Sarah Chapman Principles of Business Conduct
Sarah Chapman Limited reserves the right to modify these Principles of Business Conduct at any time, with or without notice. The version of the Principles posted on our corporate website will contain any changes made after the date of this printed publication and will be the most current version of the Principles. This publication does not give you any contractual right, either expressed or implied, to remain a service provider to Sarah Chapman Limited. Nor does it guarantee any fixed terms, conditions or promises.
We want to treat each other fairly and conduct our respective businesses honestly. These are the terms and conditions under which you can be our independent contractor to promote Sarah Chapman products on independent networks, websites, and social media via insertion orders or as a publisher.
Sarah Chapman Limited expects all independent networks, websites, and social media operators (herein described as “Affiliates”) to adhere to both the letter and the spirit of these Principles of Business Conduct, and to ensure compliance by any 3rd party networks, websites, and social media providers they do business with.
Updated May 2021
DEFINITIONS
"Advertising Material" means banners and product information used for promotional activities.
"Affiliate" means an advertising network and/or an independent, non-employee of Sarah Chapman Limited who has been granted the rights for promoting the Products of Sarah Chapman Limited in exchange for a payment or commission, subject to all the terms and conditions of the Agreement. On occasion, the term "you" may be employed.
"Affiliate Website" means the network or website operated by the Affiliate, as distinct from this website or any other website operated by Sarah Chapman Limited itself.
"Agreement" means this document, which is a contract, setting forth the terms and conditions of the Sarah Chapman Limited relationship with you.
"Confidential Information" means the information conveyed or discovered in connection with the Agreement, that regard (as applicable) the other party's business transactions, sales, commissions, supply, research, computer programs, code, financial data, business plans, marketing data, distribution, and affiliate program methods.
"Intellectual Property" means the registered or unregistered patent, copyright, database right, design right, trademarks and service marks or other industrial or intellectual property right of Sarah Chapman Limited anywhere in the world, existing now or later, and the sole right to apply for them and any actual application for them.
"Liability" means legal actions, awards, costs, claims, damages, losses (including direct or indirect consequential losses), demands, expenses, fines, loss of profits, loss of reputation, judgments, penalties, and proceedings and any other losses.
"Link" means a unique hypertext link between the Affiliate Website and a Sarah Chapman Limited website, used to promote the Products by a Sarah Chapman Limited Affiliate in accordance with the terms of this Agreement, for the sole purpose of carrying out the Promotional Activities.
"Products" means the products shown on the Sarah Chapman Limited websites and sales pages that are available for promotion by Affiliates.
"Promotional Activities" means the use of Advertising Material on the Affiliate Website by the Affiliate and any other activity authorized by Sarah Chapman Limited to promote the products and/or to drive web traffic from the Affiliate Website to the Sarah Chapman Limited website via the Link.
"Transaction" means the actual customer sale of a Product on a Sarah Chapman Limited website that arises as the direct result of the customer visiting the Sarah Chapman Limited website via the Link from the Affiliate Website.
"Sarah Chapman Limited Website" means a website or sales page owned and operated by Sarah Chapman Limited, as opposed to Affiliate Websites that are owned and operated by Affiliates as independent legal entities.
GENERAL OBLIGATIONS
The Affiliate shall conduct him/herself with honesty and integrity.
The Affiliate shall comply with every applicable law, ordinance, rule, case law precedent, administrative ruling and/or regulation of every applicable country, federation of countries (such as the European Union), state, province, county, municipality and/or other jurisdiction in which the Affiliate attempts to conduct his/her affiliate affairs.
For greater certainty, this obligation applies to the rules, regulations, case law precedents, and administrative rulings of the U.S. Food and Drug Administration, the U.S. Federal Trade Commission, and all other consumer protection bodies in and outside the United States.
It also applies to the General Data Privacy Regulation of the European Union 2016/679 ("GDPR").
This is not meant as legal advice, but under the GDPR, you are a "data controller," which means, among other things, that at the point you collect personally identifying data you must divulge in your privacy policy that you collect this, and inform the consumer the s/he has the right to see the data, object to its further use, have it erased, and more. (See https://gdpr-info.eu/.) You must also state what kind of information you collect, what you will use it for, and that it is collected for a "legitimate interest." You must also promptly alert the consumer if you use cookies, and if you do, the consumer must affirmatively agree to have them placed. If you wish to communicate with the consumer later, share data with a third party, or put the data to some other use that is not connected with your solicitation of sales, s/he must affirmatively opt in to your list. You must also cooperate with us if we require your assistance in our own compliance with the GDPR. This is not a comprehensive list of your obligations under the GDPR.
INTELLECTUAL PROPERTY
The Affiliate shall solely be responsible for ensuring that he/she does not infringe the Intellectual Property rights of Sarah Chapman Limited or the rights of third-party owners of intellectual property on the Sarah Chapman Limited Websites, just as the Affiliate is solely responsible for ensuring that he/she does not infringe the rights of third-party owners of intellectual property that the Affiliate independently includes on the Affiliate Websites.
CLAIMS
You may not make any representations, descriptions, or claims about the Products, including claims about Product efficacy, that are not contained on a Sarah Chapman Limited Website.
Sarah Chapman Limited might change Product claims from time to time.
It is your duty to review Sarah Chapman Limited Websites regularly and bring your claims into conformity.
Failure by Sarah Chapman Limited to send you actual notice of a change in Product claims does not relieve you of the responsibility to stay current with Sarah Chapman Limited 's Product claims and make sure that your Affiliate Websites stay conformed.
An example of a forbidden Product claim would be that a male enhancement supplement can provide permanent enlargement of a flaccid penis (as opposed to temporary enhancement of an erect penis).
MANDATORY UPDATING
The Affiliate must update the content of the Affiliate Website as and when the Advertising Material on the Sarah Chapman Limited websites is updated, in order to maintain consistency between the Affiliate Website and the Sarah Chapman Limited Websites.
All maintenance and updating of the Affiliate Website is the sole responsibility of the Affiliate.
Your assent to the Agreement includes your assent to a continuing obligation by you to review the Sarah Chapman Limited websites from time to time in order to maintain consistency between your Affiliate Websites and the Sarah Chapman Limited Websites.
The Affiliate shall not frame any pages or parts of any pages of the Sarah Chapman Limited Website or any other website nor will the Affiliate create the impression that the Affiliate Website is a Sarah Chapman Limited Website, part of a Sarah Chapman Limited Website, or part of any website that is not the Affiliate's own Affiliate Website.
PROHIBITED PRACTICES
The Affiliate shall not use or create any content, or link to a website that uses any content, that:
- contains, libelous, defamatory, obscene, abusive, or illegal materials;
- is invasive of any privacy and/or publicity rights;
- infringes third party intellectual property rights;
- violates any law or which is otherwise reasonably objectionable;
- contains information or claims about the Products other than information about the Products supplied on the Sarah Chapman Limited Websites;
- contains any material that would mislead or cause confusion about the Products or the relationship between the Affiliate and Sarah Chapman Limited;
- is a "flog" (a.k.a. "fake blog" or a "flack blog"), defined as a promotional blog posing as a non-promotional, unbiased source of information; or
- appears to be unbiased journalism when in fact it is part of a marketing campaign.
The Affiliate shall not authorize any third party to use the Sarah Chapman Limited Intellectual Property, or any text, graphics, or photos that bear a likeness to Sarah Chapman Limited Intellectual Property;
The Affiliate shall not engage in or facilitate any Promotional Activities that use any technology that has any virus including, but not limited to, any Trojan horse, worm, logic bomb, time bomb, back door, trap door, keys or other harmful elements.
The Affiliate shall not use consumers' personal data for activities that fail to comply with personal data protection legislation or regulations in any relevant jurisdiction.
The Affiliate shall not create, or attempt to create, a Transaction by any means other than that permitted in this Agreement.
All Transactions shall be made by Sarah Chapman Limited (or an affiliate company) and subject to Sarah Chapman Limited 's terms of sale.
The Affiliate shall not attempt to use any device, program, code or other technology to foster a Transaction that is not in good faith.
The Affiliate shall not offer any warranty, guarantee, or representation relating to the Products, including as to their efficacy and safety, other than those given by Sarah Chapman Limited.
The Affiliate shall not use the Advertising Materials or Sarah Chapman Limited Intellectual Property rights to promote any affiliate program other than the Sarah Chapman Limited Affiliate program.
All banners and ad materials are solely for use with Sarah Chapman Limited sites.
Traffic theft and any use or distribution of software that overrides or steals tracking cookies to generate sales for him/herself is strictly prohibited.
Affiliates are not allowed to use automated link building tools or software to build links directly to any of our official websites.
Sarah Chapman Limited 's policy is not to use pornographic images on a Sarah Chapman Limited Website; if the Affiliate decides to use pornographic materials on the Affiliate Website, that Affiliate alone is responsible for compliance with all applicable statutes and regulations, including Title 18, Part 1, Chapter 110, Section 2257 of the U.S. Code, inter alia with respect to the duty to maintain certain records regarding persons appearing in the pornographic materials.
SPAMMING IS PROHIBITED!
Sarah Chapman Limited defines spamming with a broader scope than other programs with lower marketing standards and principles. The Sarah Chapman Limited definition of spam includes not only e-mail spamming, but most other forms of unsolicited advertising as well. Our ban on unsolicited advertising includes any quantity of recipients. Whether it is 1, or 1 million, it is prohibited.
The following forms of unsolicited advertising are considered spam and strictly prohibited by Sarah Chapman Limited:
Unsolicited commercial e-mail of any kind is strictly prohibited, even if it complies with the U.S.CAN-SPAM Act of 2003 ("Controlling the Assault of Non-Solicited Pornography and Marketing Act") and the anti-spam laws of all other jurisdictions;
Unsolicited instant messages;
Unsolicited postings on public forums such as newsgroups, message boards, chat rooms, instant chat programs, guest books, web pages, or any other public forum.
The only exceptions to this policy are:
- Posting in public forums of which you are the 100% owner.
- Posting in public forums where the owner has given you written permission.
- Posting in public forums in the "business opportunities" forum, if applicable.
NON-COMPLIANCE
If Sarah Chapman Limited confirms you have promoted any of its products via any of the unsolicited advertising methods noted above, we will immediately invalidate all current sales and terminate your account without notice.
Let us say it again for effect: IF YOU ARE CAUGHT PROMOTING OUR SITES WITH ANY PROHIBITED ACTIONS AS DEFINED ABOVE, YOUR ACCOUNT WILL BE TERMINATED, ALL AMOUNTS OWING WILL BE FORFEITED, and WE WILL PURSUE LEGAL ACTION. Sarah Chapman Limited has a zero tolerance approach towards violators of this policy.
This policy will be fully enforced regardless of the "status" of the affiliate. This policy will be applied equally to all, and compliance is mandatory for all affiliates - no excuses by violators will be accepted - no affiliate is considered too "new" to the program to understand this policy, and no affiliate is considered too "important" to respect this policy.
Why is Sarah Chapman Limited so strict with its compliance measures and enforcement of this policy?
The reasons are simple. Many of the banned practices stated above are illegal. We want you to be successful and make more money by selling our Products. Non-compliance with this policy equates to a poor gamble on minor short-term gains at the expense of assured long-term success.
Programs that condone spamming and illegal behaviour end up being blacklisted and relegated to bottom feeding with slow and unreliable web hosting options - low on speed and high on downtime. In the worst-case scenario, the FTC and other government organizations can step in and levy heavy fines and other measures.
If you have any questions about whether or not your marketing methods are banned by this policy, contact us BEFORE you start your campaign.
