In these Terms & Conditions, "Company", "we", "us", and "our" means 3C Digital Media Network, LLC, an Ohio limited liability company.
"Affiliate", "you" and "your" means the individual or organization that is applying to become a participant in the Program and who will accept these terms and conditions upon joining the same.
By accepting these Terms & Conditions you agree to be bound by them and shall enter into a binding agreement with us (the "Agreement").
1. PROGRAM ENROLLMENT.
begin the enrollment process, Affiliate must submit an application on the Company’s
(b) We will evaluate your application in good faith and will notify you of your acceptance or rejection in a timely manner. We may reject your application for any reason or no reason at all.
2. WEBSITE MAINTENANCE AND CONTENT
(b) Content. You may not host any content that is in any way unlawful, harmful, threatening, obscene, harassing, discriminatory, defamatory or otherwise objectionable; facilitates or promotes violence, terrorism, or any other criminal activity; is sexually explicit; or infringes or assists or encourages the infringement of any intellectual property rights belonging to any person.
(c) Display of Company Information. As an affiliate, you are free to display pricing and other information relating to our Service Packages on your website. It is your responsibility to keep such information up-to-date through your own efforts; we will not provide pricing information updates to you. We reserve the right to alter pricing at any time in accordance with our own policies.
(d) Third-Party Content. Affiliate shall not be under any obligation to pre-screen any content added to their website by third parties. However, in the event that Affiliate receives notice of any content that falls under Section 3(b) of this agreement, such content must be removed within five (5) business days of receipt of such notice.
3. AFFILIATE RESPONSIBILITIES:
(b) Affiliate Links. The Affiliate Dashboard will contain all requisite materials for an affiliate link to our website. These materials will include the HTML code for the link and/or a selection of graphics files to which the HTML code should be applied. It is your responsibility to maintain affiliate links on your website. The HTML code as it appears in your Affiliate Dashboard must be copied exactly and not altered in any way. An incorrect HTML code may result in your receiving no credit for sales of Service Packages that are generated through your website.
(c) Graphics. Under no circumstances may any of the graphics files provided by us be modified in any way without our prior written authorization. You may not use graphics files of your own to link to our site. All graphics files that we may provide for use as links may be displayed throughout your website as you deem appropriate, subject to our prior consent. We reserve the right to request the alteration or removal of a link from your website.
(d) Affiliate is prohibited from doing any of the following: (i) you should not create more than one Affiliate account; (ii) you cannot refer yourself, and you will not receive a commission on your own accounts. You should not use our Program to refer companies that you own or in which you have shares or other interests; and (iii) you should not engage in any blackhat SEO/spam link building techniques in order to generate more referrals for the Company.
4. AFFILIATE ADVERTISING:
5. COMPANY RESPONSIBILITIES:
(b) Affiliate Sales Reporting. We will track the following elements of all sales: origin, Service Package selected, and revenue generated. Full reports of all sales generated through the links on your website will be available in your Affiliate Dashboard. We reserve the right to alter the form and content of such reports without notice.
6. COMMISSION AND REFERRAL FEES:
(b) Commission shall be calculated on the following basis:
i. Notwithstanding anything to the contrary in this Agreement, all sales that result from direct referrals will attract a commission of 3%.
ii. In the event that a customer resulting from a direct referral renews a Service Package upon the initial sale for which you earned commission, such a renewal will attract a commission of 3%. Where a customer does not renew a Service Package at the end of that package’s original term but reactivates that Service Package at a later time, this provision shall still apply.
iii. Cookies and IP logs will identify customers that have previously been referred through your website. In the event that such customers are identified, sales that do not fall within Section 6(b)(ii) will (unless referred directly from another affiliate’s website) attract a commission of 3%. This Sub-Section shall apply only until the expiration or removal of our cookies by the customer or for a period of thirty (30) days after the most recent direct referral for a particular customer, whichever is earlier.
iv. In the event that a customer cannot be tracked, no commission will be paid.
(c) Commission shall only be calculated once we have received payment in full from the customer. Only once payment has been received in full will sales be logged in your Affiliate Dashboard but will be shown as pending for thirty (30) days after the order has been completed.
(d) Commission payouts will be scheduled for the 20th of every calendar quarter. Every Affiliate will receive commissions only for subscriptions that have passed a 30-day limit. The minimum payout amount is $50 of commissions per Affiliate.
(e) Commissions will be sent to the PayPal email address of the Affiliate or bank account as provided in their registration data. Existing subscribers may get part of their commissions in the form of free courses or promotional credits added to their accounts, up to the sum of their monthly or yearly subscription fees payable to the Company. Any subsequent commissions shall be sent to their PayPal account, as described above.
(f) In the event of any refunds issued for any reasons including, but not limited to fraud and where such refunds are not incurred through any fault of ours, you may be contacted to arrange for the repayment of any related commission.
(g) By accepting this Agreement you hereby acknowledge that you are solely responsible for the payment of tax on any income you may generate through your involvement in the Program.
(h) We reserve the right to modify our commission rates at any time. You will be given ten (10) business days’ prior written notice (the “Notice Period”) of any such change. You will be given the option to opt out of the Program within the Notice Period and will, on the exercise of that option, be paid any Commission due to you, notwithstanding the total commission earnings requirement.
7. AGREEMENT DURATION AND TERMINATION:
i. Either Party may choose not to renew the Agreement at the end of the Current Term for any reason provided that written notice is given at least ten (10) business days before the end of the Current Term; or
ii. In the event of a material breach of this Agreement, the non-breaching Party may terminate the agreement by providing written notice of the breach to the breaching Party. If the material breach is not rectified within ten (10) business days of the notice, the Agreement will be terminated.
(b) Upon the termination of the Agreement for any reason, Affiliate shall remove the links established under this Agreement and all licenses granted shall terminate.
(c) In the event that we terminate the Agreement for your material breach of any provision contained herein, any Commission owed to you at that time shall be forfeited.
8. INTELLECTUAL PROPERTY:
(b) So long as you are in compliance with this Agreement, Company grants a non-exclusive limited, non-transferable, royalty-free license to use the Company’s logos and trademarks. Affiliate may use our trademarks only to the extent required to establish links and perform obligations as an Affiliate under this Agreement. You may not copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the IPRs, any updates, or any part thereof. Any attempt to do so is a violation of this Agreement. If you breach this restriction, you may be subject to prosecution and damages.
9. LIMITATION OF LIABILITY AND INDEMNITY:
(b) In no event will COMPANY and its affiliates be liable for any indirect, consequential, special, incidental, or punitive damages (including damages for loss of profits, goodwill, or any other intangible loss) arising out of, based on, or resulting from this Agreement or your use or access, or inability to use or access, the WEBSITE, PROGRAM, or any of the materials on the WEBSITE, whether based on (a) breach of contract, (b) breach of warranty, (c) negligence, or (d) any other cause of action, even if COMPANY has been advised of the possibility of such damages. To the fullest extent permissible pursuant to applicable law, COMPANY and its affiliates assume no responsibility for any (e) errors, mistakes, or inaccuracies of the Content or other materials, (f) personal injury or property damages, of any nature whatsoever, resulting from your access to or use of the PROGRAM and WEBSITE, (g) any unauthorized access to or use of our servers and/or any and all personal information stored therein, (h) any interruption or cessation of transmission to or from the WEBSITE, (i) any bugs, viruses, trojan horses, or the like that may be transmitted to or through our WEBSITE and Products by any third-parties, (j) any errors or omissions in any Content or other materials or for any loss or damage incurred as a result of the use of any materials posted, emailed, transmitted, or otherwise made available through the WEBSITE, and/or (k) the defamatory, offensive, or illegal conduct of any third-party. The aggregate liability of COMPANY and its affiliates to you for all claims arising out of or relating to the use of or inability to use any portion of the Services, Products or otherwise under this Agreement, whether in contract, tort, or otherwise is limited to $10.00. Some jurisdictions do not allow the exclusion or limitation of liability for consequential damages. Accordingly, the above limitations may not apply to you. Each provision of this Agreement that provides for a limitation of liability, disclaimer of warranties, or exclusion of damages is intended to and does allocate the risks between the parties under this Agreement. This allocation is an essential element of the Agreement of the parties. The limitations in this section will apply even if any limited remedy fails its essential purpose.
(c) You agree to defend, indemnify, and hold Company, its affiliates, licensors, suppliers, and third-party service providers, and each of their respective members, officers, employees, contractors, agents, successors, and assigns harmless from and against any claims, actions, demands, liabilities, and settlements including, without limitation, reasonable legal and accounting fees, resulting from, or alleged to result from, your use of the website, the Program, or your violation of this Agreement. Company reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by the user, in which event the user will cooperate in asserting any available defenses.