This Agreement sets out the terms and conditions between Mailecoud and you as an “Affiliate” in this Mailercloud Affiliate Partnership Program (Affiliate Partnership Program). For this Agreement, the terms “we”, “us” and “our” would be referred to Mailercloud, and “you”, “your” and “yours” would refer to you, the Affiliate.
This is a legal and contractually binding agreement between the affiliate and you. To apply to the Affiliate Partnership Program, you must complete and submit the affiliate registration form and click on the "agree" button below to indicate your willingness to be bound by this Agreement. This Agreement will take effect if and when we review and accept your registration form and provide you notice of acceptance. By submitting your registration form, you certify that you have read and understood the terms set forth below and that you are authorized to submit this registration form as the named affiliate.
We reserve the right to approve or reject any Affiliate Partnership Program application at our sole and absolute discretion. You will have no legal recourse against us for the rejection of the Affiliate Partnership Program application.
Without limiting the right to reject any application for any reason whatsoever in our absolute discretion, your application may be rejected if it is incomplete if your website contains images or content that is not acceptable to us, or is simply inconsistent with the image that we create in association with your website. Furthermore, we may also reject your application if your website contains any illegal, immoral, repulsive, defamatory, derogatory, harassing, harmful, threatening, obscene, vulgar, pornographic, racial or ethnic objectionable materials, depicts sexual situations, promotes discrimination based on race, sex, sexual preference, national origin, ethnicity, nationality, disability, religious preference, or if your site contains any material that appears to have violated any patent, trademark, copyright, trade secret, confidential information, or other property within intellectual Property Rights.
We further reserve the right to terminate this Agreement if any restricted content is incorporated on your website, after acceptance of your registration form and the commencement of this Agreement. We may also terminate this Agreement if your website is unsuitable based on the criteria below:
For registering, you need to fill in all the required details on the signup form and then connect your Paypal account. Once your account is active, you will get a unique referral link that you may share on your website or blog.
As an affiliate to our program, you will have obligations to place links on your site directing users to our website. We will make available to you button links, text links, and banner advertisements to be placed on your website, which will direct the users to our website via hypertext link. As our registered affiliate, you will be given a limited right to utilize our logos and images, for the sole purpose of directing the users to the website and fulfilling the other conditions as specified under this Agreement.
We shall make available to you, the links, banners, and other information (“Materials”) to advertise our website on your platform/website subject to the terms of this Agreement. These Materials will contain our trademarks and other proprietary property. You may display these materials on your website to promote, discharge our website and participate in this Affiliate Partnership Program. If you discontinue the Affiliate Partnership Program or if your participation is terminated for any reason, then you will immediately cease using these materials and will delete all such materials for your website. You must obtain our approval to gain access to our website, and thereafter, you will also co-operate with us in the establishment and placement of the Materials on your website.
You will only be permitted to use the links that we designate to be provided on your website and any additional websites and entities will require additional submissions of our Affiliate Partnership Program applications and our approval.
You undertake to not modify the links or other materials provided by us or change the placement of links on your page. You consent to us that you would permit us to monitor your website to determine continued compliance with this Agreement.
You shall also not place links of our website or website content in newsgroups, message boards, unsolicited email and other types of spam, banner networks, counters, chat rooms, guest books, and other similar internet resources.
You will receive a commission of up to 30% based on the plan chosen by the client. The payments will be transferred to your linked PayPal account when you accumulate a minimum of $100 in referral fee. You will receive a recurring amount every month, depending on the payment made by the client.
We strictly prohibit the use of unsolicited commercial email or spam campaigns as we maintain a zero-tolerance policy towards spam, be it direct, third party, or any affiliate or similar agent acting on your behalf. As such, we reserve the right to terminate your account or any part thereof, without notice or compensation.
If you are found to be involved in spam or any unsolicited commercial email campaign including flooding newsgroups, distributing messages to recipients that do not want the information or any other abuse contravening our policies, then you shall be met with the following:
a) Your account will be suspended and closed immediately, without the burden of notice or compensation.
b) An administrative fee would be levied upon you for violating our terms.
c) You will be held accountable for any monetary damages, suffered by us and sustained through contravention of this Agreement. This would include but is not limited to punitive damages, related to lost clients and brand deterioration.
All parties who make purchases through our website, regardless of whether they may have reached its website through the link from your website, are deemed to be our customers and not your customers relative to our products or services. We will have the right to contact these customers and send future marketing offers to them. You shall have no rights to further commissions on subsequent purchases that may be traced at the time of purchases through a link from your website. Additionally, all such customers and purchases will be subject to our policies, procedures, rules, and regulations and you shall have no right or authority to amend or offer any different offers relative to the purchase of products from our website. We shall, however, reserve the right to amend any of our terms, conditions, policies, procedures, pricing, payment policies, collection policies, and all other items relative to our business and sale of products at any time in our sole discretion.
You will have a non-exclusive, limited, term license to use the trademarks, logos, and copyrighted material that we provide which shall be used by you solely for the purpose of discharging your duties under this Agreement. You shall not distribute, reproduce, modify, amend, any trademarks including but not limited to the images supplied to you and shall use our trademarks only for promoting our websites and products as agreed upon from time to time. The license that we grant is subject to complete compliance with all terms and conditions of this Agreement and policies that we may create and amend regarding this Affiliate Partnership Program.
You will only use such items in the form, size, content, and appearance that we provide and you shall not be permitted to modify them. You further agree to display these items promptly on your website. The items provided by us shall only be used if they contain a hyperlink to our website. The license shall immediately terminate upon the termination of this Affiliate Partnership Program. We may also terminate this license upon providing notice to you if you use any of the items provided by us in contravention with or without confirming to our standards and we shall have the sole discretion to decide such standards. You agree that we shall retain all rights, title, and interest in and to all such materials. We shall further retain the goodwill and other value associated with any of those materials. You will not gain any trademark, copyright, or other proprietary rights to such materials. You also agree to not take any action that is contrary to or inconsistent with our rights to the materials shared with you. You will also not use the materials in any way that is damaging, defamatory, disparaging, derogatory, or negative to us or that paints us in a false or negative light. We may revoke the limited license granted hereunder at any time and upon any such renovation or termination, you will immediately cease using the materials shared with you.
You are not permitted to use any other proprietary materials, including but not limited to trademarks, copyrights, logos, text, and any other materials that belong to us or any other party and which may appear on our website.
By way of this Agreement, you shall grant to us a non-exclusive right and license to your logo’s trademarks, trade names, service marks, business names, web page, titles, slogans, logos, and copyrighted materials, to promote, advertise, announce, or marketing our participation in our Affiliate Partnership Program.
You hereby represent and warrant to us that you have complete power and authority to enter into this Agreement and that this Agreement constitutes a valid and legally enforceable agreement. The entry of this Agreement has been duly and validly authorized by all necessary corporate or other organizational actions and approvals. Your entry of this Agreement is not prohibited by the terms of any document, is not contrary to any law, rule, or regulations, and is not in violation of any court or administrative order.
The effectiveness of this Agreement shall not commence until your Affiliate Partnership Program application is accepted by us. The effectiveness hereof and binding effect shall occur upon our acceptance of your Affiliate Partnership Program application. This Agreement shall remain in full force and effect until terminated by us.
This Agreement shall remain in full force and effect until terminated by us. However, you may terminate this Agreement by providing us with prior written notice of thirty (30) days.
We reserve the right in our sole and absolute discretion, to modify any terms and conditions of the Affiliate Partnership Program by providing a reasonable intimation to you.
We hereby disclaim any warranties and liabilities related to any downtime or failure for users to be able to access our website or to access our website from the link from your website. Furthermore, we shall not be responsible for and hereby disclaim any warranties related to our website, the Affiliate Partnership Program, your participation in the Affiliate Partnership Program, your ability to make commissions or otherwise profit through participation in this Affiliate Partnership Program, including but not limited to any warranties of fitness for any particular purpose or merchantability, non-infringement, or any claim made based upon our course of dealing or usage of trade. We do not represent or warrant that this website or any application, including but not limited to our link tracking features, will be error-free or that they will function without interruption.
We shall not be responsible for any direct or indirect damages or liabilities of any nature, including but not limited to incidental, consequential, indirect, or special damages, lost profits, lost business opportunity, or any other damages, regardless of whether we were or have been advised of the possibility of the same.
Without limiting the foregoing, our total liability for any damages arising hereunder shall not exceed the total commission paid and payable by us under the terms hereof.
Except as otherwise provided in this Agreement or with the consent of the other party hereto, each of the parties hereto agrees that all information including, without limitation, the terms of this Agreement, business and financial information, customer and vendor lists, and pricing and sales information, concerning us, our customer, affiliate shall remain strictly confidential and secret and shall not be utilized, directly or indirectly, by such party for its business purposes or for any other purpose except and solely to the extent necessary to exercise rights and perform obligations under this Agreement. The foregoing restrictions will not apply to information to the extent it (i) was known to the receiving party at the time of disclosure; (ii) has become publicly known through no wrongful act of the receiving party; (iii) has been rightfully received from a third party under no obligation to the disclosing party; (iv) has been disclosed by court order or as otherwise required by law if the receiving party has given the disclosing party a reasonable opportunity to contest or limit the scope of such required disclosure.
You agree to indemnify and hold us and all of our other shareholders, officers, directors, employees, contractors, affiliates, agents causes of action, suits, threats, demands, settlements, and advertising, promotions, discharge, damages, actions, causes of action, suits, threats, demands, settlements, including all costs and attorney fees related thereto, that we may incur and which are based in whole or in part upon your participation in the Affiliate Partnership Program, any claims that any of your trademarks and any other proprietary material infringe upon the rights of any other party, your breach of any term, covenants, condition, representation or warranty contained in this agreement or any policies of participation in the Affiliate Partnership Program, or any claim related directly or indirectly to your use, operation or the content of your website.
This Agreement will be governed in all respects by the laws of the United Kingdom, including its conflict with law provisions.
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