EFFECTIVE DATE: June 20th, 2020
Is There A Legal Agreement That Covers My Use Of The RIDE 1UP Website?
AGREEMENT BETWEEN USER AND RIDE1UP, INC. (HEREINAFTER REFERRED TO AS “RIDE 1UP”)
The RIDE 1UP Website is composed of various web pages operated by RIDE 1UP. “RIDE 1UP Website” shall be defined herein to include RIDE1UP.com and all other web pages operated or hosted directly by RIDE 1UP or offered by RIDE 1UP via a third-party hosting service provider (“Services”).
The RIDE 1UP Website is offered to you conditioned on your acceptance without modification of the terms, conditions and notices contained herein. Your use of the RIDE 1UP Website constitutes your agreement to all such terms, conditions and notices.
RIDE 1UP reserves the right to disclose aggregated data, or information or statements we publish without attribution to any identifiable individual, or specific data or statements that you separately and specifically agree we can share with the larger public or media, without infringing upon the user’s confidentiality.
What About Third Party Websites That Are Linked To The Website?
LINKS TO THIRD PARTY SITES
The RIDE 1UP Website may contain links to other websites (“Linked Site(s)”). The Linked Sites are not under the control of RIDE 1UP, and RIDE 1UP is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. RIDE 1UP is not responsible for webcasting or any other form of transmission received from any Linked Site. RIDE 1UP is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by RIDE 1UP of the site or any association with its operators.
What If I Want To Hyperlink To The Website?
HYPERLINKS TO THE RIDE 1UP WEBSITE
You may create text hyperlinks to the RIDE 1UP Website, provided such links do not, directly or indirectly, (a) portray RIDE 1UP or any of its Products in a false, misleading, derogatory or otherwise defamatory manner; or (b) contain any adult or illegal material, or any material that is offensive, harassing or otherwise objectionable.
What About Passwords For My Access To The RIDE 1UP Website?
PASSWORDS AND ACCOUNT SECURITY
You agree and understand that you are responsible for maintaining the confidentiality of passwords associated with any account you use to access the Services. Accordingly, you agree that you will be solely responsible to RIDE 1UP for all activities that occur under your account. If you become aware of any unauthorized use of your password or of your account, you agree to notify RIDE 1UP immediately at [email protected] You agree to not share access to the RIDE 1UP Website.
What Are RIDE 1UP’s Terms of Sale for Products and Services?
TERMS OF SALE
Please read these Terms of Sale carefully as they form the basis of your contract with RIDE 1UP. This agreement is made at the time of you ordering any products or services offered to you and purchased by you via a RIDE 1UP Website (“Products”) and becomes legally binding upon your first payment for the Products. By purchasing Products from RIDE 1UP, you signify you have read and accepted these Terms of Sale.
(a) Ordering and Product/Services Policies
You must be 18 years of age or over and possess the legal capacity and authority to purchase Products from RIDE 1UP. You may not use RIDE 1UP Products for any illegal or unauthorized purpose. RIDE 1UP reserves the right to refuse service to anyone for any reason at any time.
RIDE 1UP may, in its sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that RIDE 1UP makes a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made. RIDE 1UP reserves the right to limit or prohibit orders that, in its sole judgment, appear to be placed by dealers, resellers or distributors.
Certain Products may be available exclusively online through the RIDE 1UP Website. These Products may have limited quantities and are subject to return or exchange only according to RIDE 1UP’s Shipping/Refund Policy.
RIDE 1UP has made every effort to display as accurately as possible the colors and images of our Products that appear on the RIDE 1UP Website; however, the look of the final purchased Product may differ from Product images shown on the RIDE 1UP Website. RIDE 1UP does not guarantee that your computer monitor’s display of any color will be accurate.
RIDE 1UP reserves the right, but is not obligated, to limit the sales of its Products to any person, geographic region or jurisdiction. RIDE 1UP may exercise this right on a case-by-case basis. RIDE 1UP reserves the right to limit the quantities of any Products that it offers. All descriptions of Product pricing are subject to change at any time without notice, in the sole discretion of RIDE 1UP.
RIDE 1UP reserves the right to discontinue the offering or sale of any Product at any time. Any offer for purchase of any Product made to RIDE 1UP on the RIDE 1UP Website is void where prohibited.
RIDE1UP reserves the right to make changes to product information on our site at any time without notice. This may include but not limited to selling prices, colors, equipment and materials.
RIDE 1UP is not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of a Product.
(b) Payment and Credit Card Services
You agree to provide current, complete and accurate purchase and account information to RIDE 1UP for all purchases made at the RIDE 1UP Website. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that RIDE 1UP can complete your transactions and contact you as needed.
You understand that your Submissions (not including credit card information) may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Credit card information is encrypted during transfer over networks.
(c) Shipping and Returns Policy
It is the responsibility of you the customer to VERIFY SHIPPING ADDRESS and delivery date. RIDE 1UP is not responsible for lost or missing packages delivered by the carrier. If the carrier cannot deliver the product to the address provided, you will be charged up to a $250 fee for the product to be resent or returned and restocked in our inventory. RIDE 1UP will deduct the fee from any potential return.
There is a 30-day return policy on our electric bikes. After assembling and testing your bike, if you are not satisfied with the bike for any reason, please contact our support team on our Contact Us Page of our website. We will provide you the correct address for return. You will receive 100% refund as long as the bike arrives back to us in the condition it was delivered to you. We only charge a restocking fee for orders that are cancelled or shipments returned that were never assembled or tested. From your refund we will deduct the cost of cleaning and repairing any aspects of the bike that were damaged of left dirty by the buyer returning the bike. Buyer is responsible for the cost of return shipping. Buyer is also responsible for safely packaging and shipping the bike to us within 30 days. If you have damaged or failed to safely package the bike, we will deduct the damages from the refund. We suggest keeping the original packing material and box until you are sure the bike is the right fit for you. This way you will be able to safely repackage and re-secure the bike for return shipping.
To qualify for a return, the bike must meet the following conditions:
- Odometer must read less than twenty (20) miles.
- Be free of any dirt, wear and tear, fragrances, or any other signs of use.
- Be free of any defectives from assembly such as stripped bolts, scratched frames, etc.
- Must include all contents of the original package which include but are not limited to the charger, keys, tools, hardware, and any free gifts.
- Provide photos of the odometer, bike before disassembly, and the packaged bike to our Support Team. Full instructions can be found on our Return and Pre-Order Policy Page.
If the return conditions above are met, Ride1Up reserves the right to provide a prepaid shipping label to the customer. If this option is selected by the customer, $150-$250 (varies by model and shipping cost) will be deducted from the final refund amount plus any potential deductions from damage or other excluded usage.
Returns are only available for customers ordering in the United States within the contiguous 48 states.
Returns are not available on batteries or accessories.
Customer pays return shipping costs.
The customer must provide tracking within 30 days of delivery and ensure the product arrives safely without damage to the return shipping address.
The product arrives free from damage, even if damaged occurred during return shipment.
Orders may not be cancelled during shipment or once processed by our facility.
BLACK FRIDAY AND CYBER MONDAY SPECIALS: All sales are final on Black Friday and CYBER Specials and we are not accepting returns on any Black Friday or Cyber Monday Orders. 30 Day Return Policy is not applicable on Black Friday or Cyber Monday Specials.
(d) Pre-Order and Cancellation Policy
Pre-orders are charged at the time of ordering. The product will be listed “Out of Stock” with an estimated ship date.
The estimated shipping date may change based on the color or model you select. Shipping estimates may be changed and are not guarantees.
You can contact us via email at any time before your order has processed for shipment for a refund.
Cancellations/refunds before the order has shipped will be subject to a 3% payment processing charge which goes to the credit card companies (this is a charge we do not get back). We process orders as quickly as possible. Once our warehouse receives the order for processing, shipping cannot be cancelled and will be subject to a $250 fee.
If an order is cancelled during or after it is processed for shipment, or returned to sender upon delivery at the correct address, it will be subject to a $250 fee.
VERIFY SHIPPING ADDRESS and delivery date. If the carrier cannot deliver the product to the address provided, you will be charged up to a $250 fee for the product to be resent or returned and restocked in our inventory. Ride1up will deduct the fee from any potential return.
The estimated shipping date listed on the product page may change for new orders as models are sold. We will work to fulfill orders on a first-come-first-served basis
(e) Warranty Information (eBike)
Each new RIDE 1UP electric bike comes with a limited manufacturer’s warranty for the original retail purchaser. This warranty provides each original retail purchaser of a Ride1UP eBike with a warranty against manufacturer’s defects only.
Warranty claims only exist for initial faults that were already present at the time of handover. RIDE 1UP grants a 1-year guarantee for manufacturing defects only.
If your product is shipped to you and arrives damaged, please contact us directly by phone or e-mail within 3 working days from the date of delivery. Please note that any damage caused by shipping is not covered by any warranty, however a claim may be filed with the shipping company and we will work together to resolve damaged goods on arrival. Cosmetic defects to components don’t necessitate replacement or any refund, but for major aesthetic damage a credit may be issued, or replacement sent only if the item is functionally damaged after RIDE 1UP has been given the opportunity to replace any failed components back to working, like-new condition. We will not cover any damage caused when owner sets up their own shipping option including using a freight forwarding or similar service.
RIDE 1UP reserves the right to determine if the product has been operated in accordance with the products intended use and whether user error and or neglect is the cause for the product damage or failure. RIDE 1UP may require videos and photographic submissions to review each warranty claim. If the issue is not clearly evident in the submitted photos, customer will be required to send additional video or photographs that clearly show the issue or concern. If Ride1Up has determined this claim is not covered under warranty and the customer is within the 30 day return, the customer is responsible for the return shipping costs which will be deducted from the final refund amount.
RIDE 1UP reserves the right to use substitute parts, materials and equipment that meet equivalent value and RIDE 1UP’s quality standards as part of any warranty claim.
This warranty shall be effective only if all the following conditions are met:
- If the bike was purchased directly from Ride1up.com or one of our authorized retailers
- If you are the original and first owner of the bike (warranty is not transferable)
- If the bike has followed all intended use purposes
- If the electronics have not been repaired or modified.
- Although professional is not required, we suggest our bikes be assembled by knowledge bike mechanic or professional. If any components are damaged as result of customer incorrectly installing a component, the customer will be responsible for replacement and shipping costs. (eg: Crank arm damage, stripped bolts, damaged headset from improper assembly, etc)
- Rider and purchaser is 18 years of age or over and possesses the legal capacity and authority to purchase and ride an eBike.
- The bike is ridden only on paved roads and trails. Using the bike for any other purpose may result in serious injury.
- Maximum total weight of rider including any cargo is at all times below 275lbs.
How To Handle Warranty Claims
RIDE 1UP will cover labor and parts within the 30-day period after purchase. Our credit for labor is based on a standard fee schedule for bike repairs and could be higher or lower than the cost at your local bike shop. You must wait for us to ship warrantied component rather than replacing on your own. Please allow 1-3 weeks for shipping replacement components, if the component is in stock. In the rare occasion that a replacement component is not in stock, RIDE 1UP reserves the right to obtain the product from a third party vendor and will not responsible for any potential shipping delays. It is the owner’s responsibility to immediately inspect your bike on receipt, within 3 days. Freight claims are time sensitive. To quickly resolve the issue the owner must send an email with a photo and/or video if appropriate to our Support Team using our Contact Us Page. We will make any necessary repairs to remedy the situation.
After 30-day free repair period Ride1UP will ship replacement parts within the year at no charge. The owner will be responsible for labor. Warranty parts will be shipped in the U.S. only at our cost. It will be necessary to send an email with a photo and or video as appropriate to our Support Team using our Contact Us Page, so we diagnose any issue.
Ride RIDE 1UP reserves the right to make judgement determinations of proper use based on the evidence provided and may require additional photos and or videos of the item or issue in question.
The warranty applies only to customers purchasing in the Mainland United States. No other party other than RIDE 1UP may change the terms. This WARRANTY DOES NOT COVER THE FOLLOWING:
Normal wear and tear from use or exposure to the elements. All normal wear and tear damage to the product is not covered by warranty. Any portion of the product worn or broken from use is not covered by the warranty.
- Damage or failure from abuse, neglect, misuse, or accident.
- Damage or failure from modification of any of the bikes systems.
- Damage or failure of any part of the electrical system resulting from improper storage or charging of the battery. Improper charging of the battery could cause serious external damage to persons or property.
- Installation of any 3rd party parts, accessories, or electrical components.
- Lost or damaged keys to the bike are not covered by warranty.
- If customer does not provide sufficient video or photographic evidence of the warranty claim.
- All warranties are void if used for any purpose other than the reasonable intended use.
(g) Battery Use Risk
Improper use, care, or charging of a lithium Ion battery could cause serious injury to the product, property, or persons. If the battery is tampered with or damaged in any way, do not use the product and find a hazardous waste removal center immediately.
It is the responsibility of the purchaser to maintain safe storage and treatment of the battery at all times.
Only use the charger that came with your product. Just because a charger fits in your device doesn’t mean that it is safe to use.
Keep your device out of extremely high or low temperature locations. Do not place the battery in direct sunshine, or store the battery inside cars in significant hot or cold weather.
Do not expose the battery to water or allow the battery to get wet.
Do not continue charging the battery if it does not recharge within the specified charging time. Doing so may cause the battery to become hot, explode, or ignite.
Do not use your device if you notice any damage to the battery after dropping it. If you suspect damage to the battery, email our support or dispose of the battery and order a replacement.
Do not disassemble or modify the battery in any way. Modifying your electronic significantly increases the risk of explosion
(h) Proprietary Rights
The Products sold by RIDE 1UP, whether sold through the RIDE 1UP Website or other sales channel, contain proprietary designs which are the sole property of RIDE 1UP. Accordingly, any attempt to reverse engineer, or recreate by other methods, any RIDE 1UP Product, is prohibited.
[Are There Restrictions On How I Use And Access The Website?]
NO UNLAWFUL OR PROHIBITED USE
As a condition of your use of the RIDE 1UP Website, you warrant to RIDE 1UP that you will not use the RIDE 1UP Website for any purpose that is unlawful or prohibited by these terms, conditions and notices. Specifically, You are not allowed to (directly or indirectly): (a) resell or otherwise make commercial use of the RIDE 1UP Website or its contents; (b) collect or use any images, descriptions, or other content included in the RIDE 1UP Website contents, or any portion thereof; (c) copy, imitate, distribute, publicly perform, or publicly display any RIDE 1UP Website contents; (d) modify or otherwise make any derivative uses of the RIDE 1UP Website or its contents, or any portion thereof; (e) use data mining, robots or similar data gathering or extraction methods on the RIDE 1UP Website; (f) perform, or release or disclose the results of, any benchmark testing or vulnerability assessments of the RIDE 1UP Website; (g) introduce into the RIDE 1UP Website any viruses, trojan horses, malware, spyware, adware or other disruptive software, or any software code, which is designed to disrupt, damage, or perform unauthorized actions on a computer system; (h) remove or alter any proprietary notices or labels on or in the RIDE 1UP Website; (i) use the RIDE 1UP Website to directly or indirectly develop any product or service that competes with the RIDE 1UP Website; (j) download (other than page caching) any portion of the RIDE 1UP Website or its contents or any information contained therein, except as expressly permitted on the RIDE 1UP Website; or (k) use the RIDE 1UP Website or its contents other than for their intended purpose.
You may not use the RIDE 1UP Website in any manner, which could damage, disable, overburden, or impair the RIDE 1UP Website or interfere with any other party’s use and enjoyment of the RIDE 1UP Website. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the RIDE 1UP Website, including, but not limited to, data mining, robots, or similar data gathering and extraction tools.
What If I Want To Post Materials On The Website?
MATERIALS PROVIDED TO RIDE 1UP OR POSTED TO ANY RIDE 1UP WEBSITE
RIDE 1UP does not claim ownership of the materials you provide to RIDE 1UP (including feedback and suggestions) or post, upload, input or submit to any RIDE 1UP Website (collectively “Submissions”). However, by posting, uploading, inputting, providing or submitting your Submission you are granting RIDE 1UP and necessary sub-licensees permission to use your Submission in connection with the operation of their businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; none of which will reveal your name in connection with your Submission unless you, the individual user, agree to permit such in a separate agreement with RIDE 1UP.
No compensation will be paid with respect to the use of your Submission, as provided herein. RIDE 1UP is under no obligation to post or use any Submission you may provide and may remove any Submission at any time in RIDE 1UP’s sole discretion.
By posting, uploading, inputting, providing or submitting your Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.
Can RIDE 1UP Deny Me Access To The Website?
RIDE 1UP reserves the right, in its sole discretion, to edit, refuse to post, or remove any information or materials, in whole or in part, or to terminate your access to the RIDE 1UP Website and the related services or any portion thereof at any time, without notice.
Does RIDE 1UP Own The Contents Of Its Website?
All contents of the RIDE 1UP Website are: Copyright 2021 by RIDE1UP, Inc. All rights reserved.
all RIDE 1UP trademarks are strictly owned by RIDE 1UP, and nothing in these terms can be construed to transfer ownership rights or grant any permission, license or other rights to any RIDE 1UP trademark without written authorization from RIDE 1UP.
The names of actual companies and products mentioned within the RIDE 1UP Website may be the trademarks of their respective owners.
Any rights not expressly granted herein are reserved.
I’m A Website User From Outside of The United States – Anything I Should Know?
What About Website Privacy?
PRIVACY AND PERSONAL INFORMATION
Any Other Legal Stuff I Should Be Aware Of?
THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE RIDE 1UP WEBSITE OR IN PRODUCT USE AND ASSEMBLY MANUALS MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. RIDE 1UP MAY MAKE IMPROVEMENTS AND/OR CHANGES TO THE RIDE 1UP WEBSITE OR ITS PRODUCT USE AND ASSEMBLY MANUALS AT ANY TIME.
RIDE 1UP MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED ON OR MARKETED VIA THE RIDE 1UP WEBSITE FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND. RIDE 1UP HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, PRODUCT USE, PRODUCT ASSEMBLY, SERVICES AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
GENERAL LEGAL TERMS
You acknowledge and agree that the form and nature of the Services, which RIDE 1UP provides, may change from time to time with or without prior notice to you.
As part of RIDE 1UP’s continuing innovation, you acknowledge and agree that RIDE 1UP may stop (permanently or temporarily) providing the Services to you or to users generally at RIDE 1UP’s sole discretion, without prior notice to you. You may stop using the Services at any time.
You acknowledge and agree that while RIDE 1UP may not currently have set a fixed limit on the number of transmissions you may send, receive or store/manage through the Services, such fixed limits may be set by RIDE 1UP at any time, at RIDE 1UP’s discretion.
You agree that if RIDE 1UP does not exercise or enforce any legal right or remedy which is contained in the Terms (or which RIDE 1UP has the benefit of under any applicable law), this will not be taken to be a formal waiver of RIDE 1UP’s rights and that those rights or remedies will still be available to RIDE 1UP.
THE AGREEMENT: This Affiliate Agreement (hereinafter called the “Agreement”) is provided by the following organization, hereinafter referred to as “Company”: Ride1UP. Our primary website is located at the address listed above. The Agreement is a legal document between you and the Company that describes the affiliate relationship we are entering into. This Agreement covers your responsibilities as an affiliate and our responsibilities to you. Please ensure you read and understand the entirety of this document, as well as have a lawyer’s assistance if you desire, because each of the terms of this Agreement are important to our working relationship.
The parties referred to in this Agreement shall be defined as follows:
- a) Company, Us, We: As we describe above, we’ll be referred to as the Company. Us, we, our, ours and other first-person pronouns will also refer to the Company, as well as all employees or legal agents of the Company.
- b) You, the Affiliate: You will be referred to as the “Affiliate.” You’ll also be referred to throughout this Agreement with second-person pronouns such as You, Your, or Yours.
- c) Parties: Collectively, the parties to this Agreement (the Company and You) will be referred to as “Parties” or individually as “Party.”
- d) Affiliate Program: The program we’ve set up for our affiliates as described in this Agreement.
- e) Affiliate Application: The fully completed form which must be provided to us for consideration of your inclusion in the Affiliate Program.
- f) Website: The primary website we’ve noted above will be referred to as Website.
2) ASSENT & ACCEPTANCE
By submitting an application to our Affiliate Program, you warrant that you have read and reviewed this Agreement and that you agree to be bound by it. If you do not agree to be bound by this Agreement, please leave the website immediately and do not submit an application to our Affiliate Program. This Agreement specifically incorporates by reference any Terms of Conditions, Privacy Policies, End-User License Agreements, or other legal documents which we may have on our website.
3) PROGRAM SIGN-UP
In order to sign up for our Affiliate Program, you will first be asked to submit an Affiliate Application to join. The Affiliate Application may be found at the following website: https://ride1up.com/affiliate-home/.
Submitting an Affiliate Application does not guarantee inclusion in the Affiliate Program. We evaluate each and every application and are the sole and exclusive decision-makers on Affiliate acceptance. If we choose not to allow your inclusion in the Affiliate Program, we will attempt to notify you in a reasonable manner. If you do not hear from us within a reasonable time frame, please consider your application rejected. We are not obligated to provide you any explanation for your rejection, but please be advised we may reject applicants for any reason or manner, including but not limited to a website or social media page which violates our Acceptable Use Policy.
If your Affiliate Application is rejected, you may not reapply. If your Affiliate Application is accepted, each of the terms and conditions in this Agreement applies to your participation. We may also ask for additional information to complete your Affiliate Application or for you to undertake additional steps to ensure eligibility in the Affiliate Program.
This Agreement does not create an exclusive relationship between you and us. You are free to work with similar affiliate program providers in any category. This agreement imposes no restrictions on us to work with any individual or company we may choose.
5) AFFILIATE PROGRAM
After your acceptance in the Affiliate Program, you must ensure your account is set up thoroughly, including specific payout information and location (such as a bank or online account which we may use to post payment).
Please be advised the below is a general description of the Affiliate Program. Everything contained in this subsection is subject to the specific terms and conditions throughout the rest of this Agreement.
We will provide you with a specific link or links which correspond to certain products we are offering for sale (collectively, the “Link”). The Link will be keyed to your identity and will send online users to the Company’s website or websites. You hereby agree to fully cooperate with us regarding the Link and that you will explicitly comply with all of the terms of this Agreement for the promotion of the Link at all times. We may modify the specific link or links and will notify you if we do so. You agree to only use links which are prior approved by us and to display the Link prominently on your website or social media page, as described in your Affiliate Application (collectively, the “Affiliate Site”).
Each time a user clicks through the Link posted on the Affiliate Site and completes the sale of the product or service and we determine it is a Qualified Purchase, as described below, you will be eligible to receive the following percentage of the sale: 5% (five percent).
6) SPECIFIC TERMS APPLICABLE
We will determine whether payout is permissible in our sole and exclusive discretion. We reserve the right to reject clicks and/or sales that do not comply with the terms of this Agreement.
Processing and fulfillment of orders will be our responsibility. We will also provide real-time data regarding your account with us through the portal on which you log into the website.
As described above, in order to be eligible for payout, user purchases must be “Qualified Purchases.” Qualified Purchases:
- a) Must not be referred by any other partner or affiliate links of the Company (in other words, Qualified Purchases are only available through your specific Affiliate Link;
- b) May not be purchased by an already-existing partner or affiliate of the Company;
- c) May not be purchased prior to the Affiliate joining the Affiliate Program;
- d) May only be purchased through a properly-tracking Affiliate Link;
- e) May not be purchased by a customer in violation of any of our legal terms or Acceptable Use Policy;
- f) May not be fraudulent in any way, in the Company’s sole and exclusive discretion;
- g) May not have been induced by the Affiliate offering the customer any coupons or discounts;
7) PAYOUT INFORMATION
Payouts will only be available when the Company has your current address information as well as accounting and tax documentation. You will be asked to submit a W8/W9 tax form. Accounting information may include the routing and account number of a bank where you wish to post a direct deposit or may include an email address for an online method of payment.
Currently, the Company employs the following methods of payout:
For any changes in your address or accounting information, you must notify us immediately and we will endeavor to make the changes to your payout information as soon as possible.
Payouts will be available the month or period after they accrue. For example, if payouts are made every 15 days, an entire 15 day period must finish for the payout of that period to be available in the following period.
We explicitly reserve the right to change payout information in our sole and exclusive discretion. If we do so, you will be notified.
Payouts are also subject to the following restriction:
- a) Payouts are only available when a threshold of the following amount is met: $250 (two hundred fifty US dollars).
For any disputes as to payout, the Company must be notified within thirty days of your receipt of the payout. We will review each dispute notification as well as the underlying payout transaction to which it is related. Disputes filed after thirty days of payout will not be addressed.
You may log into your account with us to review reports related to your affiliation, such as payout reports and Qualified Click and/or Purchase information. Please be advised however, that not all listed qualifying clicks and/or purchases have been fully reviewed for accuracy in the reports viewable by you in real-time and therefore may be subject to change prior to payout.
9) TERM, TERMINATION & SUSPENSION
The term of this Agreement will begin when we accept you into the Affiliate Program. It can be terminated by either Party at any time with or without cause.
You may only earn payouts as long as you are an Affiliate in good standing during the term. If you terminate this Agreement with us, you will qualify to receive payouts earned prior to the date of termination.
If you fail to follow the terms of this Agreement or any other legal terms we have posted anywhere on our website or websites, you forfeit all rights, including the right to any unclaimed payout.
We specifically reserve the right to terminate this Agreement if you violate any of the terms outlined herein, including, but not limited to, violating the intellectual property rights of the Company or a third party, failing to comply with applicable laws or other legal obligations, and/or publishing or distributing illegal material.
At the termination of this Agreement, any provisions that would be expected to survive termination by their nature shall remain in full force and effect.
10) INTELLECTUAL PROPERTY
You agree that the intellectual property owned by the Company includes all copyrights, trademarks, trade secrets, patents, and other intellectual property belonging to the Company (“Company IP”).
Subject to the limitations listed below, we hereby grant you a non-exclusive, non-transferable, revocable license to access our websites in conjunction with the Affiliate Program and use the Company IP solely and exclusively in conjunction with identifying our company and brand on the Affiliate Site to send customers to the Affiliate links we provide. You may not modify the Company IP in any way and you are only permitted to use the Company IP if you are an Affiliate in good standing with us.
We may revoke this license at any time and if we find that you are using the Company IP in any manner not contemplated by this Agreement, we reserve the right to terminate this Agreement.
Other than as provided herein, you are not permitted to use any of the Company IP or any confusingly similar variation of the Company IP without our express prior written permission. This includes a restriction on using the Company IP in any domain or website name, in any keywords or advertising, in any metatags or code, or in any way that is likely to cause consumer confusion.
Please be advised that your unauthorized use of any Company IP shall constitute unlawful infringement and we reserve all of our rights, including the right to pursue an infringement suit against you in federal court. You may be obligated to pay monetary damages or legal fees and costs.
You hereby provide us a non-exclusive license to use your name, trademarks and servicemarks if applicable and other business intellectual property to advertise our Affiliate Program.
11) MODIFICATION & VARIATION
The Company may, from time to time and at any time, modify this Agreement. You agree that the Company has the right to modify this Agreement or revise anything contained herein. You further agree that all modifications to this Agreement are in full force and effect immediately upon posting on the Website and that modifications or variations will replace any prior version of this Agreement, unless prior versions are specifically referred to or incorporated into the latest modification or variation of this Agreement. If we update or replace the terms of this Agreement, we will let you know via electronic means, which may include an email. If you don’t agree to the update or replacement, you can choose to terminate this Agreement as described below.
- a) To the extent any part or subpart of this Agreement is held ineffective or invalid by any court of law, you agree that the prior, effective version of this Agreement shall be considered enforceable and valid to the fullest extent.
- b) You agree to routinely monitor this Agreement and refer to the Effective Date posted at the top of this Agreement to note modifications or variations. You further agree to clear your cache when doing so to avoid accessing a prior version of this Agreement.
12) RELATIONSHIP OF THE PARTIES
Nothing contained within this Agreement shall be construed to form any partnership, joint venture, agency, franchise, or employment relationship. You are an independent contractor of the Company and will remain so at all times.
13) ACCEPTABLE USE
You agree not to use the Affiliate Program or our Company for any unlawful purpose or any purpose prohibited under this clause. You agree not to use the Affiliate Program in any way that could damage our websites, products, services, or the general business of the Company.
- a) You further agree not to use the Affiliate Program:
- I) To publish or share ANY coupon codes or discount codes with prior written consent.
- II) To violate any intellectual property rights of the Company or any third party;
III) To upload or otherwise disseminate any computer viruses or other software that may damage the property of another;
- IV) To perpetrate any fraud;
- V) To engage in or create any unlawful gambling, sweepstakes, or pyramid scheme;
- VI) To publish or distribute any obscene or defamatory material;
VII) To publish or distribute any material that incites violence, hate, or discrimination towards any group;
VIII) To unlawfully gather information about others.
- IX) To harass, abuse, or threaten others or otherwise violate any person’s legal rights.
14) AFFILIATE OBLIGATIONS & FTC COMPLIANCE
You are responsible for ensuring operation and maintenance of the Affiliate Site, including technical operations, written claims, links, and accuracy of materials. You must ensure, as noted above, that the Affiliate Site does not infringe upon the intellectual property rights of any third party or otherwise violate any legal rights.
We may monitor your account, as well as clicks and/or purchases coming through your account. If we determine you are not in compliance with any of the terms of this Agreement, we have the right to immediately terminate your participation in the Affiliate Program.
We require all of our Affiliates to comply with all applicable statutes, regulations, and guidelines set by the federal government, through the Federal Trade Commission, as well as state and local governments as mandated. The Federal Trade Commission requires that affiliate relationships, such as the relationship between you and the Company, be disclosed to consumers.
We recommend that you seek independent legal counsel to advise you of our obligations to disclose in this manner.
You are required to post a conspicuous notice on your website regarding the Affiliate Program. The notice does not have to contain the precise words as the example given below, but should be similar:
We engage in affiliate marketing whereby we receive funds through clicks to our affiliate program through this website or we receive funds through the sale of goods or services on or through this website. We may also accept advertising and sponsorships from commercial businesses or receive other forms of advertising compensation. This disclosure is intended to comply with the US Federal Trade Commission Rules on marketing and advertising, as well as any other legal requirements which may apply.
We also require you to comply with any and all applicable data privacy and security laws and regulations, including all of those which may impact your country of residence or your visitors. Such regulations include, but are not limited to, any applicable laws in the United States or the General Data Protection Regulation of the European Union. We also require that you implement adequate organizational and technical measures to ensure an appropriate level of security for the data that you process. Further, you hereby agree to comply with any requests which we may make to you regarding compliance with the General Data Protection Regulation or requests which you may receive from data subjects.
If we find you are not in compliance with any of the requirements of this subpart, we may terminate our relationship with you at our sole and exclusive discretion.
15) REVERSE ENGINEERING & SECURITY
You agree not to undertake any of the following actions:
- a) Reverse engineer, or attempt to reverse engineer or disassemble any code or software from or on any of our websites or services;
- b) Violate the security of any of our websites or services through any unauthorized access, circumvention of encryption or other security tools, data mining or interference to any host, user or network.
16) DATA LOSS
The Company does not accept responsibility for the security of your account or content. You agree that your participation in the Affiliate Program is at your own risk.
You agree to defend and indemnify the Company and any of its agents (if applicable) and hold us harmless against any and all legal claims and demands, including reasonable attorney’s fees, which may arise from or relate to your use or misuse of the Affiliate Program, your breach of this Agreement, or your conduct or actions. You agree that the Company shall be able to select its own legal counsel and may participate in its own defense, if the Company wishes.
18) SPAM POLICY
You are strictly prohibited from using the Affiliate Program for illegal spam activities, including gathering email addresses and personal information from others or sending any mass commercial emails.
19) ENTIRE AGREEMENT
This Agreement constitutes the entire understanding between the Parties with respect to the Affiliate Program. This Agreement supersedes and replaces all prior or contemporaneous agreements or understandings, written or oral.
20) SERVICE INTERRUPTIONS
The Company may need to interrupt your access to the Affiliate Program to perform maintenance or emergency services on a scheduled or unscheduled basis. You agree that your access may be affected by unanticipated or unscheduled downtime, for any reason, but that the Company shall have no liability for any damage or loss caused as a result of such downtime.
21) NO WARRANTIES
You agree that your use of the Affiliate Program is at your sole and exclusive risk and that any services provided by us are on an “As Is” basis. The Company hereby expressly disclaims any and all express or implied warranties of any kind, including, but not limited to the implied warranty of fitness for a particular purpose and the implied warranty of merchantability. The Company makes no warranties that the Affiliate Program will meet your needs or that it will be uninterrupted, error-free, or secure. The Company also makes no warranties as to the reliability or accuracy of any information. You agree that any damage that may occur to you, through your computer system, or as a result of loss of your data from your use of the Affiliate Program is your sole responsibility and that the Company is not liable for any such damage or loss.
22) LIMITATION ON LIABILITY
The Company is not liable for any damages that may occur to you as a result of your participation in the Affiliate Program, to the fullest extent permitted by law. The maximum liability of the Company arising from or relating to this Agreement is limited to one hundred ($100) US Dollars. This section applies to any and all claims by you, including, but not limited to, lost profits or revenues, consequential or punitive damages, negligence, strict liability, fraud, or torts of any kind.
23) GENERAL PROVISIONS:
- A) LANGUAGE: All communications made or notices given pursuant to this Agreement shall be in the English language.
- B) JURISDICTION, VENUE & CHOICE OF LAW: Through your participation in the Affiliate Program, you agree that California shall govern any matter or dispute relating to or arising out of this Agreement, as well as any dispute of any kind that may arise between you and the Company, with the exception of its conflict of law provisions. In case any litigation specifically permitted under this Agreement is initiated, the Parties agree to submit to the personal jurisdiction of the state and federal courts of the following county: San Diego, California. The Parties agree that this choice of law, venue, and jurisdiction provision is not permissive, but rather mandatory in nature. You hereby waive the right to any objection of venue, including assertion of the doctrine of forum non conveniens or similar doctrine.
- C) ARBITRATION: In case of a dispute between the Parties relating to or arising out of this Agreement, the Parties shall first attempt to resolve the dispute personally and in good faith. If these personal resolution attempts fail, the Parties shall then submit the dispute to binding arbitration. The arbitration shall be conducted in the following county: San Diego. The arbitration shall be conducted by a single arbitrator, and such arbitrator shall have no authority to add Parties, vary the provisions of this Agreement, award punitive damages, or certify a class. The arbitrator shall be bound by applicable and governing Federal law as well as the law of California. Each Party shall pay their own costs and fees. Claims necessitating arbitration under this section include, but are not limited to: contract claims, tort claims, claims based on Federal and state law, and claims based on local laws, ordinances, statutes or regulations. Intellectual property claims by the Company will not be subject to arbitration and may, as an exception to this subpart, be litigated. The Parties, in agreement with this subpart of this Agreement, waive any rights they may have to a jury trial in regard to arbitral claims.
- D) ASSIGNMENT: This Agreement, or the rights granted hereunder, may not be assigned, sold, leased or otherwise transferred in whole or part by you. Should this Agreement, or the rights granted hereunder, by assigned, sold, leased or otherwise transferred by the Company, the rights and liabilities of the Company will bind and inure to any assignees, administrators, successors, and executors.
- E) SEVERABILITY: If any part or subpart of this Agreement is held invalid or unenforceable by a court of law or competent arbitrator, the remaining parts and subparts will be enforced to the maximum extent possible. In such condition, the remainder of this Agreement shall continue in full force.
- F) NO WAIVER: In the event that we fail to enforce any provision of this Agreement, this shall not constitute a waiver of any future enforcement of that provision or of any other provision. Waiver of any part or subpart of this Agreement will not constitute a waiver of any other part or subpart.
- G) HEADINGS FOR CONVENIENCE ONLY: Headings of parts and subparts under this Agreement are for convenience and organization, only. Headings shall not affect the meaning of any provisions of this Agreement.
- H) FORCE MAJEURE: The Company is not liable for any failure to perform due to causes beyond its reasonable control including, but not limited to, acts of God, acts of civil authorities, acts of military authorities, riots, embargoes, acts of nature and natural disasters, and other acts which may be due to unforeseen circumstances.
- I) ELECTRONIC COMMUNICATIONS PERMITTED: Electronic communications are permitted to both Parties under this Agreement, including email or fax. For any questions or concerns, please email us at the following address: [email protected]