in the United States, with its principal place of business at 579 Eagle Circle, Dayton, Ohio 45429.
- "Partner" or "Influencer" means the individual or entity whose application to join the Influencer Programme has been approved by the Company.
- "Programme" means The Smart Bag Influencer Partner Programme as described in this agreement.
- "Referral Link" means the unique tracking URL assigned to the Partner upon approval.
- "Promo Code" means the unique discount code assigned to the Partner for sharing with their audience.
- "Qualifying Sale" means a completed, non-refunded purchase made via the Partner's Referral Link or Promo Code within the applicable attribution window.
- "Commission" means the percentage of the net order value payable to the Partner for each Qualifying Sale.
- "Portal" means the Partner dashboard accessible at partners.thesmartbag.com.
- "Content" means any post, story, reel, video, blog entry, podcast segment, or other material created by the Partner that references or promotes The Smart Bag products.
Section 2
Appointment
Subject to the terms of this agreement, the Company appoints the Partner as a non-exclusive referral partner for the promotion of The Smart Bag products. This appointment is personal to the Partner and may not be transferred, assigned, or sub-licensed to any third party without the prior written consent of the Company.
The Partner is an independent contractor and not an employee, agent, joint venture partner, or legal representative of the Company. The Partner has no authority to enter into contracts on behalf of the Company or to make representations or warranties about the Company's products beyond those expressly authorised in writing by the Company.
Approval to join the Programme is at the Company's sole discretion. The Company reserves the right to decline any application without providing a reason.
Section 3
Commission & Payment
Commission rates
| Lifetime earnings tier | Commission rate | Notes |
|---|---|---|
| $0 – $4,999 | 10% per Qualifying Sale | Entry tier — all new Partners |
| $5,000 – $14,999 | 12% per Qualifying Sale | Unlocked automatically |
| $15,000+ | 15% per Qualifying Sale | Top tier — unlocked automatically |
Commission is calculated on the net order value (excluding shipping, taxes, and any discounts applied). Commission rates are subject to change with 30 days' written notice to the Partner.
Attribution window
A Qualifying Sale is attributed to the Partner if the customer completes their purchase within 30 days of clicking the Partner's Referral Link or using the Partner's Promo Code at checkout. Last-click attribution applies where multiple referral sources are involved.
Payment schedule
Commissions are calculated on the 1st of each calendar month for all Qualifying Sales confirmed in the prior month. Payment is processed within 7 business days of calculation. The minimum payout threshold is $50. Balances below $50 roll over to the following month.
Payment is made via the method specified by the Partner in their Portal profile (PayPal or bank transfer). The Partner is responsible for ensuring their payment details are accurate and up to date. The Company accepts no liability for payments made to incorrect account details provided by the Partner.
Refunds and chargebacks
Commission is not payable on orders that are subsequently refunded, cancelled, or charged back. If commission has already been paid on an order that is later refunded, the Company reserves the right to deduct the corresponding amount from future commission payments.
Taxes
The Partner is solely responsible for all taxes, duties, and levies arising from commission payments received under this agreement. The Company will provide a commission summary on request for tax purposes. Where required by law, the Company may withhold applicable taxes from commission payments.
Section 4
Referral Tracking
The Company uses cookie-based and promo-code tracking to attribute sales to Partners. The Partner acknowledges that tracking technology is not infallible and that the Company's tracking data shall be the definitive record of Qualifying Sales and Commission owed.
The Partner must not attempt to manipulate, artificially inflate, or otherwise interfere with tracking data. This includes but is not limited to self-referrals, incentivised clicks, cookie stuffing, and any other fraudulent activity. Any suspected manipulation will result in immediate termination and forfeiture of unpaid commissions.
The Partner may view their click, conversion, and commission data at any time via the Portal. If the Partner believes there is a discrepancy in their data, they must notify the Company at partners@thesmartbag.com within 30 days of the relevant period. Disputes raised after this period will not be investigated.
Section 5
Content Obligations
Content standards
All Content created by the Partner in connection with the Programme must:
- Be accurate, honest, and not misleading about The Smart Bag products or their features
- Comply with all applicable laws and platform rules, including FTC guidelines (see Section 6)
- Be consistent with The Smart Bag brand values — premium, anti-theft, security-focused, masculine lifestyle
- Not make any claims about The Smart Bag products that are not substantiated or expressly authorised by the Company
- Not include defamatory, offensive, discriminatory, or otherwise inappropriate material
Content approval
The Company does not require pre-approval of Content unless the Partner has been provided with a specific campaign brief, in which case Content must be approved in writing before publishing. The Company reserves the right to request removal of any Content that it reasonably believes violates this agreement or damages the Company's reputation.
Minimum activity
There is no minimum posting requirement for Partners. However, Partners who have not generated any clicks or sales in a consecutive 90-day period may have their account reviewed and may be deactivated at the Company's discretion.
Section 6
FTC Disclosure & Advertising Standards
The Partner must clearly and conspicuously disclose their material relationship with The Smart Bag in all Content, in accordance with the Federal Trade Commission (FTC) guidelines and any equivalent regulations in the Partner's jurisdiction.
Acceptable disclosures include but are not limited to: #ad, #sponsored, #partner, "This post contains affiliate links", or equivalent platform-native disclosure tools (such as Instagram's "Paid Partnership" label).
The disclosure must be:
- Clear and prominent — not buried in hashtags or below a "more" fold
- In the same language as the Content
- Present in every piece of Content that promotes The Smart Bag products
The Partner is solely responsible for compliance with FTC guidelines and any applicable advertising standards in their jurisdiction. The Company accepts no liability for the Partner's failure to comply.
Section 7
Prohibited Conduct
The Partner must not, at any time during or after the term of this agreement:
- Make false or misleading claims about The Smart Bag products or the Company
- Use paid advertising (including Google Ads, Meta Ads, or any other paid placement) to promote their Referral Link without prior written consent from the Company
- Bid on The Smart Bag branded keywords in any paid search campaign
- Promote their Referral Link via spam, unsolicited email, or any method that violates applicable law
- Engage in self-referral — purchasing products through their own Referral Link or using their own Promo Code
- Share their Portal login credentials with any third party
- Disparage, defame, or make negative public statements about the Company, its products, or its employees
- Impersonate the Company or create confusion as to the Partner's relationship with the Company
Violation of any of the above may result in immediate termination and forfeiture of all unpaid commissions.
Section 8
Exclusivity
This agreement is non-exclusive. The Partner is free to work with other brands and affiliate programmes. However, the Partner agrees not to simultaneously promote products from direct competitors of The Smart Bag — defined as brands whose primary product offering is anti-theft smart bags or smart leather bags — without prior written consent from the Company.
If the Partner is unsure whether a brand constitutes a direct competitor, they should contact partners@thesmartbag.com for clarification before proceeding.
Section 9
Intellectual Property
Company IP
The Company grants the Partner a limited, non-exclusive, non-transferable, revocable licence to use The Smart Bag name, logo, product images, and brand assets solely for the purpose of creating Content under this agreement. This licence terminates automatically upon termination of this agreement.
The Partner must not alter, distort, or misuse The Smart Bag brand assets. All use must comply with the Brand Guidelines available in the Portal's Resources section.
Partner content
The Partner retains ownership of all original Content they create. By creating Content that features The Smart Bag products, the Partner grants the Company a royalty-free, perpetual, worldwide licence to repost, reshare, and use that Content for marketing purposes, with credit to the Partner where reasonably practicable. The Company will not use Content in paid advertising without the Partner's prior written consent.
Section 10
Gifted Products
The Company may, at its discretion, provide Partners with gifted products for review and content creation purposes. Gifted products are provided free of charge and remain the property of the Partner once received.
Receipt of a gifted product does not obligate the Partner to create any specific Content, nor does it guarantee a positive review. However, the Partner must disclose the gifted nature of any product in related Content in accordance with Section 6.
Gifted products are provided on a case-by-case basis and are not a guaranteed benefit of the Programme. The Company reserves the right to request the return of gifted products in the event of termination for cause.
Section 11
Confidentiality
The Partner agrees to keep confidential all non-public information disclosed by the Company in connection with this agreement, including but not limited to commission rates, product roadmaps, sales data, and business strategies. This obligation survives termination of the agreement for a period of 2 years.
The Partner may not disclose their commission rates or the specific terms of this agreement to any third party without the Company's prior written consent.
Section 12
Term & Termination
Term
This agreement commences on the date the Partner's application is approved and continues indefinitely until terminated by either party in accordance with this section.
Termination by the Partner
The Partner may terminate this agreement at any time by providing 14 days' written notice to partners@thesmartbag.com. Any earned commissions on Qualifying Sales made prior to termination will be paid on the next scheduled payout date.
Termination by the Company
The Company may terminate this agreement:
- At any time, for any reason, with 14 days' written notice — in which case earned commissions on confirmed Qualifying Sales will be paid on the next scheduled payout date
- Immediately and without notice in the event of: fraud, tracking manipulation, material breach of this agreement, conduct that brings the Company into disrepute, or violation of any prohibited conduct outlined in Section 7 — in which case all unpaid commissions are forfeited
Effect of termination
Upon termination, the Partner must immediately cease using The Smart Bag brand assets, remove all Referral Links from active placements, and cease representing themselves as a Smart Bag Partner. Portal access will be deactivated on the termination date.
Section 13
Limitation of Liability
To the fullest extent permitted by applicable law, the Company's total liability to the Partner under or in connection with this agreement shall not exceed the total commission paid to the Partner in the 3 months preceding the event giving rise to the claim.
The Company shall not be liable for any indirect, consequential, incidental, special, or punitive damages, including but not limited to loss of profits, loss of revenue, or loss of data, arising from or in connection with this agreement.
The Company makes no warranty that the Portal will be available at all times or that tracking systems will be error-free. Scheduled maintenance or technical issues do not constitute a breach of this agreement.
Section 14
Governing Law & Disputes
This agreement is governed by and construed in accordance with the laws of the State of Ohio, United States. Any dispute arising out of or in connection with this agreement shall be subject to the exclusive jurisdiction of the courts of Ohio.
Before commencing any legal proceedings, the parties agree to attempt to resolve any dispute through good faith negotiation for a period of 30 days following written notice of the dispute.
Section 15
Amendments
The Company reserves the right to amend this agreement at any time. Partners will be notified of material changes by email to the address registered in their Portal account. Continued participation in the Programme following notification of changes constitutes acceptance of the updated agreement.
If a Partner does not accept the updated terms, they must notify the Company within 14 days of notification and terminate their participation in accordance with Section 12.
Section 16
Contact
All notices, queries, and correspondence relating to this agreement should be directed to:
The Smart Bag LLC — Partner Programme
Email: partners@thesmartbag.com
Address: 579 Eagle Circle, Dayton, Ohio 45429, United States
For general support, contact help@thesmartbag.com.
Agreement acceptance
"By applying to and participating in The Smart Bag Influencer Programme, you confirm that you have read, understood, and agree to be bound by this agreement in its entirety."
Questions? Email partners@thesmartbag.com