TERMS OF SERVICE – AFFILIATE PROGRAM
These Affiliate Terms & Conditions were last updated on February 27, 2018
THIS IS A LEGAL AGREEMENT BETWEEN YOU (“YOU”, “YOUR”, OR “YOURS”), AND KIDPROOF CHILD SAFETY INC., A CANADIAN CORPORATION LOCATED IN BRITISH COLUMBIA, CANADA (“KIDPROOF”, “WE”, “US”, OR “OUR”). BY CLICKING ON THE “I ACCEPT” BUTTON AT THE END OF THESE AFFILIATE TERMS AND CONDITIONS (“AFFILIATE TERMS”) YOU ARE AGREEING THAT YOU HAVE READ AND UNDERSTAND THESE AFFILIATE TERMS AND THAT YOU AGREE TO BE LEGALLY RESPONSIBLE FOR EACH AND EVERY TERM AND CONDITION HEREIN.
You understand and agree that the English language will control if there is any conflict.
These Affiliate Terms contain the complete terms and conditions that apply to You when becoming an affiliate in Kidproof’s affiliate program (the “Affiliate Program”). The purpose of these Affiliate Terms is to allow You to make affiliate commissions through sales generated from Your website to Our Services in the manner set forth herein.
2. Enrollment in the Affiliate Program
(a) Application Completion. If You have not already done so, You need to complete an application to the Affiliate Program (the “Application”). You need to identify Your website, describe how You plan to promote Kidproof’s Services on Your website, and provide certain contact information. The Application can be found at https://courses.kidproofsafety.com/affiliate-registration/
(b) Acceptance of Your Application. If we choose to accept Your Application, You will receive an email notification confirming that Your Application has been approved. You understand and agree that We may accept or reject Your Application at Our sole discretion. Your Application will be rejected if any of the information You provide is incorrect or incomplete, if Your website promotes materials of a sexual, pornographic, violent, or defamatory nature, if You or Your website discriminate, violate any applicable law, or violate any person’s intellectual property rights, or for any other reason We may deem fit to reject Your Application.
(c) Access to our Affiliate Program. If We have accepted Your Application, We will send You a welcome email with Your login details so that You may enter Our secure affiliate center. From this center You will be able to download Promotional Materials and qualifying links as well as access Your reports which will describe Our calculation of the affiliate commissions due to You. It is Your responsibility to keep Your username and password information secure. For purposes of clarity, Promotional Materials is defined as banners, text links, article copy, and access to data feeds.
(d) You will ensure that your information including your email address is at all times complete, accurate and up-to-date. We may send communications to the email address associated with your account. You will be deemed to have received all notifications, approvals, and other communications sent to that email address, even if the email address associated with your account is no longer current.
3. Specific Obligations of Affiliates
As a member of Our Affiliate Program, You represent, warrant, and covenant that You will:
(a) Link to Our Services. You will implement the links, banners, and other means of linking Your website to Our Services (collectively, “Referral Links”) pursuant to the referral specifications set forth on the Affiliate Program on Kidproof website and/or Shareasale (“Referral Specifications”). On the Affiliate Membership page You will be able to download certain technical materials, including links, HTML code, banner ads, copy and other content, and any documentation for the foregoing (collectively, “Referral Materials”). When Our customers click through the Referral Links to purchase an item on the Kidproof site, you can receive commissions for qualifying purchases as described in Affiliate Commissions.
(b) Maintain Your Site: The maintenance and the updating of Your website will be Your responsibility. Kidproof will notify you via email of any changes to these Terms and our Referral Materials. However, as a member of Our Affiliate Program and because Our information is updated often, it will be necessary for You to update the Referral Materials on Your website to maintain consistency and accuracy between Our Services and the Referral Specifications.
(C) Follow and Comply with All Copyright Laws and GDRP: It is entirely Your responsibility to follow and comply with all applicable copyright and other laws that pertain to Your website and collecting visitor data. We will not be responsible if You use another person’s copyrighted material or are in violation of the law.
(D) Not to solicit Our Instructors or Licensees: As a member of Our Affiliate Program, You agree not to directly or indirectly, for Yourself or on behalf of another, solicit business away from, or solicit, induce, influence, or encourage any of Our Instructors or Licensees to upload their Kidproof Course(s) on Your websites and/or platforms, or otherwise alter, terminate or breach their contractual or other business relationship with Us.
4. Affiliate Responsibilities
As a member of Our Affiliate Program, You understand and agree that:
(a) We Can Monitor Your Site: You hereby give Us the right to monitor Your website at any time to determine if You are following these Affiliate Terms, and to notify You of any changes We feel You should make to remain in compliance. Further, You must comply with any requests we make for you to take down specific content from your website. Failure to comply is a violation of these Terms and grounds for termination of Your affiliate status.
(c) You will not promote Kidproof through paid advertising or media buying that leads directly to the Kidproof website (found at www.Kidproofsafety.com, www.kiproofinternational.com, www.kidproofme.com ). You will not bid on Kidproof-branded keywords as an affiliate. This applies to all advertising platforms and to all affiliates unless direct approval from Kidproof is granted.
(d) You will not use Our company name or variations of Our company name in your Domain Names or Social Media pages: You may not register or purchase domain names that include Our company’s name or any misspellings or variations of Our company name to run promotions as an affiliate. Additionally, you may not include Our Company name, variations of Our company name, or the look and feel of Our own social media pages on any social media pages (i.e. Facebook Fan Page) where You run promotions as an affiliate.
(e) You will be Responsible for Your Website’s Content: You may not promote Our content and Our courses on a website that contains any form of misleading, defamatory, obscene, illegal, bigoted, pornographic or any other content deemed offensive by Us.
(f) You will not promote using cookie-stuffing: You may not use cookie stuffing techniques or click-generators that set the tracking cookie without the user actually clicking on the Referral Link. You will not artificially generate clicks or impressions on your site or create visits on the Kidproof site, whether by way of a robot or software program or otherwise.
(g) You will not mimic Our media and content: Publishers must make sure that his or her media does not copy or resemble the look and feel of the Kidproof website or create the impression that Your media is part of Our company’s website. You also understand that using the language found on Our pages verbatim is not allowed unless it is to describe the content found on any given course landing page.
(h) You will be Responsible for Your use of content found on Our site. You may create Your own promotional materials using pages from our site as reference. You may also use course images and part of the text in Our pages to promote the products accurately on Your site. However, You may NOT download, copy, or use video content (free or paid), course supplementary materials (PDFs, quizzes or extra material), or lesson descriptions and upload them on Your own site(s). Violation of this provision may result in the immediate termination of Your affiliate account.
(i) You will not use spyware, malware, virus and the like: You may not include on your site, display, or otherwise use Referral Links or other Content that uses any spyware, malware, or virus, or any software application not expressly and knowingly authorized by users prior to being downloaded or installed on their computer or other electronic device.
(j) You will be open and honest about Your relationship to Us: You may not misrepresent or embellish the relationship between you and Kidproof or imply any relationship or affiliation between you and Kidproof or any other person or entity except as expressly permitted by this affiliate Agreement. You may not represent yourself as an agent or employee of Kidproof or represent that you have the authority to bind Kidproof to a contract.
(k) You cannot utilize a browser extension to promote Kidproof or Kidproof courses without direct approval from Kidproof. All coupon codes available in the extension must be approved by Kidproof. You also understand and agree that your browser extension cannot allow users to upload new coupons into the extension’s feed.
(l) You will not earn commissions for free courses: Our site contains paid and free courses. Any customer You refer to Us that subsequently enrolls in a free course or uses a ‘free promo code’ to get a paid course for free will not be eligible to earn You a commission and that particular sale will not appear on Your affiliate account. We will terminate the account of Affiliates who only promote free courses, or Affiliates who promote primarily free courses.
(m) You will be mindful of who You do business with: You may not use marketing practices that attract fake customers. We, in our sole discretion, will make the determination whether someone is a fake customer.
(n) You will ensure your sub-affiliates follow all of Our terms: You have the right to work with a sub-affiliate network so long as your sub-affiliates follow Our Affiliate Terms. You understand that You are responsible for Your sub-affiliate’s compliance with these terms and that non-compliance by any of Your sub-affiliates may result in the termination of Your affiliate account.
(o) For Kidproof employees, Delivery Partners or Licensees who are also Kidproof Affiliates: You will make it clear you are a Kidproof employee/Delivery Partner/Licensee when promoting Kidproof as an affiliate. You agree to clearly state in all promotional posts or promotions containing Kidproof affiliate links Your employee and/or affiliate relationship with Kidproof via a disclaimer.
These Affiliate Terms will begin and become effective upon Our acceptance of Your Application.
5. Affiliate Commissions
(a) Eligibility: Except in jurisdictions in which such a transaction is not permitted, You are eligible to earn affiliate commissions through Referrals (as defined in section (i) below) during the term of these Affiliate Terms, according to the calculation described below.
(b) Amount due: The exact amount of affiliate commissions due to You in any given quarter will be calculated in the following manner:
The affiliate commission is set up in the offers available to You in Your Publisher account. A “Referral” is a paying customer that You refer from Your website to Our website using the Referral Materials in accordance with the Referral Specifications. Acceptance of a Referral as a User of Our Services shall be at Our sole discretion.
(c) Payment of affiliate commissions will be made on a monthly basis. Payments are disbursed according to the payment method You have selected in Your affiliate account. If Your account is terminated due to violation of these Affiliate Terms, We reserve the right to withhold all future payments owed to You.
(d) Affiliate payments are sent to you in Canadian Dollars using Paypal or Shareasale’s affiliate network payment system. Kidproof may send payment directly to affiliates that are registered through Our website. Affiliates are responsible for making sure they are able to accept payments from all Kidproof’s affiliate network.
(e) Affiliates are responsible for any and all charges, fees, taxes, exchange rates, surcharges and other expenses incurred in order to receive affiliate payments. Please check with your receiving banking institution to find out if any of these apply for your account.
(f) If We determine that payment of affiliate commissions to You in any jurisdiction is illegal under any laws, then We may reserve the right to not pay affiliate commissions for any sales made in that jurisdiction.
(g) We may withhold Your final payment for a reasonable time to ensure that the correct amount is paid to You.
(h) If at any time there has been no substantial activity on your account for 2 years, then we will have the right to withhold any accrued fee. Further, any unpaid fees in your account may be subject to escheatment under applicable law.
(a) You hereby grant Us a non-exclusive, non-transferable, revocable right to use Your names, titles, and logos in the advertising, marketing, promoting, and publicizing in any manner of Our rights under these Affiliate Terms. However, We are under no obligation to advertise, market, promote, or publicize.
(b) We both agree not to use the other’s proprietary materials in any manner that is disparaging or that otherwise portrays the other in a negative light. We each reserve all of our respective rights in the proprietary materials covered by this license. Either one of us may revoke this license at any time by giving the other written notice ending our engagement under these Affiliate Terms and Your Affiliate status. Other than the license granted in these Affiliate Terms, we each retain all right, title, and interest to our respective rights and no right, title, or interest is transferred to the other.
WE MAKE NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING KIDPROOF. ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, RELIABILITY AND NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED AND EXCLUDED. IN ADDITION, WE MAKE NO REPRESENTATION THAT THE OPERATION OF OUR WEBSITE WILL BE UNINTERRUPTED OR ERROR FREE, AND WE WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
8. Limitations of Liability
WE WILL NOT BE LIABLE TO YOU WITH RESPECT TO ANY SUBJECT MATTER OF THESE AFFILIATE TERMS UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY, OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE OR GOODWILL OR ANTICIPATED PROFITS OR LOST BUSINESS), EVEN IF YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE AFFILIATE TERMS, IN NO EVENT SHALL OUR CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THESE AFFILIATE TERMS, WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT, OR OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL REFERRAL FEES PAID TO YOU UNDER THESE AFFILIATE TERMS.
You agree to indemnify and hold harmless Kidproof and its employees, representatives, agents, and affiliates, against any and all claims, suits, actions, or other proceedings brought against them based on or arising from any claim resulting from Your breach of these Affiliate Terms. You will pay any and all costs, damages, and expenses, including, but not limited to, reasonable attorneys’ fees and costs awarded against or otherwise incurred by Us in connection with or arising from any such claim, suit, action, or proceeding.
Kidproof or You can Each End Our Engagement Under these Affiliate Terms: Either Us or You may end these Affiliate Terms AT ANY TIME, with or without cause, by giving the other party written notice. Written notice can be in the form of mail or email.
From time to time, We may update these Terms to clarify Our practices or to reflect new or different practices, for example We may change the scope of Referral Fees, payment procedures, and Affiliate Program rules, or Referral Specifications or Referral Materials, and Kidproof reserves the right in its sole discretion to modify and/or make changes to these Affiliate Terms at any time, at Our sole discretion. If We make any material change to these Affiliate Terms, You will automatically receive an email notifying You that changes were made and prompting You to agree to Our new Affiliate Terms. Modifications will become effective on the day they are posted unless stated otherwise. If any modification is unacceptable to You, Your only option is to end Your participation in the Affiliates Program by removing Us as an advertiser in Your Kidproof Affiliate and Shareasale account. Your continued access to Our website and Shareasale platform will be contingent on Your acceptance of Our updated Affiliate Terms. You should visit the Services regularly to ensure You are aware of any changes to the Affiliate Terms, as any revised Affiliate Terms shall supersede all previous Affiliate Terms.
(a) You represent and warrant to Us that:
(i) These Affiliate Terms constitutes Your legal, valid, and binding obligation, enforceable against You in accordance with the terms and conditions set-forth herein;
(ii) You have the full right, power, and authority to accept and be bound by these Affiliate Terms and to perform Your obligations under these Affiliate Terms, without the approval or consent of any other party;
(iii) You have sufficient right, title, and interest in and to the rights granted to Us in these Affiliate Terms; and,
(iv) YOU HAVE READ AND TAKEN INTO ACCOUNT THE LIMITATION OF LIABILITY AND WARRANTY DISCLAIMER PROVISIONS OF THESE AFFILIATE TERMS PRIOR TO ACCEPTING THESE AFFILIATE TERMS.
(b) Independent Contractors. Each of us shall be deemed to be independent contractors with respect to the subject matter of these Affiliate Terms, and nothing contained in these Affiliate Terms shall be deemed or construed in any manner as creating any partnership, joint venture, employment, agency, fiduciary, or other similar relationship. You will not make any statement, whether on your site or otherwise, that contradicts or may contract anything in this paragraph.
(c) Assignability. You may not assign Your rights or obligations under these Affiliate Terms to any party, and any attempt to do so will be void and without effect. We are free to assign these Affiliate Terms.
(e) You may not amend or waive any provision of these Affiliate Terms unless in writing and signed by both of us.
(f) Entire Agreement. These Affiliate Terms represent the entire agreement between Us and You, and shall supersede all prior agreements and communications between us, oral or written.
(g) Headings and Titles. The headings and titles contained in these Affiliate Terms are included for convenience only, and shall not limit or otherwise affect the terms herein.
(h) Severability. If any provision of these Affiliate Terms is held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of the both of us is effectuated, and the remainder of these Affiliate Terms shall have full force and effect.
Use of the Site
This Web site and its contents (the “Content”) are intended for customers of Kidproof. You may not use this Web site or the Content for any purpose not related to your business with Kidproof. You are specifically prohibited from: (a) downloading, copying, or re-transmitting any or all of the Web site or the Content without, or in violation of, a written license or agreement with Kidproof; (b) using any data mining, robots or similar data gathering or extraction methods; (c) manipulating or otherwise displaying the Web site or the Content by using framing or similar navigational technology; (d) registering, subscribing, unsubscribing, or attempting to register, subscribe, or unsubscribe any party for any Kidproof product or service if you are not expressly authorized by such party to do so; and (e) using the Web site or the Content other than for its intended purpose, as determined solely in Kidproof’s discretion, including but not limited to, to defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy) of others, and/or to publish, post, distribute or disseminate any defamatory, infringing, obscene, pornographic, sexual, indecent or unlawful material or information.
You may not interfere with the security of, or otherwise abuse this Web site or any system resources, services or networks connected to or accessible through this Web site. You may only use this Web site for lawful purposes.
All materials (including the organization and presentation of such material) on this Web site (the “Materials”) are the property of Kidproof and its licensors and may be protected by intellectual property laws including laws relating to copyrights, trade-marks, trade-names, internet domain names, and other similar rights.
Unless you have entered into a separate agreement with Kidproof, such as aLicense Agreement, any other use of these Materials without Kidproof’s written permission is prohibited.
You may not create derivative works from or otherwise exploit the Materials in any way.
Kidproof Canada, Kidproof, the Kidproof Dude design, and any other product or service name or slogan contained in the Site are registered trademarks of Kidproof and its suppliers or licensors, and may not be copied, imitated or used, in whole or in part, without the prior written permission of Kidproof or the applicable trademark holder. You may not use metatags or any other “hidden text” utilizing “Kidproof” or any other name, trademark or product or service name of Kidproof without our prior written permission. In addition, the look and feel of the Site, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of Kidproof and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned in the Site are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by us.
Kidproof is committed to respecting the privacy of the personal information of the individuals with whom we interact. We have developed a Website Privacy Commitment to describe our privacy policies and practices and how we collect, use and disclose the personal information of those individuals who visit our website. Please see our Website Privacy Commitment for further details.
Currency of Web site
Kidproof updates the information on this Web site regularly. However, Kidproof cannot guarantee or accept any responsibility or liability for the accuracy, currency or completeness of the information on this Web site. Kidproof may revise, supplement or delete information, services and/or the resources contained in the Web site and reserves the right to make such changes without prior notification to past, current or prospective visitors.
Linked Web sites
This Web site may provide links to third party Web sites for your convenience only. The inclusion of these links does not imply that Kidproof monitors or endorses these Web sites. Kidproof does not accept any responsibility for such Web sites. Kidproof shall not be responsible or liable, directly or indirectly, for any damage or loss, caused or alleged to be caused by or in connection with the use of or the reliance upon any information, content, goods or services available on or through any third party Web sites or linked resources.
Internet software or computer viruses
Due to technical difficulties with the Internet, Internet software or transmission problems could produce inaccurate or incomplete copies of information contained on this Web site. Computer viruses or other destructive programs may also be inadvertently downloaded from this Web site.
Kidproof shall not be responsible or liable for any software, computer viruses or other destructive, harmful or disruptive files or programs that may infect or otherwise impact your use of your computer equipment or other property on account of your access to, use of, or browsing on this Web site or your downloading of any of the Materials from this Web site. Kidproof recommends that you install appropriate anti-virus or other protective software.
Web Site and Materials Provided “As Is”
THIS WEB SITE AND THE MATERIALS ARE PROVIDED “AS IS” WITHOUT REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. KIDPROOF DOES NOT REPRESENT OR WARRANT THAT THIS WEB SITE OR THE MATERIALS WILL MEET YOUR REQUIREMENTS OR THAT THEIR USE WILL BE UNINTERRUPTED OR ERROR FREE.
Limitation of Liability
YOU ASSUME ALL RESPONSIBILITY AND RISK FOR USE OF THIS WEB SITE AND THE MATERIALS INCLUDING WITHOUT LIMITATION ANY OF THE INFORMATION CONTAINED THEREIN.
SOME JURISDICTIONS DO NOT ALLOW FOR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
Feel free to email Kidproof at firstname.lastname@example.org . However, the Internet is not a fully secure medium and any communication may be lost, intercepted or altered. Kidproof is not liable for any damages related to communications to or from this Web site. You agree with respect to any information provided by you to us through this Web site or via e-mail that:
- Kidproof has no obligation concerning such information;
- the information is non-confidential;
- Kidproof may use, disclose, distribute or copy the information and may use any ideas, concepts or know-how contained in the information for any purpose without compensation; and
- the information is truthful and disclosure of the information does not violate the legal rights of others.
This Web site is controlled, operated and administered by Kidproof from within the Province of British Columbia, Canada. This Web site can be accessed from all provinces and territories of Canada, as well as from other countries around the world. As each of these jurisdictions has laws that may differ from those of the Province of British Columbia, by accessing this Web site, you acknowledge and agree that all matters relating to access to, or use of this Web site shall be governed by the laws of the Province of British Columbia and the federal laws of Canada applicable therein (without reference to conflicts of laws principles).
You also agree that any claims or disputes whatsoever arising hereunder shall be submitted to the exclusive jurisdiction and venue of the courts of the Province of British Columbia and acknowledge that you do so voluntarily.