We (the folks at Smarty Skirt, LLC) run a website and subscription service called Book Award Pro and would love for you to use it. Book Award Pro provides some information and resources for free, and we also offer paid memberships, premium features, and an affiliate program.
Your Privacy is Important!
You must be concerned about your privacy if you are reading this message. That is great because we care about privacy too. Your time is valuable so we’ll keep it simple.
- If you sign up for Book Award Pro, we save your email address, name, subscription and billing information, and information to fulfill your your Book Award Pro service.
- We may use this information to fulfill your Book Award Pro service, send occasional newsletters that include an opt-out link, and to provide access to Book Award Pro membership resources.
- We will never sell your information. We promise not to transfer your information to third-parties which are not directly required to perform business.
- We hate spam too! Every promotional email we send will include a link to opt-out of such future communication.
- All interactions with Book Award Pro's website are always encrypted with SSL. This means everything you do here is private and secure.
That’s all for now. This policy may be changed in the future and the latest version will always be published here. We realize you have placed your trust with Book Award Pro, and it is our goal to respect that trust and your privacy.
Terms of Service
Please read this Agreement carefully before accessing or using our Services. By accessing or using any part of our services, you agree to become bound by the terms and conditions of this agreement. If you do not agree to all the terms and conditions of this agreement, then you may not access or use any of our services. If these terms and conditions are considered an offer by Smarty Skirt, acceptance is expressly limited to these terms.
Our Services are not directed to children younger than 13, and access and use of our Services is only offered to users 13 years of age or older. If you are under 13 years old, please do not register to use our Services. Any person who registers as a user or provides their personal information to our Services represents that they are 13 years of age or older.
Use of our Services may require a user account. You agree to provide us with complete and accurate information when you register for an account. You will be solely responsible and liable for any activity that occurs under your account. You are responsible for keeping your password secure.
1. Book Award Pro.
- Book Award Pro Website and Your Account. If you create an account on Book Award Pro, you are responsible for maintaining the security of the account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with the account. You must immediately notify Smarty Skirt of any unauthorized uses of your account or any other breaches of security. Smarty Skirt will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.
- Responsibility of Contributors. If you comment on Book Award Pro, post material to Book Award Pro, post links on Book Award Pro, or otherwise make (or allow any third party to make) material available (any such material, “Content”), you are entirely responsible for the content of, and any harm resulting from, that Content or your conduct. That is the case regardless of what form the Content takes, which includes, but is not limited to text, photo, video, audio, or code. By using Book Award Pro, you represent and warrant that your Content and conduct do not violate these terms or other Smarty Skirt user guidelines. By submitting Content to Smarty Skirt, you grant Smarty Skirt a world-wide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish the Content. This license allows Smarty Skirt to make publicly-posted content available to third parties selected by Smarty Skirt so that these third parties can analyze and distribute (but not publicly display) your content through their services. If you delete Content, Smarty Skirt will use reasonable efforts to remove it from Book Award Pro, but you acknowledge that caching or references to the Content may not be made immediately unavailable. Without limiting any of those representations or warranties, Smarty Skirt has the right (though not the obligation) to, in Smarty Skirt’s sole discretion, (i) reclaim your username due to prolonged inactivity, (ii) refuse or remove any content that, in Smarty Skirt’s reasonable opinion, violates any Smarty Skirt policy or is in any way harmful or objectionable, or (iii) terminate or deny access to and use of Book Award Pro to any individual or entity for any reason. Smarty Skirt will have no obligation to provide a refund of any amounts previously paid.
- Payment and Renewal.
- General Terms. Paid services, such as subscriptions or memberships are available (any such services, an “Upgrade," "Service," "Subscription,” or "Membership"). By selecting a Membership you agree to pay Smarty Skirt the monthly or annual subscription fees and taxes indicated for that service. Failure to pay the fee(s) may result in termination of your account. Payments will be charged on a pre-pay basis on the day you sign up for a Membership and will cover the use of that service for a monthly or annual subscription period as indicated. You agree to pay Smarty Skirt the applicable fees and taxes unless you cancel the Membership, in which case you agree to still pay these fees through the end of the applicable subscription period.
- Automatic Renewal. You authorize Smarty Skirt, or its payment processing vendors, to store and continue billing your payment method (e.g., credit card), even after it has expired, to avoid interruptions in your service (e.g., Memberships, Subscriptions, Upgrades), and to facilitate easy payment for additional Services. Unless you notify Smarty Skirt before the end of the applicable subscription period that you want to cancel a Membership, your Membership subscription will automatically renew and you authorize us to collect the then-applicable annual or monthly subscription fee for such Membership (as well as any taxes) using any credit card or other payment mechanism we have on record for you. Memberships can be canceled in your account settings and/or by contacting Book Award Pro support via email.
- Restricted Use. You may not use Book Award Pro to substantially replicate products or services offered by Smarty Skirt, including the republication of Book Award Pro content. If Smarty Skirt believes, in its sole discretion, that you have violated or attempted to violate these conditions or the spirit of these terms, your ability to use and access Book Award Pro may be temporarily or permanently revoked, with or without notice, and you may also be held legally liable for any/all damages resulting, directly or indirectly, from your violation of these terms. All Smarty Skirt and Book Award Pro content is copyright and all rights are reserved.
2. Responsibility of Visitors.
Smarty Skirt has not reviewed, and cannot review, all of the material, including computer software, posted to our Services, and cannot therefore be responsible for that material’s content, use or effects. By operating our Services, Smarty Skirt does not represent or imply that it endorses the material there posted, or that it believes such material to be accurate, useful, or non-harmful. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. Our Services may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors. Our Services may also contain material that violates the privacy or publicity rights, or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. Smarty Skirt disclaims any responsibility for any harm resulting from the use by visitors of our Services, or from any downloading by those visitors of content there posted.
3. Content Posted on Other Websites.
We have not reviewed, and cannot review, all of the material, including computer software, made available through the websites and webpages to which Book Award Pro links, and that link to Book Award Pro. Smarty Skirt does not have any control over those non-Book Award Pro websites, and is not responsible for their contents or their use. By linking to a non-Book Award Pro website, Smarty Skirt does not represent or imply that it endorses such website. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. Smarty Skirt disclaims any responsibility for any harm resulting from your use of non-Book Award Pro websites and webpages.
4. Copyright Infringement and DMCA Policy.
As Smarty Skirt asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on or linked to by Book Award Pro violates your copyright, you are encouraged to notify Smarty Skirt in accordance with Smarty Skirt’s Digital Millennium Copyright Act (“DMCA”) Policy. Smarty Skirt will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material. Smarty Skirt will terminate a visitor’s access to and use of the Website and/or Services and/or Upgrades if, under appropriate circumstances, the visitor is determined to be a repeat infringer of the copyrights or other intellectual property rights of Smarty Skirt or others. In the case of such termination, Smarty Skirt will have no obligation to provide a refund of any amounts previously paid to Smarty Skirt.
5. Intellectual Property.
This Agreement does not transfer from Smarty Skirt to you any Smarty Skirt or third party intellectual property, including content, and all right, title, and interest in and to such property will remain (as between the parties) solely with Smarty Skirt. Smarty Skirt, Book Award Pro, the respective logos, and all other trademarks, copyrights, service marks, graphics and logos used in connection with Book Award Pro or our Services, are trademarks or registered trademarks of Smarty Skirt or Smarty Skirt’s licensors. Other trademarks, service marks, graphics and logos used in connection with our Services may be the trademarks of other third parties. Your use of our Services grants you no right or license to reproduce or otherwise use any Smarty Skirt or third-party trademarks, copyrights, content, and/or other intellectual property.
We are constantly updating our Services, and that means sometimes we have to change the legal terms under which our Services are offered. If we make changes that are material, we will let you know by posting on one of our blogs, or by sending you an email or other communication before the changes take effect. The notice will designate a reasonable period of time after which the new terms will take effect. If you disagree with our changes, then you should stop using our Services within the designated notice period. Your continued use of our Services will be subject to the new terms. However, any dispute that arose before the changes shall be governed by the Terms (including the binding individual arbitration clause) that were in place when the dispute arose. You agree to keep your contact information up to date.
Smarty Skirt may terminate your access to all or any part of our Services at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement or your Book Award Pro account (if you have one), you may simply discontinue using our Services, cancel your payment obligation (outlined in the "Payment and Reneral" section of this agreement), and provide notice to Smarty Skirt support via email. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, any existing subscription term, fees and/or payments owed, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
8. Disclaimer of Warranties.
Our Services are provided “as is.” Smarty Skirt and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Smarty Skirt nor its suppliers and licensors makes any warranty that our Services will be error free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through, our Services at your own discretion and risk.
9. Limitation of Liability.
In no event will Smarty Skirt, or its suppliers or licensors, be liable with respect to any subject matter of this Agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to Smarty Skirt under this agreement during the twelve (12) month period prior to the cause of action. Smarty Skirt shall have no liability for any failure or delay due to matters beyond our reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
10. General Representation and Warranty.
11. US Economic Sanctions.
You expressly represent and warrant that your use of our Services and or associated services and products is not contrary to applicable U.S. Sanctions. Such use is prohibited, and Smarty Skirt reserves the right to terminate accounts or access of those in the event of a breach of this condition.
You agree to indemnify, defend, and hold harmless Smarty Skirt, its contractors, and its licensors, and their respective directors, officers, employees, and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of our Services, including but not limited to your violation of this Agreement.
This Agreement constitutes the entire agreement between Smarty Skirt and you concerning the subject matter hereof, and may only be modified by a written amendment signed by an authorized executive of Smarty Skirt, or by the posting by Smarty Skirt of a revised version. Except to the extent applicable by law, if any, provides otherwise, this Agreement, any access to or use of our Services will be governed by the laws of the state of Texas, U.S.A., excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be the state and federal courts located in Travis County, Texas. Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under this Agreement shall be finally settled in accordance with arbitration rules, by a legal arbitrator to be selected solely by Smarty Skirt. The arbitration shall take place in Austin, Texas, in the English language and the arbitral decision may be enforced in any court. The prevailing party in any action or proceeding to enforce this Agreement shall be entitled to costs and attorneys’ fees. If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. If we do not act to enforce a breach of this Agreement, that does not mean that Smarty Skirt has waived its right to enforce this Agreement. You may not assign or transfer this Agreement, including your rights and obligations herein, or your membership or use of Services, to any party without our consent. Smarty Skirt may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.
Affiliate Program Terms and Conditions
Effective Date: July 22, 2020
Primary Website: bookawardpro.com
This Affiliate Agreement (hereinafter called the "Agreement") is provided by the following organization, hereinafter referred to as "Company": Smarty Skirt LLC. Our primary website is located at the address listed above. This 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 AND 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 and Conditions, Terms of Service, Privacy Policies, End-User License Agreements, or other legal documents which we may have on our website.
3) AGE RESTRICTION
You must be at least 18 (eighteen) years of age to join our Affiliate Program or use this Website. By submitting an application to our Affiliate Program, you represent and warrant that you are at least 18 years of age and may legally agree to this Agreement. The Company assumes no responsibility or liability for any misrepresentation of your age.
4) PROGRAM SIGN-UP
In order to join our Affiliate Program, you will first be asked to submit an Affiliate Application. The Affiliate Application may be found via link on the Company’s Website.
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 apply 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.
6) AFFILIATE PROGRAM
After your acceptance into the Affiliate Program, you must ensure your account is properly set up, including the provision of specific payout information as may be required by the Company from time to time to process payment of qualifying commissions.
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 provided by us and to display the Link prominently on your website (together with any associated social media pages and non-spam emails), and 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 percentage of the sale specified as “Commission Rate” in Appendix A to this Agreement.
Commissions will be based on any new Qualified Purchases made by a user referred to the Company by Affiliate.
In the event that multiple cookies from multiple active affiliates are present at the time of a purchase, the original or older cookie shall prevail in determining the commissionable Affiliate.
7) SPECIFIC TERMS APPLICABLE
The viability of all payouts made under the terms of this Agreement will be made 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 customer orders will be our responsibility. We will also provide timely data regarding your affiliate account with us through the portal on which you log into the affiliate section of the website.
As described above, in order to be eligible for payout, user purchases must be "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 Affiliate, on behalf of Affiliate, an already-existing partner, or other 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, conditions, or any other stipulations made by the Company;
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 other than those coupons or discounts as may be provided, from time to time, specifically by Company for promotional use by Affiliate;
h) Must have the customer's account active and in good-standing at all times from inception through the time of payout to Affiliate;
i) Have not resulted in a refund or chargeback when payout is made to Affiliate.
8) PAYOUT INFORMATION
Affiliate will be eligible to receive payouts once the Company has received all requested tax and payment information from the Affiliate and Company provides activation notice to Affiliate.
Company shall not withhold any taxes from the payouts made to Affiliate under the terms of this Agreement. Company shall not be responsible for any taxes owed by Affiliate arising out of Affiliate’s relationship with Company as set forth in this Agreement.
The Company will make payouts to Affiliate using the method and process identified in Appendix A. All pending and future payouts may be adjusted or offset by previous commissions that have been paid to Affiliate for purchases that have since resulted in a refund to or chargeback by any customer referred by Affiliate.
We explicitly reserve the right to change the payout process and procedure in our sole and exclusive discretion. If we do so, you will be notified.
For any disputes as to payout, the Company must be notified within thirty days of when Company dispersed 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.
Affiliate may log into their designated program account to review performance and payout information related to their participation in the Affiliate Program.
10) TERM, TERMINATION, AND SUSPENSION
The term of this Agreement will begin when Affiliate is accepted by Company 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 receive any eligible payouts earned prior to the date of termination. Any earnings that are ineligible for payout prior to the date of termination will be forfeit.
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 unpaid earnings.
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.
Upon termination of this Agreement, any provisions that would be expected to survive termination by their nature shall remain in full force and effect.
11) 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 refer customers using the Affiliate Links we provide. You may not modify or misrepresent 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 and/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.
12) MODIFICATION AND VARIATION
The Company may, from time to 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 may 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 sub-part 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.
13) 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.
14) ACCEPTABLE USE
You agree not to use the Affiliate Program or our Company for any unlawful purpose or any purpose prohibited under this clause or agreement. You agree not to use the Affiliate Program in any way that could damage our websites, products, services, or the general business and reputation of the Company. Determination of any unacceptable act or action by the Affiliate will be in the sole discretion of the Company.
You further agree not to use the Affiliate Program:
I) To harass, abuse, or threaten others or otherwise violate any person's legal rights;
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.
15) AFFILIATE OBLIGATIONS AND 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 these 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 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 sub-part, we may terminate our relationship with you at our sole and exclusive discretion.
16) REVERSE ENGINEERING AND 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.
17) 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.
19) SPAM POLICY
You are strictly prohibited from using the Affiliate Program for illegal spam and/or solicitation activities, including gathering email addresses and personal information from others or sending any mass commercial emails to lists, groups or contacts that you do not have permission to send to.
20) 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.
21) 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.
22) 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.
23) LIMITATION ON LIABILITY
The Company is not liable for any damages that may occur to you as a result of your participation in Affiliate Program, to the fullest extent permitted by law. The maximum liability of the Company arising from or relating to this Agreement is limited 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.
In the event that any information is disclosed to the Affiliate that the Company deems to be confidential and proprietary, the Affiliate agrees to hold such information in the strictest of confidence and not to disclose such information to any other party or to use any such information for the Affiliate’s own purposes. Confidential information will include, without limitations, any information regarding the Company, changes or modifications to this Agreement or the Affiliate Program, or any other terms agreed between Affiliate and the Company. Confidential information shall also include any and all information related to the Company including business plans, marketing plans, user statistics, financial information, pricing, profits, membership information, affiliations, sales information, and all other information which the Company considers to be confidential and proprietary.
25) GENERAL PROVISIONS:
A) LANGUAGE: All communications made or notices given pursuant to this Agreement shall be in the English language.
B) JURISDICTION, VENUE AND CHOICE OF LAW: Through your participation in the Affiliate Program, you agree that Texas 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 state of Texas in the county of Company's choosing. 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 state of Texas in the county of Company's choosing. 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 Texas. Each Party shall pay their own costs and fees and shall share equally the cost and fees of the arbitration itself. 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 sub-part, be litigated. The Parties, in agreement with this sub-part 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 sub-part of this Agreement is held invalid or unenforceable by a court of law or competent arbitrator, the remaining parts and sub-parts 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 sub-part of this Agreement will not constitute a waiver of any other part or sub-part.
G) HEADINGS FOR CONVENIENCE ONLY: Headings of parts and sub-parts 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 e-mail. For any questions or concerns, please email us. Company may communicate with and provide notice to Affiliate using the email address provided by you in the Affiliate Application or as has been subsequently modified by Affiliate and acknowledged by Company.
26) Terms History
Created: July 22, 2020
Individual Affiliate Terms
Commissions Rate: 25% of each referred new customer's first month subscription. If Affiliate chooses to receive payouts via Book Award Pro credit instead of PayPal, then commission rate will be doubled (50%) and applied as a credit toward Affiliate's Book Award Pro services.
Annual Plan Bonus: Company will provide a bonus to Affiliate when referred new customers purchase an annual payment plan. Company will calculate the first month subscription amount of an annual payment plan as the annual purchase amount divided by 10 (instead of 12). This bonus increases the calculated commission in Affiliate's favor.
Payouts Process Options:
- Book Award Pro credit (double commission)
Affiliate is required to provide Company with a valid PayPal account email that will be used to process all payouts to the Affiliate unless and until you are advised otherwise by the Company. If Affiliate chooses payouts via Book Award Pro service credit, then Affiliate must maintain an active Book Award Pro subscription.
Changes: Affiliate must notify Company of any changes to the above information immediately and Company will endeavor to make the appropriate changes to Affiliate’s payout information as soon as possible.
Availability: Affiliate earnings will be eligible for payout 30 days after the end of the month in which they accrue. For example, earnings accrued any time during the month of January will be eligible for payment when payouts are processed in March. All Eligible Payouts will be processed for payment by the Company by the end of each month.
Threshold: Payouts will be made when Affiliate’s accumulated eligible earnings meet or exceed the threshold of US$100.
Last Updated: July 22, 2020