CLASSESUSA AFFILIATE PROGRAM
AFFILIATE TERMS AND CONDITIONS
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY. THEY CONTAIN VERY IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS, AS WELL AS LIMITATIONS AND EXCLUSIONS THAT MAY APPLY TO YOU.
These Terms and Conditions are made by and between CLASSESUSA.COM (“CUSA”), a Delaware corporation with an office at 6701 Center Drive W., Suite 300, Los Angeles, CA 90045, and you (“Affiliate,” “You,” “Your,” or “Yourself”) upon CUSA’s acceptance of Your application for an Affiliate account with CUSA (“Account”). If You have applied for an account on behalf of an entity, you are deemed to have accepted these Terms and Conditions on behalf of that entity.
UPON CUSA’S ACCEPTANCE OF YOU AS AN AFFILIATE OF CUSA, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS AND CONDITIONS CAREFULLY AND AGREE TO THE SAME. IF YOU DO NOT AGREE WITH ANY OF THESE TERMS AND CONDITIONS, OR IF ANY OR ALL OF THE FOLLOWING ARE PROHIBITED WITHIN YOUR JURISDICTION, DO NOT ACCESS OR USE THE SERVICES, OR ANY INFORMATION CONTAINED HEREIN.
1. AFFILIATE ELIGIBILITY REQUIREMENTS. You agree to meet the following minimum requirements for Your Web site(s) (the “Affiliate Sites”):
1.1 The Affiliate Sites must have a minimum of 2,000 unique visitors per day (CUSA may consider Affiliate Sites that contain 1,000 to 2,000 unique visitors per day, provided the Affiliate Sites have qualified content and appeal to a niche targeted audience, as solely determined by CUSA);
1.2 The Affiliate Sites must be, in CUSA’s sole opinion, professionally designed, with content, and must not have broken links or pages under construction;
1.3 The Affiliate Sites must be located in the U.S. or Canada (CUSA will make exceptions for any Affiliate Sites with traffic containing at least 90% United States and/or Canadian individuals);
1.4 The Affiliate Sites must be written primarily in the English language;
1.5 The Affiliate Sites must not contain content or links to any material that CUSA, in its sole and absolute discretion, finds objectionable (See Section 9 below for Affiliate Site Content and Placement);
1.6 Unless otherwise approved in writing by CUSA for a specific CUSA advertiser (“Advertiser”), the Affiliate Sites must not provide any program or mechanism that rewards individuals for clicking on or visiting advertisements; and
1.7 Unless otherwise approved in writing by CUSA, the Affiliate Sites must be hosted on a United States Top-Level Domain.
2. AFFILIATE RESTRICTIONS. You shall not tamper, hack, spoof, copy, modify, or otherwise corrupt the administration, security, or proper function of any part of the CUSA Services or Web Site. At a minimum, any violation by You will result in immediate termination of Your Account.
Consistent with the prohibitions contained in Section 1.6, herein, You shall not utilize illegal or unapproved methods of traffic generation, including but not limited to: iframing; incentivized lead generation, sweepstakes or otherwise provide compensation for participation; no site co-registration.
3. ACCURATE INFORMATION. You agree to provide true, accurate, and current information about Yourself in Your application to become an Affiliate of CUSA. CUSA reserves the right to request verification of any of the information provided by You for enrollment with and continued use of CUSA’s services, and You agree to be subject to any such verification.
If any information You provide is untrue, inaccurate, incomplete or not current, or if CUSA has reasonable grounds to suspect that such information is untrue, inaccurate, incomplete or not current, CUSA, at its sole discretion, has the right to suspend or terminate Your Account and refuse all current or future access to its Services or Web Site and use of Your Account, or suspend or terminate any portion thereof. CUSA is not responsible for lost compensation or remuneration due to Your failure to provide valid contact information or other necessary information.
4. REPORTING AND ALLOCATION.
a. Monthly Lead Allocation Estimate. The monthly leads allocated to You by CUSA are an estimate only and may change at any time, upon CUSA’s sole discretion;
b. Payment Obligation. No payment obligation shall accrue for any leads produced in excess of the Monthly Lead Allocation Estimate, unless approved, in writing, by CUSA;
c. Delivery Amortization. In the interest of lead predictability and traffic allocation flow, You agree to pace lead delivery evenly throughout the reporting period, without material shifts, spikes or re-allotments.
d. Allocation Completion. You agree that a material inducement to engage Your services herein is the successful production against Lead Allocation Estimates. As such, You agree to fulfill your Allocation Estimate completely by the last day of the reporting period;
e. Reports will be emailed daily. You are responsible for ensuring that CUSA is provided an up-to-date, valid email and physical address for You.
5. REFUSAL OF ACCEPTANCE. To the fullest extent allowed by law, and in CUSA’s sole discretion and for any or no reason, CUSA may refuse to accept Your applications for use of CUSA’s services.
6. AFFILIATE COMPLIANCE AND RESPONSIBILITIES.
6.1 EMAIL CAMPAIGNS. No email campaigns are authorized under this Agreement. Any email activity shall be subject to additional terms and conditions which must be executed, in writing, by the Parties.
6.2 SEARCH TERMS AND DOMAIN NAMES.6.2.1 You agree not to register any domain names, or bid on search engines, with any words, phrases or keywords that are used by or are trademarks or domain names of CUSA or any of its affiliated companies, subsidiaries, or competitors or any other company (except in the case of an Advertiser if expressly consented in writing by CUSA), including but not limited to, the negative keyword lists located on this Web Site.6.3 REGULATORY COMPLIANCE FOR SPYWARE AND ADWARE. You shall, at all times, comply with all applicable state and federal laws, rules, regulations and orders relating to the use of spyware and adware. You agree not to utilize CUSA’s advertising, emails, name or marks in connection with any software for which the installation and de-installation is not obvious to individuals. Licensing and terms of any software downloads and applications of any type used in connection with CUSA’s advertising, emails, name or marks must be clearly presented to and affirmatively accepted by the individuals, as determined by CUSA in its sole discretion. You agree not to utilize adware to disseminate advertising, unless otherwise agreed to in writing by CUSA for a specific Advertiser prior to any such use. Failure to comply is a material breach of these Terms and Conditions and will result in immediate termination of Your Account, and You agree to forfeit any monies due to You.
6.2.2 You agree to provide to CUSA, all URL’s/Domains for use as part of Campaigns under this Agreement, for review and approval. Use of unapproved URL’s or Domains for the purpose of lead generation under this Agreement may result in suspension and/or non-payment, at CUSA’s sole discretion.
6.4 RESPONSIBILITY FOR CREDIT. You shall be responsible to ensure the following:6.4.1 All click-throughs must transfer through CUSA’s unique gateway; and
6.4.2 All click-throughs are recorded by CUSA’s server.
6.4.3 Leads not approved as valid (by CUSA, in its sole discretion) shall not be credited as payable.
6.4.4 To qualify for payment, all leads provided must be exclusive to this Campaign. For the avoidance of doubt, “exclusive” in this Section means that the individual consumer inquiry generated as a result of the promotion is being sold exclusively to CUSA and not resold to multiple providers for the same inquiry generated. Such exclusivity to be in effect for no less than thirty (30) calendar days from the Inquiry Date.
7. MONITORING OF AFFILIATE SITES. CUSA reserves the right to monitor the Affiliates Sites for any reason, including, but not limited to, any Affiliate Sites that (i) have click-through or offer completion rates that are much higher than industry averages, (ii) have only click programs generating clicks with no indication by site traffic that You can sustain the clicks reported, (iii) have shown fraudulent activity as determined by CUSA or its Advertisers, (iv) use redirects, automated software, and/or fraud to generate clicks or leads from CUSA’s services, or (v) CUSA believes to be aiding in or promoting circumvention of CUSA’s services.
8. AFFILIATE SITE CONTENT AND PLACEMENT. You agree not to misrepresent CUSA’s business or services, or provide misleading information concerning the same. You shall not directly or indirectly associate CUSA with content deemed inappropriate for general viewing including, without limitation, through the placement of an CUSA advertisement. Placement of an CUSA advertisement on an Affiliate Site or in an email with inappropriate content (including, but not limited to, use of alcohol, tobacco or illegal substances; nudity, sex, pornography, or adult-oriented content; expletives or inappropriate language; content promoting illegal or unethical activity, racism, hate, "spam," mail fraud, pyramid schemes, or advice not permitted under law; content that is libelous, defamatory, infringing, false, misleading, contrary to public policy, or otherwise unlawful; or any content which may bring CUSA and/or its affiliated companies negative publicity, or any other content deemed inappropriate by CUSA in its sole discretion) is expressly prohibited and will result in the immediate termination of Your Account, and You agree to forfeit any monies due to You.
9. RIGHTS TO MARKS. CUSA grants You a non-exclusive, limited, revocable right to use the trademarks, banners, links, images and other material (“Materials”) provided to You by CUSA or its Advertisers. You may not modify the Materials in any way without the express prior written consent of CUSA. Without limiting any other provisions of these Terms and Conditions, You agree that Your failure to strictly abide by the terms of this Section would result in significant damages to CUSA and/or its Advertisers and You agree to compensate CUSA or its Advertisers for any such damages.
10. INDEMNIFICATION. To the fullest extent permitted by law, You agree to indemnify, defend and hold harmless CUSA, and its partners, officers, directors, agents, employees, subsidiaries, affiliated companies, parents, successors and assigns, from any claim, demand, cause of action, debt or liability (including reasonable attorneys’ fees, expenses and court costs) arising from the following by You: (a) breach of these Terms and Conditions, by act or omission; or (b) failure to abide by all applicable laws, rules, regulations and orders. This indemnification provision shall survive completion, cancellation or termination of these Terms and Conditions and Your Account. SOME JURISDICTIONS EITHER DO NOT ALLOW OR PLACE RESTRICTIONS UPON THE EXCLUSION OR LIMITATION OF DAMAGES IN CERTAIN TYPES OF AGREEMENTS, AND FOR THESE JURISDICTIONS, THE AFOREMENTIONED LIMITATION ON LIABILITY SHALL BE TO THE MAXIMUM DEGREE PERMITTED BY APPLICABLE LAW.