This Affiliate Service Agreement (the “Agreement”) is made by and between The Secrets of a Fairy Godmother™ (SFGM™), a division of and DBA of Our Wildest Dreams, LLC, a Washington Limited Liability Corporation, and you, as an Affiliate utilizing the SFGM™ service (“You”, “Your”, “Affiliate”).
You must agree to abide by the terms and conditions contained in this Agreement in order to participate. Please read this Agreement carefully before registering and using the Service as an Affiliate. By signing up for SFGM™, You indicate Your acceptance of this Agreement and its terms and conditions. If You do not accept this Agreement, do not use the SFGM™ Service as an Affiliate.
The following Agreement is summarized as follows; however, carefully read the entire Agreement:
- You must have an active PayPal account; SFGM™ pays Your commissions only through PayPal.
- SFGM™ reserves the sole right to authorize You, or refuse to authorize You, as an Affiliate of SFGM™.
- SFGM™ reserves the sole right to terminate Your Affiliate status with or without cause.
- You are an Independent Contractor, not an employee.
- You may place our SFGM™’s banners anywhere on Your site as you see fit, or within non-spam emails.
- We may email You concerning new SFGM™ programs.
- We might change the Service, and will notify You when we do.
- Adult, Hate, or other related sites are not allowed.
- Any page that contains SFGM™ links, banners, or code must be written in English.
- As an Affiliate, You can only have one account.
- International Affiliates (those with addresses outside of the 50 U.S. States) are paid via Direct Deposit where possible.
- You won’t hold SFGM™ liable for anything.
- You cannot SPAM. You cannot SPAM. You cannot SPAM. We will terminate Your account on the first offense of SPAMMING. Do not send email to lists or groups You do not have permission to send to. We cannot stress this enough, we WILL terminate Your account on the FIRST offense.
- You may place banners or links within Your newsletters, in the content of Your website, or within other web-related content.
- Affiliate accounts that are left inactive will be removed from our system. An abandoned affiliate account will be assessed a $25 fee once per calendar month until the balance is equal to zero dollars, and is closed. At no time will an Affiliate ever owe monies to SFGM™ based on fees; the account will simply be closed. An abandoned Affiliate account is defined as any account that has not been logged-into for a period of six months, nor have any transactions been posted to that account. If one or the other of those conditions is true, the account will remain in an active state.
- NOT ALLOWED: All other uses of banners or links, such as newsgroups, chat rooms, ICQ, message boards, banner networks, hit farms, counters, or guestbooks etc. are NOT allowed.
- NOT ALLOWED: Any placement of creative in a “Desktop” advertising scheme. This includes any and all 3rd party advertising platforms that use a desktop application to display ads in any form.
- Failure to abide by these rules could mean termination from SFGM™ with a complete forfeit of commissions.
- Fraud is a serious offense, and will be treated as such. Fraud is defined as any action that intentionally attempts to create sales, leads, or click-throughs using robots, frames, iframes, scripts, or manually “refreshing” of pages, for the sole purpose of creating commissions. ANY ATTEMPTED FRAUD OR FRAUD WILL RESULT IN AFFILIATE TERMINATION AND VOIDED COMMISSIONS.
SFGM™ respects the privacy of its users and will not disclose personal information to third parties without the express written permission of You and Your company. If You have any questions please contact firstname.lastname@example.org .
“Affiliate” means an individual or business generating their own traffic and thus rewarded for legitimate sales or other measurable action. Affiliates use SFGM™ to facilitate relationships with Visitors and Customers as well as gain tracking and reporting information, and receipt of commission payment.
“Visitor” means a prospective Customer sent to the SFGM™ website for the purpose of making a purchase.
“Customer” means any person purchasing SFGM™ Programs™, books, videos, and merchandise only in the Special Gifts area of the SFGM™ website.
“Commission” means the payout for sales of SFGM™ Programs™, books, videos, and merchandise only in the Special Gifts area of the SFGM™ website, and based only on money actually received by SFGM™ by the cut-off dates.
“Payout” means the amount of commission SFGM™ agrees to pay for the Affiliate’s sales. The Payout is defined as a percentage of a total sale amount.
“Link” means a hyperlink placed on an Affiliate’s site or in an email, newsletter, etc. that, when clicked on, sends a Visitor through to the SFGM™ website. Links take many forms including text, a product image, buttons, banners, videos or any other format acceptable to the SFGM™.
“Void” means a reversal of a Payout previously earned for a sale that is later rescinded or corrected by the Customer. SFGM™ may Void transactions that are fraudulent, or in the case of returned merchandise, duplicate transactions, or other valid reasons.
“Your Account” means a specific account within the Service, where Commissions are credited.
DESCRIPTION OF AFFILIATE SERVICES
The Affiliate shall contact individuals, groups, organizations and companies to promote SFGM™ Programs™, books, videos, and merchandise only in the Special Gifts area of the SFGM™ website, and represent SFGM™ in a positive manner.
The relationship between SFGM™ and the Affiliate is that of an Independent Contractor. The Affiliate agrees and shall be solely responsible for any personal or income taxes or payroll related costs and deductions, and all personally incurred marketing expenses, related to this Agreement.
This Agreement may be terminated by either party at will. The Affiliate shall receive all earned compensation.
SFGM™ has developed and operates a service (the “Service”) which allows Affiliates to participate in Performance Marketing programs. As an Affiliate of SFGM™ you will be establishing arrangements with Visitors and Customers. All Affiliate relationships established between You, the Affiliate, and SFGM™ Visitors and Customers, will be conducted and managed through the Service.
As an Affiliate of the Service, you may place and remove Links on Your site and in acceptable locations.
- You place SFGM™ banners anywhere on Your site as you see fit, or within non-spam emails.
- Adult, Hate, or other related sites are not allowed
- Any page that contains SFGM™ links, banners, or code must be written in English.
You will receive a Commission for sending SFGM™ sales authorized via Your Links. In order to place Links, You must first be approved by SFGM™ to become an Affiliate of the SFGM™ program. You understand that the Payout amount may be changed at any time. You are responsible for determining if the Payout for a Link You have placed on Your site has changed or been discontinued.
The Affiliate shall receive the following compensation for services performed:
- SFGM™ will compensate the Affiliate with a total of 60% (sixty percent) commission on the SFGM™ Program™, and merchandise only in the Special Gifts area of the SFGM™ website, sold by the Affiliate through their unique affiliate link.
- Should the Affiliate choose to lead his or her own marketing team, SFGM™ will compensate only the Affiliate with a total of 60% (sixty percent) commission, and the Affiliate will be responsible for compensating his or her marketing team.
The Affiliate shall receive earned compensation only through an active PayPal account; it is the Affiliate’s responsibility to maintain an active PayPal account.
You will be paid Your commissions at such time as Your account balance is $10 or more. You will be paid Your commissions only on funds actually received by SFGM™ by our cut-off dates. When funds from Your sale occur after the cut-off dates, the commission(s) will be paid in the next pay period. Pay periods are twice monthly. The cut-off dates are the 15th of the month, and the last business day of the month. Payouts of Your commission will be within five business days of the cut-off dates. All statistics are collected and calculated by SFGM™, and will be the only valid statistics used for determining commissions.
Money credited to Your Account does not accrue interest. In the event of a Void by a Customer, SFGM™ may recover from You the corresponding Commission previously credited to Your Account. The Void Commission will be immediately deducted from Your Account balance. In the event that Your Account balance is less than the Void Commission, the Void Commission will be deducted against Your future earnings. You will NEVER be asked to send money to SFGM™.
SERVICE AND SUPPORT
SFGM™ will provide support for the Service as indicated on the SFGM™ website.
SFGM™ reserves the right to send email to You for the purposes of informing You of applicable changes or additions to the Service or any SFGM™ related products and services.
CHANGES TO THE SERVICE
SFGM™ reserves the right to change, modify, add or remove portions of this Agreement at any time and may add to, change, suspend or discontinue any aspect of the Service at any time. In the event of any material change, SFGM™ will notify You via email, newsletter, or the SFGM™ Web site at least seven days prior to any such changes taking effect, at which time You may either agree to such changes or withdraw from the Service.
To sign up as an Affiliate of SFGM™ and to use the Service as an Affiliate Partner You must be at least 18 (eighteen) years of age, and supply a valid tax-ID, which may be Your social security number for individuals, or a federal tax-id for corporations or entities.
THE FOLLOWING TYPES OF SITES ARE NOT ALLOWED TO PARTICIPATE IN SFGM™: ADULT SITES, SITES THAT DISPLAY ADULT BANNERS, SITES THAT PROMOTE VIOLENCE, BIGOTRY, OR HATRED. SITES THAT PROMOTE ILLEGAL ACTIVITY, including but not limited to WAREZ, CRACKING, and HACKING SITES. As part of the registration process, You will select a username and password combination that You use to access Your Affiliate area within the Service. You shall provide SFGM™ with accurate, complete and updated registration information. You may not select the name of another person with the intent to impersonate that person or deceive members or other users as to Your true identity. You agree that SFGM™ may rely on any data, notice, instruction or request furnished to SFGM™ by You which is reasonably believed by SFGM™ to be genuine and to have been sent or presented by a person reasonably believed by SFGM™ to be authorized to act on Your behalf. You shall notify SFGM™ by email at email@example.com of any known or suspected unauthorized uses of Your Account, or any known or suspected breach of security, including loss, theft or unauthorized disclosure of Your username and password. You shall be responsible for maintaining the confidentiality of Your username and password and You are responsible for all usage and activity on Your Account, including use of the account by a third party authorized by You to use Your Account. Any fraudulent, abusive or otherwise illegal activity may be grounds for termination by SFGM™ and referral to the appropriate law enforcement agencies.
You represent to SFGM™ that all content You provide to the Service is solely owned by You or provided by You with the express authority of the company You represent, does not infringe upon any other individual’s or organization’s rights (including, without limitation, intellectual property rights) and is not defamatory, libelous, unlawful or otherwise objectionable. You shall not provide, promote, distribute, place or otherwise publish as an Affiliate of the Service any content, or website that includes content which is libelous, defamatory, obscene, pornographic, abusive, fraudulent or violates any law. As SFGM™ may not review all information provided by You, You shall remain solely responsible for Your content and website.
Links may not be placed in newsgroups, unsolicited e-mail, ICQ, banner networks, counters, chatrooms or guestbooks. Any Link placed must be done in such a way that it is not misleading to any Visitor and done with the intention of delivering valid sales to SFGM™.
SFGM™ RESERVES THE RIGHT TO DEEM ANY SITE INAPPROPRIATE AND TERMINATE SFGM™’S ASSOCIATION. If You are terminated from the Service, SFGM™ has the right to withhold money You earned within the Service or money that You owe within the Service and You will not be allowed to re-join SFGM™.
The Service, its operation, its use and the results of such use shall be performed in a workmanlike manner. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, SFGM™ DISCLAIMS ALL WARRANTIES EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, IN RELATION TO THE SERVICE, ITS USE AND THE RESULTS OF SUCH USE. WITHOUT LIMITING THE FOREGOING, SFGM™ SPECIFICALLY DISCLAIMS ANY WARRANTY (A) THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, (B) THAT DEFECTS WILL BE CORRECTED, (C) THAT THERE ARE NO VIRUSES OR OTHER HARMFUL COMPONENTS, (D) THAT THE SECURITY METHODS EMPLOYED WILL BE SUFFICIENT, OR (E) REGARDING CORRECTNESS, ACCURACY, OR RELIABILITY. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SFGM™ will make reasonable commercial efforts to keep its transaction service operational during normal business hours. However, certain technical difficulties may, from time to time, result in temporary service interruptions. Affiliate understands and acknowledges that it is normal to have a certain amount of system downtime and further agrees not to hold SFGM™ liable for any of the consequences of such interruptions. SFGM™ SHALL HAVE NO LIABILITY FOR UNAUTHORIZED ACCESS TO, OR ALTERATION, THEFT OR DESTRUCTION OF ANY WEB SITE OF AFFILIATE OR AFFILIATE CUSTOMER DATA FILES OR SYSTEMS OR PROGRAMS THROUGH ACCIDENT, FRAUDULENT MEANS OR DEVICES. SFGM™ SHALL HAVE NO LIABILITY WITH RESPECT TO SFGM™ OBLIGATIONS HEREUNDER OR OTHERWISE FOR CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES EVEN IF SFGM™ HAS BEEN NOTIFIED OF SUCH DAMAGES. ANY LIABILITY OF SFGM™ HEREUNDER SHALL BE LIMITED TO THE REVENUE EARNED BY SFGM™ AS A DIRECT RESULT OF THIS AGREEMENT.
LIMITATION OF LIABILITY
SFGM™ OR ITS SUPPLIERS OR RESELLERS SHALL NOT BE LIABLE TO YOU OR ANY OTHER PERSON FOR (I) ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER ARISING OUT OF THE USE OF OR INABILITY TO USE THE SFGM™ SERVICE OR ANY INFORMATION PROVIDED ON THE SFGM™ WEBSITE OR ANY OTHER HYPERLINKED WEBSITE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA, EVEN IF SFGM™ OR AN SFGM™ AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS OR OTHER INACCURACIES IN THE WEBSITE OR ANY HYPERLINKED WEBSITE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, SFGM™’S LIABILITY IS LIMITED TO THE SMALLEST AMOUNT PERMITTED BY LAW. THIS PARAGRAPH WILL SURVIVE THE FAILURE OF ANY EXCLUSIVE OR LIMITED REMEDY.
You agree that SFGM™, although the provider of the Service, has no responsibility or liability as a result of Your placement of authorized Links from Your website, and You agree to indemnify, defend, and hold harmless SFGM™ and its affiliates, officers, directors, employees and agents from and against any and all liability, claims, losses, damages, injuries or expenses (including reasonable attorneys’ fees) directly or indirectly arising from or relating to any offer or any other matter related to this Agreement or the subject matter hereof and any dispute relating thereto.
SFGM™ agrees to indemnify, defend, and hold harmless Affiliate and its officers, directors, employees and agents from and against any and all liability, claims, losses, damages, injuries or expenses (including reasonable attorneys’ fees) directly or indirectly arising from or relating to SFGM™’s negligence or willful misconduct in performance of the Services or its breach of this Agreement.
SFGM™ acknowledges that in the course of this Agreement it shall have access to confidential and proprietary information (“Confidential Information”) of Your company. SFGM™ agrees not to disclose or disseminate the Confidential Information without Your prior express written consent. The term “Confidential Information” shall not include information that is or becomes part of the public domain through no action or omission of SFGM™, that becomes available to SFGM™ from third parties without knowledge by SFGM™ of any breach of fiduciary duty, or that SFGM™ had in its possession prior to the date of this Agreement. SFGM™ does not collect information about a Customer’s transactions, other than what is passed to us through the installed tracking code and displayed on Your own transaction reports. Any information we receive is used solely for tracking and Commission payment purposes. SFGM™ reserves the right to be able to utilize this data in aggregate to analyze Service trends, monitor Service efficiencies, and perform such other analysis as SFGM™ deems appropriate.
OWNERSHIP AND LICENSES
You, the Affiliate, are granted a non-exclusive, limited, revocable right to use SFGM™ provided trademarks and banners. All images, technology and content provided for Your use is and shall remain the sole property of SFGM™, and no part thereof shall be deemed assigned or licensed to You except as explicitly provided for herein. All intellectual property rights, including trademarks, copyrights, patent rights or applications, trade names and service marks related to the foregoing shall remain SFGM™’s sole property, including rights in and to any derivatives thereof. You may not modify the trademarks, banners, the content or any of the images provided to You in any way.
SFGM™ may immediately terminate Your license to use the marks if SFGM™ reasonably believes that such use dilutes, tarnishes or blurs the value of the marks. You acknowledge that Your use of the marks will not create in You, nor will You represent that You have, any right, title or interest in or to the marks other than the license granted by SFGM™. You will not challenge the validity of or attempt to register any of the marks or Your interest therein as a licensee, nor will You adopt any derivative or confusingly similar names, brands or marks or create any combination marks with the marks. You acknowledge SFGM™’s ownership and exclusive right to use the marks and agree that all goodwill arising as a result of the use of the marks shall inure to the benefit of SFGM™.
SFGM™ makes no representations whatsoever about any other website. In addition, a link to a non-SFGM™ website does not mean that SFGM™ endorses or accepts any responsibility for the content or the use of such website.
Affiliate may not assign this Agreement to any other party or person.
Neither party shall be liable hereunder by reason of any failure or delay in the performance of its obligations hereunder on account of strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, governmental action, labor conditions, earthquakes or any other cause which is beyond the reasonable control of such party.
This Agreement shall be governed by Washington State, U.S.A. law (except for conflict of law provisions). The exclusive forum for any actions brought in connection with this Agreement shall be in the state and federal courts in and for the State of Washington, U.S.A. and you consent to such jurisdiction. The application of the United Nations Convention on the International Sale of Goods is expressly excluded.
This Agreement represents the complete agreement concerning this license and may be amended only in writing executed by both parties. If any provision of this Agreement is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable.