Promotional Partnership Agreement

This Promotional Partnership Agreement (“Agreement”) is entered into by and between DogStar Roasters (“DogStar Roasters” or “DogStar”), with its principal address at 30 North Gould Street, Sheridan, Wyoming 82801, and the undersigned organization (“Shelter”) with its principal address as set forth below. DogStar and Shelter may be referred to individually as a “Party” and collectively as the “Parties.” 

  1. Purpose. DogStar Roasters is committed to helping pet shelters and rescue organizations place pets in loving homes. In furtherance of that mission, DogStar Roasters will conduct occasional promotional campaigns (each a “Campaign”) during which a portion of net profits from product sales will be donated to a designated Shelter or approved 501(c)(3) canine rescue organization. This Agreement sets forth the terms for such Campaigns. 
  1. Participation and Registration. 
  1. Registration Requirement. Shelter must register with DogStar Roasters and verify its status as a 501(c)(3) nonprofit organization (or, in the case of other canine rescue organizations, provide equivalent verification) before participating in any Campaign. 
  1. No Guaranteed Payment. Outside of a specific Campaign as described in Section 3 below, Shelter’s participation as a Registered Shelter does not create an entitlement to any profit distribution. 
  1. Campaign Terms and Profit Split. 
  1. Campaign Definition. A Campaign is a limited-time promotional event with a clearly stated start date, end date, and description (for example, a “Holiday Sales Event” or “Roast of the Month”). Campaign details will be set forth in a separate Campaign Notice that DogStar Roasters will issue prior to the launch of that Campaign. (See Attachment A for a Sample Campaign Notice). 
  1. Designated Rescue. In any Campaign, DogStar Roasters shall designate Shelter as the  beneficiary of a 20% profit share from the proceeds of a campaign. If Shelter is the designated beneficiary, that Campaign’s materials (web copy, social media, and advertising) will identify the Shelter as the recipient. DogStar Roasters reserves the right to select any eligible 501(c)(3) canine rescue organization as the designated beneficiary, even if multiple organizations are registered as partners. 
  1. Profit Split. For sales made during a Campaign, after DogStar Roasters recoups its direct costs and allowable business expenses (as defined below), “Net Profit” will be calculated and divided as follows: 
  1. DogStar Roasters: 80% of Net Profit 
  1. Shelter (or the designated rescue organization for that Campaign): 20% of Net Profit 
  1. Definition of “Net Profit.” For the purposes of this Agreement, “Net Profit” shall mean the gross revenue generated from sales during a Campaign, less the following  
  1. Cost of Goods Sold (COGS) 
  1. Shipping and Handling Expenses 
  1. Payment Processing Fees 
  1. Direct Campaign Marketing and Promotional Expenses 
  1. Sales Taxes 
  1. Payment Terms. Within 45 days following the last day of any Campaign, DogStar Roasters shall remit to the Shelter its designated share of the net profits from that Campaign, as calculated in accordance with the terms of this Agreement.  
  1. Media and Promotional Materials 
  1. Media Contributions. Shelter may provide photos, videos, and copy (“Media”) to DogStar Roasters for use in connection with Campaigns. By providing such Media, Shelter grants DogStar Roasters a nonexclusive, worldwide, royaltyfree license to use, display, reproduce, and distribute the Media in connection with DogStar Roasters’ advertising, website, social media, and other promotional activities. 
  1. Approval of Materials. The parties will endeavor in good faith to draft a Campaign Notice, describing the basic features of a campaign. DogStar Roasters has final approval over all web copy and media used in any Campaign, although it will consider and take into account the advice provided by Shelter on crafting the campaign and its content. 

Term and Termination 

  1. Term. This Agreement will continue until terminated by either Party. 
  1. Termination of Agreement or Campaign. DogStar Roasters may terminate this Agreement or any individual Campaign at any time prior to the publication or dissemination of the associated Campaign materials, for any reason. Termination will not affect any obligations arising out of a Campaign already in progress. 
  1. No Additional Compensation.  
  1. Shelter acknowledges that apart from its participation in a specific Campaign, as set forth herein, it is not entitled to any further payments or profit shares from DogStar Roasters. This Agreement does not create any trademark, license, or other financial rights in the DogStar Roasters brand or business. 
  1. At the conclusion of each calendar year, DogStar Roasters may, in its sole and absolute discretion, elect to make an additional donation to one of its registered shelters. DogStar Roasters may choose any registered shelter, decide not to select any shelter, and determine the donation amount—or even elect to contribute no money at all—without any obligation or guarantee. This additional donation is entirely independent of any Campaign-related profit-sharing arrangements and is provided solely as a discretionary gift by DogStar Roasters. 
  1. Entire Agreement. This Agreement, together with any Campaign Notice issued by DogStar Roasters, constitutes the entire understanding between the Parties and supersedes all prior agreements and understandings regarding the subject matter hereof. 
  1. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Wyoming, without regard to its conflict of law principles. 
  1. Amendments. Any amendment to this Agreement must be in writing and signed by both Parties. 

By clicking the I Agree box, the Parties acknowledge that they have read, understood, and agree to be bound by the terms of this Promotional Partnership Agreement. 

Schedule A: Sample Campaign Notice 

Campaign Name: Holiday Adoption & Espresso Event 

Campaign Duration: 

  • Start Date: December 1, 2023 
  • End Date: December 31, 2023 

Campaign Description: 
DogStar Roasters will launch a special holiday-themed promotion featuring a limited-edition coffee blend. During this Campaign, all promotional materials (including website features, social media posts, and local advertising) will highlight the mission to support pet adoption. Proceeds from sales during the Campaign will contribute to [Shelter Name]’s adoption efforts, providing additional resources to help place pets in loving homes. 

Designated Beneficiary: 

  • For this Campaign, [Shelter Name] is the designated beneficiary of the profit share. 

Beneficiary Website to be featured on all Campaign Media: 

  • [WEBSITE] 
  • [WEBSITE] 

Media and Promotional Materials: 

  • [Shelter Name] will provide photos, videos, and copy featuring its animals for use in the Campaign. 
  • DogStar Roasters retains final approval over all campaign materials, though input from [Shelter Name] will be considered. 

Shelter Contributed Campaign Copy: 

[SHELTER ADDRESS, MISSION, STORY, ABOUT, FEATURED PET] 

DogStar Roasters 
Authorized Representative 
Date: _______________________ 

[Shelter Name] 
Authorized Representative 
Date: _______________________ 

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