Affiliate Agreement

a.k.a Terms of Service
This document was last updated on Sept 18th, 2019

Foreward

We are excited to offer this affiliate program!

To ensure you understand what we are offering and what’s expected of you, we’ve written this Affiliate Agreement. If you have any questions, you are encouraged to reach out to us via email at admin@vertu-marketing.com.

Best regards,
Tylie Eaves, CEO

Summary

  • By registering as an affiliate, you are agreeing to the terms and conditions as set forth in this Affiliate Agreement.
  • Currently, enrollment is only open to employees and you will need to request a password to register.
  • You will have access to an affiliate dashboard on our website were we will provide you with referral links and / or graphics to be used for promotional purposes. These can be used on your website, blog, social media posts, emails (so long as you do not spam people), and other forms of written communication. 
  • You may not use our logo or marketing materials for promotion unless provided by us in the affiliate dashboard (i.e you cannot take our branded material to create your own banners).
  • You are not permitted to offer discounts or promotions unless provided in the affiliate dashboard.
  • You are required to comply by FTC endorsement compliance regulations as set forth by the FTC.
  • We will process all orders placed by a referred customer.
  • Commission is only given on qualifying orders and will be paid out via PayPal (you can provide your email address in the affiliate dashboard).
  • Either you or we can end your agreement with us at anytime by giving written notice (via mail, email, or fax).

Legal Agreement

This Affiliate Agreement (“Agreement”) contains the complete terms and conditions between us, Vertu Marketing (“Vertu Marketing”) and you, regarding your participation in our affiliate program and the establishment of promotional links to our website, www.vertu-marketing.com.

BY REGISTERING AS AN AFFILIATE YOU ARE CONFIRMING THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO THE TERMS & CONDITIONS AS SET FORTH HERE. 

Enrollment

Currently, enrollment is only open to Vertu Marketing employees. You can register here after obtaining a password from someone one on the Admin team.

Promotion Do's and Don'ts

Links & Graphics. As part of your affiliate account, we will make a variety of graphic and textual links available to you via your Affiliate dasboard The Links will serve to identify you as a member of the Affiliate Program and will establish a connection between yourself and our website www.vertu-marketing.com. You agree to use these links in compliance with this agreement at all times and with the understanding that we may modify the Links from time to time in our sole discretion.

You may use affiliate links and pre-approved graphics in the following ways:

  • In a post or page on your website and / or personal blog.
  • In posts on social media
  • In emails and other forms of written communication.

You may NOT use graphic or textual images that are not pre-approved by us (i.e you cannot take our logo or marketing materials to create your own promotional banner). You MAY use a standalone image and / or photograph that isn’t inherently associated with Vertu Marketing in the same space as your affiliate link.

You are not permitted to promote or offer discounts unless the offer is provided in your dashboard – in which case you can use the provided promotional materials.

You may not use your affiliate link in any spam email messages. All email communication must be sent to those who have given permission to be emailed by you and must comply with the FTC’s CAN-SPAM Act.

FTC Endorsement Compliance

As an affiliate, you have the potential to receive payment from referrals and as such you have a “material connection” with us. By law via the Federal Trade Commission (FTC), you are required to clearly and conspicuously disclose your connection to us unless it is already clear from the context of your endorsement.

You can visits these websites for helpful information on how to best comply with the law:

Please note that you (and not Vertu Marketing) are solely responsible for your own compliance to this law. 

Order Processing

We will process orders placed by Referred Customers who follow Affiliate Links. We reserve the right, in our sole discretion, to reject orders that do not comply with certain requirements that we may establish from time to time. All aspects of order processing and fulfillment, including services, cancellation, processing, refunds and payment processing will be our responsibility.

Qualifying Orders

Qualified Purchases generated by your Affiliate Link will be tracked and and made available to you on our website in the Affiliate dashboard area under the “Referrals” tab. 

Commission is only given on “Qualifying orders” and is calculated at the rate specified during your account creation (currently 10%). To ensure accurate tracking, reporting, and commission accrual, be sure you are using properly formatted referral links (these can be found and generated from your dashboard).

The following do NOT constitute “qualifying orders”:

  • A purchase that is not fully paid for and / or is subject to a refund.
  • A purchase that was completed prior to the Affiliate joining the Affiliate Program or was not tracked properly through an Affiliate Link
  • A purchase that we suspect is the result of fraud.
  • A purchase by a referred customer if they were offered unapproved coupons, discounts etc. by the affiliate.

We reserve the right to immediately cancel or withhold for review any Commission Fee that fails to meet the criteria of a “Qualified Order.”

Payment and Commission

We will make payments for commission earned via PayPal. You will need to have a valid PayPal account and provide us with this email on the Payment Settings page in your dashboard.

The current commission rate is 10% and we reserve the right to change the commission rate at any time, at our sole discretion.

Any attempt by an Affiliate to manipulate, falsify or inflate Referred Customers, Qualified Purchases, or Commission Fees to intentionally defraud us is ground for immediate termination and will result in the forfeiture of any Commission Fees.

Account / Agreement Termination

Either you or we may end this Agreement AT ANY TIME, with or without cause, by giving the other party written notice. Written notice can be in the form of mail, email or fax. In addition, this Agreement will terminate immediately upon any breach of this Agreement by you.

We reserve the right to terminate your account if we determine (in our sole discretion) that your website and / or promotional means are not suitable for the Affiliate Program for any reason, including, but not limited to, the inclusion of content that:

  • Promotes sexually explicit materials
  • Promotes violence
  • Promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
  • Promotes illegal activities
  • Incorporates any materials which infringe or assist others to infringe on any copyright, trademark or other intellectual property rights or to violate the law
  • Is otherwise in any way unlawful, harmful, threatening, defamatory, obscene, harassing, or racially, ethnically or otherwise objectionable to us in our sole discretion.

Disclaimers

We make no express or implied warranties or representations with respect to our Affiliate Program or any of our Products and Services sold through the Affiliate Program (including, without limitation, WARRANTIES OF FITNESS, MERCHANTABILITY, NON-INFRINGEMENT, OR ANY IMPLIED WARRANTIES ARISING OUT OF COURSE OF PERFORMANCE, DEALING, OR TRADE USAGE).

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, including the tracking of information concerning Referred Customers during any period of interruption.

Indemnification

WE WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR ANY LOSS OF REVENUE, PROFITS, OR DATA, ARISING IN CONNECTION WITH THIS AGREEMENT OR THE AFFILIATE PROGRAM, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, OUR AGGREGATE LIABILITY ARISING WITH RESPECT TO THIS AGREEMENT AND THE AFFILIATE PROGRAM WILL NOT EXCEED THE TOTAL COMMISSIONS PAID OR PAYABLE TO YOU UNDER THIS AGREEMENT.

Limitations of Liability

You hereby agree to indemnify and hold harmless Vertu Marketing, it’s employees and owners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys’ fees) (any or all of the foregoing hereinafter referred to as “Losses”) insofar as such Losses (or actions in respect thereof) arise out of or are based on (i) any claim that our use of the Affiliate Trademarks infringes on any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of any third party, (ii) any misrepresentation of a representation or warranty or breach of a covenant and agreement made by you herein, or (iii) any claim related to your Affiliate Site, including, without limitation, its development, operation, maintenance and content therein not attributable to us.

Confidentialty

Each of the parties hereto agrees that all information including the terms of this Agreement, business and financial information, Vertu Marketing and vendor lists, and pricing and sales information, shall remain strictly confidential and shall not be utilized for any purpose outside the terms of this Agreement unless the information is: (a) already lawfully known to or independently developed by the receiving party, (b) disclosed in published materials, (c) generally known to the public, or (d) lawfully obtained from any third party any obligation of confidentiality to the discloser hereunder.

Modification to this Agreement

We reserve the right to modify this agreement at any time, and if you do not agree with the further modifications, it is your responsibility to discontinue using our services. Your continued use will imply consent to the new changes. 

Representation and Warranties

You hereby represent and warrant to us that:

  • You have reviewed and understand and agree to the terms of this Agreement.
  • You understand that nothing in this Agreement creates any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the yourself and Vertu Marketing. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on your Affiliate Site or otherwise, that contradicts anything in this section.
  • You are at least 18 years of age.
  • You will not include in your affiliate promotion any content that is unlawful, harmful, threatening, defamatory, obscene, harassing, racially, ethically, or otherwise objectionable.