PLEASE READ THIS AFFILIATE PROGRAM AGREEMENT CAREFULLY.
This is a contract between you (the “Affiliate”) and us (“Unalome Project”). It describes how we will work together and other aspects of our business relationship. The Unalome Project Affiliate Program Agreement applies to your participation in our Affiliate Marketing Program (the “Affiliate Program”). These terms are so important that we cannot have you participate in our Affiliate Program unless you agree to them.
We periodically update these terms. We might also choose to replace these terms in their entirety if, for example, the Affiliate Program changes, ends, or becomes part of an existing program, including our partner programs. If we update or replace the terms, we or the Affiliate Tool will let you know via electronic means, which may include an in-app notification or by email. If you don’t agree to the update or replacement, you can choose to terminate as we describe below.
Definitions
“We”, “us”, “our”, and “Unalome Project” means Unalome Project.
“You” and “Affiliate” means the individual, company or party, other than Unalome Project, entering into this Agreement and participating in the Unalome Project Affiliate Program.
“Affiliate Program” means our marketing affiliate program as described in this Agreement.
“Affiliate Lead” means a customer prospect who clicks on the Affiliate Link that we have made available to you via the Affiliate Tool.
“Affiliate Link” means the unique tracking link you place on your site or promote through other channels.
“Affiliate Policies” means the policies applicable to affiliates which we may make available to you from time to time.
“Affiliate Tool” means the tool that we make available to you upon your acceptance into the Affiliate Program and for you to use in order to participate in the Affiliate Program.
“Agreement” means this Affiliate Marketing Program Agreement and all materials referred or linked to in here.
“Products” means all offerings such as workshops, programs, journeys, voyages, courses, books, discourses, seminars, webinars, festivals, audiobooks, documents, and others; both online (digital) or offline, as made available through our website.
“Commission” or “Referral Fee” means an amount described in the Affiliate Tool (or if applicable, in the Program Policies) for each Customer Transaction.
“Customer” means the authorized actual user of the Unalome Project Products who has purchased or signed up for the Unalome Project products after being an Affiliate Lead. Every customer who buys a product through this program is deemed to be a customer of Unalome Project. Accordingly, all of our rules, policies, and operating procedures concerning pricing, customer orders, customer service, and services sales will apply to those customers. We may change our policies and operating procedures at any time. Unalome Project is not responsible for any representations made by the Affiliate that contradict our rules, policies or operating procedures.
“Customer Transactions” means those transactions by Affiliate Leads that are eligible for Commission pursuant to the ‘Customer Transactions’ section of this Agreement. Customer Transactions may include customer purchases or customer signups, as further described in the Affiliate Tool.
“Customer Data” means all information that Customer submits or collects via the Unalome Project Products and all materials that Customer provides or posts, uploads, inputs or submits for public display through the Unalome Project Products.
“Unalome Project Content” means all information, data, text, messages, software, sound, music, video, photographs, graphics, images, and tags that we incorporate into our services.
“Program Policies Page” means the Unalome Project Affiliate Program Guidebook (pdf) where we will provide all the up to date guidelines and policies for the Affiliate Program.
“Other Products” means those products and services that we offer, which are not included in our web store; and, for the purposes of this Agreement, Other Products include all of our marketing software, legacy sales and marketing products, and any implementation, customization, training, consulting, additional support or other professional services, or fees for third-party products or services.
Account Registration
You must provide your legal full name, a valid email address, and any other information requested in order to complete the sign-up process for an Affiliate account (“account”)
You must be 18 years of age or older to join this Program.
You must have a valid bank account in India.
Each account is for use by either a single legal entity (e.g. a company or a partnership) or an individual user. We do not permit you to share your username and password with any other person nor with multiple users on a network. Responsibility for the security of any usernames and passwords issued (including those of any Invitees) rests with you.
You may not use the Program for any illegal or unauthorized purpose. You must not, in the use of the Program, violate any laws in your jurisdiction (including but not limited to copyright laws).
Affiliate Acceptance
If you are accepted to participate in the Affiliate Program, then upon notification of acceptance, the terms and conditions of this Agreement shall apply in full force and effect, until terminated, pursuant to the terms set forth below. Further, you will need to complete any enrollment criteria set out in the Program Policies Page, if applicable. Failure to complete any enrollment criteria within thirty (30) days of your acceptance will result in the immediate termination of this Agreement and you will no longer be able to participate in the Affiliate Program.
Your acceptance and participation in the Affiliate Program does not mean that you will be accepted into any of our Unalome Project Partner Programs, website membership or other programs. In order to participate in these programs, you will need to apply in accordance with the relevant application procedure.
Referral Links & Promotion
Once you have signed up for the Program you will be provided with a URL link that must be used to identify you when placing a link from your site, email or other communications to the Unalome Project website. It is your responsibility to ensure each such link is correctly formatted.
We may also provide graphical images that can be used within the links to promote Unalome Project. You may not modify these images in any way. We reserve the right to change the images at any time without notice. You will be solely responsible for the development, operation, and maintenance of your site, your social media profiles, blogs and for all materials that appear on your site.
You may not use our name or graphics in any bulk email whatsoever unless we have given our advanced written consent. We may terminate the Agreement if any meaningful spam complaints naming us or our services result from your marketing activities.
You may not issue any press release with respect to this Agreement or your participation in the Program; such action may result in your termination from the Program. In addition, you may not in any manner misrepresent or embellish the relationship between us and you, say you develop our Products or Services, say you are part of Unalome Project or express or imply any relationship between us and you or any other person or entity, except as expressly permitted by this Agreement.
Referral Fee
For the sale of a subscription to be eligible to earn a referral fee, the customer must click-through a link from your site, email, or other communications to the Unalome Project website and sign up within 30 days of the initial click-through. If they fail to sign up within those 30 days and later return without following your link, you will not earn a referral fee.
We will only pay referral fees on links that are automatically tracked and reported by our systems. For our systems to track the referral, the visitor must have cookies enabled. We will not pay referral fees if someone says they signed up through you but it was not tracked by our system.
The referral fee is 20% of our revenue from customers that you refer. The referral fee will be credited to your Affiliate account once the customer pays the purchase price and is remitted to our account. Referral fees are only earned if a customer makes a payment in full. For customers who repeat purchase any products or participate in any recurring program, commissions will be paid only on the first sign up, unless repeat purchases are also made through your affiliate links.
Personal Use
Affiliates may use the Affiliate links to purchase products for their own use at the discounted rate. Such purchases are non-transferable and non-refundable.
Payments
Accrued referral fees are paid via bank transfer roughly once per month and only when your accrued referral fees total INR 500 or more. You must have a valid bank account to receive referral fees, as we do not offer payment via cheque/check, credit card, cash or other method.
A summary of sign ups and statement of referral fees is available to the Affiliate by logging into their Affiliate account.
The referral fee structure is subject to change at our discretion.
We reserve the right to disqualify referral fees earned through fraudulent, illegal, or overly aggressive, questionable sales or marketing methods.
All fees are exclusive of all taxes, charges, levies, assessments and other fees of any kind imposed on your involvement in this Agreement and shall be the responsibility of, and payable by you.
We reserve the right to check and change commissions on the basis of orders actually paid, the notification e-mail is not understood as a confirmed commission – this is only a notification, and every payment will be verified based on real transactions.
Refunds
Customer payments refunded or payments charged-back due to credit card fraud do not qualify for referral fees. We may delay crediting of referral fees subject to risk analysis considerations and Anti-Money Laundering procedures.
In the event a customer requests a refund for a transaction for which the Affiliate has earned commissions, any commissions earned on the refund amount will be deducted from the Affiliate’s balance.
Pricing & Availability
We will determine the prices to be charged for products sold under this Program in accordance with our own pricing policies. Product prices and availability may vary from time to time. Because price changes may affect products that you have listed on your site, you should not display product prices on your site, social media or blogs. We will use commercially reasonable efforts to present accurate information, but we cannot guarantee the availability or price of any particular product.
Usage And Obligations
Affiliates are permitted to use the Unalome Project brand and marketing resources available in the Marketing Tools section of the affiliate dashboard. Logos and other assets cannot be modified. The Affiliate does not gain any trademark, copyright or any other rights to these materials.
The Affiliate will never imply that they are acting on behalf of Pure Chat and will never advertise Unalome Project products directly. The Affiliate will never bid for advertisements that compete with Unalome Project.
The Affiliate will never represent themselves, Unalome Project or their relationship with Unalome Project in a false or misleading way.
The Affiliate will not engage in the distribution of an unsolicited bulk email (spam) mentioning or referencing Unalome Project.
Impermissible Behaviors
We at Unalome Project provide an open and non-judgmental space for people to express themselves and arrive at vulnerability. As an Unalome Project Affiliate you will come in contact with and have access to our customers, participants, facilitators, community, other affiliates, vendors, visitors and others. With all such persons, companies or groups you must not indulge in the activities, conversations or behaviors mentioned herein.
Disregarding these will be considered a serious matter and may even lead to a permanent ban.
TERMS AND CONDITIONS
You will comply with the terms and conditions of this Agreement at all times, including any applicable Program Policies.
Customer Transactions
Relationship of Parties
You and we are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. 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 site or otherwise, that reasonably would contradict anything in this Agreement.
Training and Support
We may make available to you, without charge, various webinars and other resources made available as part of our Affiliate Program. If we make such resources available to you, you will encourage your sales representatives and/or other relevant personnel to participate in training and/or other certifications as we recommend and may make available to you from time-to-time. We may change or discontinue any or all parts of the Affiliate Program benefits or offerings at any time without notice.
Intellectual Property
“Intellectual Property” means trademarks (whether registered or unregistered together with all goodwill in connection thereto), unregistered and registered designs, copyright, database rights, rights in computer software, domain names, rights in Confidential Information and all other intellectual property rights (whether now subsisting or in the future created). All Intellectual Property existing prior to the commencement date of this agreement shall belong to the Participant that owned such rights immediately prior to such date. Each party acknowledges and agrees that it shall not acquire or claim any title to the other Party’s Intellectual Property.
Trademarks
You grant to us a nonexclusive, nontransferable, royalty-free right to use and display your trademarks, service marks and logos (“Affiliate Marks”) in connection with the Affiliate Program and this Agreement.
During the term of this Agreement, in the event that we make our trademark available to you within the Affiliate Tool, you may use our trademark as long as you follow the usage requirements in this section. You must: (i) only use the images of our trademark that we make available to you, without altering them in any way; (ii) only use our trademarks in connection with the Affiliate Program and this Agreement; (iii) comply with our vendor kit and Trademark Usage Guidelines; and (iv) immediately comply if we request that you discontinue use. You must not: (i) use our trademark in a misleading or disparaging way; (ii) use our trademark in a way that implies we endorse, sponsor or approve of your services or products; or (iii) use our trademark in violation of applicable law or in connection with an obscene, indecent, or unlawful topic or material.
Copyrighted and Trademarked material
You are solely responsible for ensuring that your reviews, product descriptions and articles (if applicable at your site) obey all applicable copyright, trademark, and other laws. Unalome Project will not be responsible if you use another party’s copyrighted or trademarked material in violation of the law.
Confidential Information
“Confidential Information” means all confidential information and data, whether in tangible or intangible form such as trade secrets, financial, and technical information, customers, prices, discounts, and margins. A Participant receiving Confidential Information (“Receiving Party”) from the other Participant (“Disclosing Party”) agrees to (a) hold all Confidential Information in confidence and protect it with the same degree of care with which the Receiving Party protects its own Confidential Information; (b) use such Confidential Information only for the purposes of this Agreement and as permitted by this Agreement; (c) not copy or otherwise duplicate such Confidential Information, except for the purpose of this Agreement; and (d) restrict disclosure of such Confidential Information solely to those employees and agents with a need to know such Confidential Information for the purposes of this Agreement and who are bound in writing to protect the same.
Security
Each party shall implement and maintain all appropriate technical and organizational measures to protect any copies of the Personal Data in their possession or control from (i) accidental or unlawful destruction, and (ii) loss, alteration, or unauthorized disclosure or access (a “Security Incident”) and to preserve the security and confidentiality of such Personal Data. Each party shall notify the other party without undue delay on becoming aware of any breach of Applicable Data Protection Laws.
Term And Termination
This Agreement will apply for as long as you participate in the Affiliate Program, until terminated. Both you and we may terminate this Agreement on fifteen (15) days written notice to the other party.
If the Affiliate terminates the agreement, no further commissions from Unalome Project will be paid for any past or future customer transactions.
If Unalome Project chooses to terminate the agreement, any balance greater than INR 500 will be paid to the affiliate within 60 days of termination. Balances that are smaller than INR 500 will be forfeited.
If the Affiliate is on a recurring program, Unalome Project will not be obligated for any future payments after termination.
Any violation of the terms within this agreement may result in, among other things, termination or suspension of your rights to be an Affiliate and forfeiture of any outstanding affiliate referral fee payments earned during the violation.
Affiliate Representations and Warranties
You represent and warrant that: (i) your participation in this Affiliate Program will not conflict with any of your existing agreements or arrangements; (ii) you will ensure that you are compliant with any trade, taxation or regulatory requirements that may apply to your participation in the Affiliate Program; (iii) you will accurately provide in the Affiliate Tool all websites, social media profiles and domains you own where you intend to use Affiliate Links to generate Affiliate Leads; (iv) you will not purchase ads that direct to your site(s) or through an Affiliate Link that could be considered as competing with Unalome Project’s own advertising, including, but not limited to, our branded keywords; (v) you will not participate in cookie stuffing or pop-ups, false or misleading links (strictly prohibited); (vi) you will not use any mechanisms to deliver leads other than through an intended consumer. This includes sourcing leads through compilations of personal data such as phonebooks, using fake redirects or other tools or automation devices to generate leads (including but not limited to robots, lframes, or hidden frames), or offering incentives to encourage purchases or signups.
Indemnification
You will indemnify, defend and hold us harmless, at your expense, against any third-party claim, suit, action, or proceeding (each, an “Action”) brought against us (and our officers, directors, employees, agents, service providers, licensors, and affiliates) by a third party not affiliated with us to the extent that such Action is based upon or arises out of (a) your participation in the Affiliate Program, (b) our use of the prospect data you provided us, (c) your noncompliance with or breach of this Agreement, (d) your use of the Affiliate Tool, or (e) our use of the Affiliate Marks. We will: notify you in writing within thirty (30) days of our becoming aware of any such claim; give you sole control of the defense or settlement of such a claim; and provide you (at your expense) with any and all information and assistance reasonably requested by you to handle the defense or settlement of the claim. You shall not accept any settlement that (i) imposes an obligation on us; (ii) requires us to make an admission; or (iii) imposes liability not covered by these indemnifications or places restrictions on us without our prior written consent.
Disclaimers; Limitations of Liability
General
(a) strikes, lock-outs or other industrial action;
(b) civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war;
(c) fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster;
(d) impossibility of the use of public or private telecommunications networks;
(e) the acts, decrees, legislation, regulations or restrictions of any government.
Our performance is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavors to bring the Force Majeure Event to a close or to find a solution by which our obligations under these Terms may be performed despite the Force Majeure Event.
To Unalome Project: T3, Linea Orchid, Green Park Layout, Banaswadi, Bengaluru 560043. To you: your address as provided in our affiliate account information for you.
We may give electronic notices specific to you by email to your e-mail address(es) on record in our account information for you. We may give notice to you by telephone calls to the telephone numbers on record in our account information for you.
Electronic Signatures
Each party acknowledges and agrees that by clicking-through acceptance of this Agreement; it is submitting an authorized electronic signature and entering into a legally binding contract. Further, each party hereby waive any rights or requirements under any applicable statutes, regulations, rules, ordinances or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by other than electronic means.
Arbitration
All claims and disputes arising under or relating to this Agreement are to be settled by mutually chosen and binding arbitration in Bengaluru, Karnataka. An award of arbitration may be confirmed in a court of competent jurisdiction.
Modification
We may modify any of the terms and conditions within this Agreement at any time and at our sole discretion. These modifications may include, but not limited to changes in the scope of available commissions, commission schedules, payment procedures and Affiliate Program rules.