WANSHENG CO., LIMITED
Program Terms
FARFREES EBIKE AFFILIATE PROGRAM AGREEMENT
This Affiliate Marketing Program Agreement (the "Agreement") contains the terms and conditions
that apply to your participation in the Farfrees EbikeAffiliate Marketing Program (the "Program").
Please read this Agreement carefully. By participating in the Program, you represent that you
("Affiliate" or "you" or "your") have read, fully understand and agree to the terms of this Agreement
with SCOTTeVEST, Inc., doing business in the State of Idaho, USA. In addition, if this Agreement is
being executed on behalf of a legal entity, you represent and warrant that you are authorized to
legally bind that entity to this Agreement. If you do not agree to these terms, do not participate in
the Program.
1. ENROLLMENT
In order to apply for enrollment into this Program, you must first sign up as an affiliate
of Shareasale.com, Inc., an Illinois corporation ("Shareasale.com") and you must agree
to Shareasale.com's Affiliate Service Agreement (the "Shareasale.com Agreement"),
the terms of which are hereby incorporated by reference.
You may apply to participate in the Program by providing all the information required by
Shareasale.com in connection with becoming a Shareasale.com affiliate and by
accepting the terms of this Agreement. After receiving your application, we will review
your website and notify you of your acceptance or rejection into our Program. We
reserve the right to accept or reject your application in our sole discretion; however we
encourage you to contact us if you feel we have made an incorrect decision. Including
all of the websites that you use in your profile will help us make a better decision. If
your application is accepted, you may obtain such discounts and affiliate commissions
as are offered pursuant to this Program for so long as this Agreement is not terminated.
2. WEBSITE RESTRICTIONS
Your participating website(s) ("Your Website") may not:
a. Infringe on our or any anyone else's intellectual property, publicity, privacy
or other rights.
b. Violate any law, rule or regulation.
c. Contain any content that is threatening, harassing, defamatory, obscene,
harmful to minors, or contain nudity, pornography or sexually explicit
materials.
d. Contain any viruses, Trojan horses, worms, time bombs, cancelbots, or
other computer programming routines that are intended to damage,
interfere with, surreptitiously intercept or expropriate any system, data, or
personal information.
e. Contain software or use technology that attempts to intercept, divert or
redirect Internet traffic to or from any other website, or that potentially
enables the diversion of affiliate commissions from another website.
f. Mislead customers as to the products or services available on Your Website
or on the Farfrees Ebike website, located at www.farfreesebike.com (the
"Farfrees Ebike Site").
3. LINKING TO OUR WEBSITE
a. Upon acceptance into the Program, links will be made available to you through the Shareasale.com affiliate website. Your acceptance in our Program means you agree to abide by the following:
a. You will only use linking code obtained from the Shareasale.com affiliate website without manipulation.
b. All domains that use your affiliate link must be listed in your affiliate profile on the Shareasale.com affiliate website.
c. Affiliates may not advertise our products on websites that they do not own, including, for instance, Google Product Search, Amazon, eBay or any comparison shopping engines such as Shopzilla or Pricegabber.
d. Your Website will not in any way copy, resemble, or mirror the look and feel of the Farfrees Ebike Site. You will also not use any means to create the impression that Your Website is the Farfrees Ebike Site or any part of the Farfrees Ebike Site including, without limitation, framing the Farfrees EbikeSite in any manner.
e. You may not engage in cookie stuffing or include pop-ups, false or misleading links on Your Website. In addition, wherever possible, you will not attempt to mask the referring URL information (i.e. the page from where the click is originating).
f. You may not use redirects to bounce a click off of a domain from which the click did not originate in order to give the appearance that it came from that domain.
g. You may not create any links that lead the customer to a destination site that is not clearl suggested by the content of the starting site.
h. You may not create affiliate tracking links that also contain a tracking link for other referral programs ("Other Referral Programs"). Affiliates are permitted to participate in either the Program or Other Referral Programs but individual links must be specific and exclusive to one of the programs. By participating in this Program, you agree not to claim commission or credit from both the Program and from our Other Referral Programs for the same user.
i. You may not use your affiliate links to claim commissions for your own purchases on farfreesebike.com.
4. PAY-PER-CLICK ("PPC") GUIDELINES
If you are enrolled in this Program and participate in PPC advertising, you must adhere
to our PPC guidelines as follows:
a. You may not bid on any of our Trademarks, as defined in Section 5,
including any variations or misspellings thereof for search or content-based
campaigns on Google, MSN, Yahoo or any other network.
b. You may not use our Trademarks in sequence with any other keyword.
c. You may not use our Trademarks in your ad title, ad copy, display name or
as the display URL.
d. You may not direct link to the Farfrees EbikeSite from any PPC ad or use
redirects that yield the same result. Affiliates must be directed to an actual
page on Your Website.
e. You may not bid in any manner appearing higher than Farfrees Ebike for any
search term in position 1-5 in any auction style PPC advertising program.
5. If you automate your PPC campaigns, it is your responsibility to exclude our
Trademarks from your PPC advertising program and we strongly suggest you add our
Trademarks as negative keywords. We have a strict no tolerance policy on PPC
trademark bidding. If you engage in PPC trademark bidding that uses our Trademarks,
we may terminate your participation in the Program immediately.
6. TRADEMARKS
Upon acceptance into the Program, Farfrees Ebike grants you a limited, non-exclusive,
revocable, royalty-free right to use the Trademarks of Farfrees Ebike during the term of
this Agreement solely to in connection with your participation in the Program, provided
that you shall not: (a) use the Trademarks in any manner to communicate or suggest
any sponsorship or other connection between Farfrees Ebike and you other than your
participation in the Program, and (b) harm or adversely affect the Trademarks or the
goodwill associated with the Trademarks. All promotional messaging and materials
used by you containing such Trademarks shall be subject to FarFrees Ebike’s prior
written approval. Except for the limited license provided in this Agreement,
Farfrees Ebike reserves all rights in and to the Trademarks and the goodwill associated
therewith. All uses of the Trademarks by you shall inure to the benefit of FarFrees Ebike.
You shall not acquire, directly or by implication, any rights or license in the Trademarks
except as expressly provided in this Agreement. Your right to use the Trademarks will
terminate immediately if you violates any of the terms of this Agreement. For purposes
of this Agreement, "Trademarks" means "FarFrees Ebike," “FarFreesEbike.com,” the
Farfrees Ebike logos and such other names, logos, trade names, trademarks, service
marks, trade dress, design marks, brands, copyrights in any designs and other
copyrightable subject matter, and other product identifiers of FarFrees Ebike as
Farfrees Ebike may from time to time notify you to be Trademarks within the meaning of
this Agreement.
7. COUPON GUIDELINES
If you are enrolled in our Program and Your Website promotes coupon codes, you must
adhere to our Coupon Guidelines as follows:
a. You may ONLY advertise coupon codes that are provided to you through
the Program. Coupons must be displayed in their entirety with the full offer,
valid expiration date and code. These coupons will only be provided during
large site sales.
b. You may NOT use any technology that covers up the coupon code and
generates an affiliate click by revealing the code(s).
c. You may NOT advertise coupon codes obtained from our non-affiliate
advertising, customer emails, paid search, or any other advertising
campaign.
d. You may NOT give the appearance that any ongoing offer requires clicking
from Your Website in order to redeem. For example, if all items on the site
have free shipping over $100, you may not turn this into an offer that infers
that the customer must click from Your Website to get this deal.
8. Additionally, Your Website cannot rank on the first page of Google ad results for terms
related to Farfrees Ebike combined with the words coupon, coupons, coupon code,
promo code.
9. DOMAIN NAMES
Use of any of our Trademarks as part of the domain or sub-domain (for example
FarFreesEbike.website.com or www.FarFreesEbike-coupons.com) for Your Website is
strictly prohibited.
10. ADVERTISING & PUBLICITY
Upon acceptance into the Program, Farfrees Ebike grants to you a nonexclusive,
nontransferable license (the "License") to use certain banner advertisements, button
links, text links, and/or other graphic or textual material (the "Promotional Materials")
for display and use on Your Website. The term of the License shall expire upon the
expiration or termination of this Agreement. You may not subcontract, assign, resell,
lease, or sublicense any part of your participation in the Program or run a sub-affiliate
program. Farfrees Ebike may make Promotional Materials available to you to display and
use on Your Website provided that the manner of display complies with the following
requirements:
a. You may only use the Promotional Materials to promote the FarFrees Ebike
Site (and the products available thereon), and for linking to the
Farfrees Ebike Site.
b. You shall use only such links to the Farfrees EbikeSite as are provided to
you by FarFrees Ebike.
c. You shall not alter, add to, subtract from, or otherwise modify the
Promotional Materials as they are prepared by Farfrees Ebike without
consent from FarFrees Ebike. If you wish to alter or otherwise modify the
Promotional Materials, you must obtain prior written consent from
Farfrees Ebike for such alteration of modification.
d. You shall not use the Promotional Materials to promote the FarFrees Ebike
Site (and the products available thereon) to customers who are not
physically located in the United States.
11. You shall not create, publish, distribute, or print any written materials that make
reference to our Program unless you adhere to the following:
a. Abide by the CAN-SPAM Act of 2003 (Public Law No. 108-187) with
respect to the distribution of any written materials.
b. E-mails must be sent on your behalf and must not imply that the e-mail is
being sent on behalf of FarFrees Ebike.
c. E-mails and any related written materials must first be submitted to
Farfrees Ebike for approval prior to being sent or Farfrees Ebike must be sent
a copy of the e-mail.
12. REVERSAL & COMMUNICATION POLICY
Farfrees Ebike takes pride in its very low reversal rate, which we attribute to open
communication with our affiliates. However, we reserve the right to reverse orders due
to order cancellations, duplicate tracking, returns, disputed charges, and Program
violations as outlined in this Agreement. Additionally, if we ask you for clarification or
more information on any orders or clicks that we suspect may be in violation of this
Agreement, we expect that you will respond in a timely and honest manner. Below are
violations of our communications policy.
a. You are not forthcoming, intentionally vague or are found to be lying.
b. You are not responsive within a reasonable time period and after multiple
attempts to contact with information listed in your network profile.
c. You cannot substantiate or validate the source of your traffic to our
Program with clear and demonstrable proof.
13. If any of the above applies, then we reserve the right to reverse orders, set your
commission to 0% or suspend you from the Program for the period or orders in
question. We know that many violations are a result of automated processes; however
it is incumbent upon you to ensure that you have the appropriate checks and balances
in place to pro-actively address these issues and adhere to our Program.
14. INTELLECTUAL PROPERTY
Farfrees Ebike retains all right, title, ownership, and interest in the Promotional Materials
and Trademarks, including any and all copyright, trademark, or other intellectual
property rights therein. Nothing in this Agreement shall be construed to grant you any
right, title or ownership in the Promotional Materials, or in the underlying intellectual
property, other than the right to use the Promotional Materials in accordance with the
License, as set forth in Section 8.
15. RELATIONSHIP OF PARTIES
This Agreement shall not be construed to create any employment relationship, agency
relationship, or partnership between Farfrees Ebike and you. You shall provide services
for Farfrees Ebike as an independent contractor. You shall have no authority to bind
Farfrees Ebike to any agreement, nor shall you be considered to be an agent of
Farfrees Ebike in any respect.
16. AFFILIATE COMMISSIONS
Upon acceptance into the Program, you will be eligible to receive an affiliate
commission (the "Commission") for the successful completion of Eligible Purchases. An
"Eligible Purchase" occurs when a customer (not you) clicks-through the link (supplied
by Farfrees Ebike to you) to the Farfrees EbikeSite and successfully completes a
purchase for which Farfrees Ebike receives and retains payment. A customer has 30
days to complete this purchase from the first click from the site. The current rates of
Commission shall be set forth in your Shareasale.com affiliate program located on the
Shareasale.com affiliate website. Farfrees Ebike reserves the right to modify the
Commission rate from time to time, in its sole discretion. Farfrees Ebikeis responsible
for authorizing Commission payments and Shareasale.com will be solely responsible for
fulfilling and transferring all Commission payments in accordance with the
Shareasale.com Agreement. Farfrees Ebike will be entitled to withhold, deduct and set
off from any payments to be made to you hereunder any sums owed by you to
FarFrees Ebike, whether in connection with this Agreement (including any breach hereof
by you) or otherwise.
17. DISCLAIMER
YOU ACKNOWLEDGE THAT YOU HAVE NOT RELIED ON ANY WARRANTIES RELATED
TO THE PROGRAM OTHER THAN THE EXPRESS STATEMENTS IN THIS AGREEMENT.
UNDER NO CIRCUMSTANCES SHALL Farfrees Ebike BE LIABLE TO YOU UNDER THESE
TERMS, UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHER
LEGAL OR EQUITABLE THEORY, FOR ANY INDIRECT, PUNITIVE, INCIDENTAL,
CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES RELATED TO THE PROGRAM
(INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE OR GOODWILL OR PROFITS
OR LOST BUSINESS AND INCLUDING COSTS ASSOCIATED WITH THE PROCUREMENT
OF SUBSTITUTE GOODS OR SERVICES), EVEN IF ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES. IN NO EVENT SHALL FarFrees Ebike’s LIABILITY TO YOU OR ANY
THIRD PARTY ARISING OUT OF OR RELATED TO THE PROGRAM OR THIS AGREEMENT,
WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR OTHER
LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL COMMISSION FEES PAID TO YOU
UNDER THIS AGREEMENT. Farfrees Ebike DOES NOT WARRANT OR GUARANTEE ANY
RESULTS OF PARTICIPATION IN THE PROGRAM. ALL PRODUCTS, PROGRAMS AND
PROMOTIONAL MATERIALS HEREUNDER ARE PROVIDED "AS IS" WITHOUT ANY
WARRANTY WHATSOEVER. YOU RECOGNIZE THAT THESE DISCLAIMERS ARE AN
IMPORTANT PART OF THE BASIS OF THIS AGREEMENT, WITHOUT WHICH
Farfrees Ebike WOULD NOT HAVE ENTERED INTO THIS AGREEMENT. FarFrees Ebike
DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY (TO THE EXTENT
PERMITTED BY LAW), REGARDING THE PRODUCTS, PROGRAMS AND PROMOTIONAL
MATERIALS, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND
NON-INFRINGEMENT. NO REPRESENTATION OR OTHER AFFIRMATION OF FACT,
INCLUDING, WITHOUT LIMITATION, STATEMENTS REGARDING CAPACITY,
SUITABILITY FOR USE, OR PERFORMANCE OF THE PRODUCTS, PROGRAMS AND
PROMOTIONAL MATERIALS SHALL BE DEEMED A WARRANTY FOR ANY PURPOSE OR
GIVE RISE TO ANY LIABILITY OF Farfrees Ebike WHATSOEVER.
18. INDEMNIFICATION
YOU SHALL INDEMNIFY AND HOLD HARMLESS Farfrees Ebike FROM ANY CLAIM,
DAMAGE, LAWSUIT, ACTION, COMPLAINT, OR OTHER COSTS ARISING OUT OF ANY
WRONGFUL ACT RELATED IN ANY WAY TO YOUR PARTICIPATION IN THE PROGRAM
OR YOUR BREACH OF THIS AGREEMENT. YOU SHALL ALSO INDEMNIFY AND HOLD
HARMLESS Farfrees Ebike FROM ANY DAMAGE, LOSS OR OTHER COST ARISING OUT
OF THE USE OR MISUSE BY YOU OF THE TRADEMARKS OR PROMOTIONAL
MATERIALS.
19. CONFIDENTIALITY
Any information that you are exposed to by virtue of your participation in the Program,
which information is not available to the general public, shall be considered to be
"Confidential Information." You may not disclose any Confidential Information to any
person or entity, except where compelled by law, unless you obtain prior written
consent for such disclosure from FarFrees Ebike. You shall not use any Confidential
Information except to the extent necessary to fulfill the purposes of this Agreement.
20. TERMINATION
Your participation in the Program shall begin upon your acceptance as an affiliate by
Farfrees Ebike and shall end when terminated by either party. Either party may
terminate such status at any time, with or without cause. Upon termination, all licenses
granted to you pursuant to the Program shall cease and you shall use best efforts to
immediately remove all codes and links, references on Your Website regarding
FarFrees Ebike, and cease any and all use of Promotional Materials, Trademarks or any
other trade or service marks, trade names or any other items received through or used
in connection with such Program. Subject to Section 13, upon the termination of your
participation in the Program for any reason, you will be entitled to receive Commissions
only on Eligible Purchases that occurred prior to such termination. FarFrees Ebike
reserves the right to terminate the Program at any time upon notice to you.
21. COMPLIANCE WITH LAWS
In connection with your participation in this Program, you will comply with all applicable
laws, rules and regulations, including but not limited to the following laws, rules and
regulations governing marketing and promotions:
a. The CAN-SPAM Act of 2003
b. Section 5 of the FTC Act
c. The FTC's disclosure rules regarding endorsements
22. To comply with the FTC's disclosure rules regarding endorsements, you shall include a
disclosure statement within any and all pages/posts where affiliate links for the
Program are posted as an endorsement or review, and where it is not clear that the link
is a paid advertisement. This disclosure statement should be clear and concise, stating
that we are compensating you for your review or endorsement. If you received the
product for free from us or from our designated affiliate management team for review,
this also must be clearly stated in your disclosure.
23. MODIFICATION
We may modify these terms and conditions at any time, at our sole discretion. If you
disagree with any modification, your only recourse is to terminate this Agreement. You
agree that, if you continue to participate in the Program following a posted
modification, your continued participation constitutes binding acceptance of the
modified term.
24. GOVERNING LAW; JURISDICTION
This Agreement is governed by the laws of the State of California, without regard to its
choice of law principles. You hereby irrevocably consent to jurisdiction of the state and
federal courts located in Orange County, California with respect to any proceeding
regarding this Agreement. You will not prosecute any action, suit, proceeding or claim
arising under or by reason of this Agreement except in such courts.
25. OPERATIONS OUTSIDE UNITED STATES
If you are conducting business in or taking orders from persons in other countries, you
will follow the laws of those countries. For example, you will comply with the European
Union’s Privacy and Electronic Communications Directive if you are conducting
business in or taking orders from persons in one or more of the European Union
countries.
26. FTC DISCLOSURE REQUIREMENTS
You shall include a disclosure statement within any and all pages/posts where affiliate
links for our Affiliate Program are posted as an endorsement or review, and where it is
not clear that the link is a paid advertisement. This disclosure statement should be
clear and concise, stating that we are compensating you for your review or
endorsement. If you received the product for free from us or from the affiliate
management team for review, this also must be clearly stated in your disclosure.
27. GENERAL
a. Severability. If any provision of this Agreement is held by a court of
competent jurisdiction to be invalid, illegal, or unenforceable, the remainder
of this Agreement will remain in full force and effect.
b. Assignment. You may not assign this Agreement or any of its rights under
this Agreement without the prior written consent of FarFrees Ebike, and any
attempted assignment without such consent shall be void. Subject to the
foregoing restriction, this Agreement will be fully binding upon, inure to the
benefit of, and be enforceable by us and our respective successors and
assigns.
c. Nonwaiver. Any failure by Farfrees Ebike to insist upon or enforce
performance by you of any of the provisions of this Agreement or to
exercise any rights or remedies under this Agreement or otherwise by law
will not be construed as a waiver or relinquishment of any right to assert or
rely upon the provision, right or remedy in that or any other instance;
rather, the provision, right or remedy will be and remain in full force and
effect.
d. Relation to Other Agreements. In the event of any conflict or inconsistency
between this Agreement and the Shareasale.com Agreement, the
provisions of this Agreement shall prevail.
e. Entire Agreement. This Agreement sets forth our entire agreement with
respect to your participation in the Program.
This Affiliate Marketing Program Agreement (the "Agreement") contains the terms and conditions
that apply to your participation in the Farfrees EbikeAffiliate Marketing Program (the "Program").
Please read this Agreement carefully. By participating in the Program, you represent that you
("Affiliate" or "you" or "your") have read, fully understand and agree to the terms of this Agreement
with SCOTTeVEST, Inc., doing business in the State of Idaho, USA. In addition, if this Agreement is
being executed on behalf of a legal entity, you represent and warrant that you are authorized to
legally bind that entity to this Agreement. If you do not agree to these terms, do not participate in
the Program.
1. ENROLLMENT
In order to apply for enrollment into this Program, you must first sign up as an affiliate
of Shareasale.com, Inc., an Illinois corporation ("Shareasale.com") and you must agree
to Shareasale.com's Affiliate Service Agreement (the "Shareasale.com Agreement"),
the terms of which are hereby incorporated by reference.
You may apply to participate in the Program by providing all the information required by
Shareasale.com in connection with becoming a Shareasale.com affiliate and by
accepting the terms of this Agreement. After receiving your application, we will review
your website and notify you of your acceptance or rejection into our Program. We
reserve the right to accept or reject your application in our sole discretion; however we
encourage you to contact us if you feel we have made an incorrect decision. Including
all of the websites that you use in your profile will help us make a better decision. If
your application is accepted, you may obtain such discounts and affiliate commissions
as are offered pursuant to this Program for so long as this Agreement is not terminated.
2. WEBSITE RESTRICTIONS
Your participating website(s) ("Your Website") may not:
a. Infringe on our or any anyone else's intellectual property, publicity, privacy
or other rights.
b. Violate any law, rule or regulation.
c. Contain any content that is threatening, harassing, defamatory, obscene,
harmful to minors, or contain nudity, pornography or sexually explicit
materials.
d. Contain any viruses, Trojan horses, worms, time bombs, cancelbots, or
other computer programming routines that are intended to damage,
interfere with, surreptitiously intercept or expropriate any system, data, or
personal information.
e. Contain software or use technology that attempts to intercept, divert or
redirect Internet traffic to or from any other website, or that potentially
enables the diversion of affiliate commissions from another website.
f. Mislead customers as to the products or services available on Your Website
or on the Farfrees Ebike website, located at www.farfreesebike.com (the
"Farfrees Ebike Site").
3. LINKING TO OUR WEBSITE
a. Upon acceptance into the Program, links will be made available to you through the Shareasale.com affiliate website. Your acceptance in our Program means you agree to abide by the following:
a. You will only use linking code obtained from the Shareasale.com affiliate website without manipulation.
b. All domains that use your affiliate link must be listed in your affiliate profile on the Shareasale.com affiliate website.
c. Affiliates may not advertise our products on websites that they do not own, including, for instance, Google Product Search, Amazon, eBay or any comparison shopping engines such as Shopzilla or Pricegabber.
d. Your Website will not in any way copy, resemble, or mirror the look and feel of the Farfrees Ebike Site. You will also not use any means to create the impression that Your Website is the Farfrees Ebike Site or any part of the Farfrees Ebike Site including, without limitation, framing the Farfrees EbikeSite in any manner.
e. You may not engage in cookie stuffing or include pop-ups, false or misleading links on Your Website. In addition, wherever possible, you will not attempt to mask the referring URL information (i.e. the page from where the click is originating).
f. You may not use redirects to bounce a click off of a domain from which the click did not originate in order to give the appearance that it came from that domain.
g. You may not create any links that lead the customer to a destination site that is not clearl suggested by the content of the starting site.
h. You may not create affiliate tracking links that also contain a tracking link for other referral programs ("Other Referral Programs"). Affiliates are permitted to participate in either the Program or Other Referral Programs but individual links must be specific and exclusive to one of the programs. By participating in this Program, you agree not to claim commission or credit from both the Program and from our Other Referral Programs for the same user.
i. You may not use your affiliate links to claim commissions for your own purchases on farfreesebike.com.
4. PAY-PER-CLICK ("PPC") GUIDELINES
If you are enrolled in this Program and participate in PPC advertising, you must adhere
to our PPC guidelines as follows:
a. You may not bid on any of our Trademarks, as defined in Section 5,
including any variations or misspellings thereof for search or content-based
campaigns on Google, MSN, Yahoo or any other network.
b. You may not use our Trademarks in sequence with any other keyword.
c. You may not use our Trademarks in your ad title, ad copy, display name or
as the display URL.
d. You may not direct link to the Farfrees EbikeSite from any PPC ad or use
redirects that yield the same result. Affiliates must be directed to an actual
page on Your Website.
e. You may not bid in any manner appearing higher than Farfrees Ebike for any
search term in position 1-5 in any auction style PPC advertising program.
5. If you automate your PPC campaigns, it is your responsibility to exclude our
Trademarks from your PPC advertising program and we strongly suggest you add our
Trademarks as negative keywords. We have a strict no tolerance policy on PPC
trademark bidding. If you engage in PPC trademark bidding that uses our Trademarks,
we may terminate your participation in the Program immediately.
6. TRADEMARKS
Upon acceptance into the Program, Farfrees Ebike grants you a limited, non-exclusive,
revocable, royalty-free right to use the Trademarks of Farfrees Ebike during the term of
this Agreement solely to in connection with your participation in the Program, provided
that you shall not: (a) use the Trademarks in any manner to communicate or suggest
any sponsorship or other connection between Farfrees Ebike and you other than your
participation in the Program, and (b) harm or adversely affect the Trademarks or the
goodwill associated with the Trademarks. All promotional messaging and materials
used by you containing such Trademarks shall be subject to FarFrees Ebike’s prior
written approval. Except for the limited license provided in this Agreement,
Farfrees Ebike reserves all rights in and to the Trademarks and the goodwill associated
therewith. All uses of the Trademarks by you shall inure to the benefit of FarFrees Ebike.
You shall not acquire, directly or by implication, any rights or license in the Trademarks
except as expressly provided in this Agreement. Your right to use the Trademarks will
terminate immediately if you violates any of the terms of this Agreement. For purposes
of this Agreement, "Trademarks" means "FarFrees Ebike," “FarFreesEbike.com,” the
Farfrees Ebike logos and such other names, logos, trade names, trademarks, service
marks, trade dress, design marks, brands, copyrights in any designs and other
copyrightable subject matter, and other product identifiers of FarFrees Ebike as
Farfrees Ebike may from time to time notify you to be Trademarks within the meaning of
this Agreement.
7. COUPON GUIDELINES
If you are enrolled in our Program and Your Website promotes coupon codes, you must
adhere to our Coupon Guidelines as follows:
a. You may ONLY advertise coupon codes that are provided to you through
the Program. Coupons must be displayed in their entirety with the full offer,
valid expiration date and code. These coupons will only be provided during
large site sales.
b. You may NOT use any technology that covers up the coupon code and
generates an affiliate click by revealing the code(s).
c. You may NOT advertise coupon codes obtained from our non-affiliate
advertising, customer emails, paid search, or any other advertising
campaign.
d. You may NOT give the appearance that any ongoing offer requires clicking
from Your Website in order to redeem. For example, if all items on the site
have free shipping over $100, you may not turn this into an offer that infers
that the customer must click from Your Website to get this deal.
8. Additionally, Your Website cannot rank on the first page of Google ad results for terms
related to Farfrees Ebike combined with the words coupon, coupons, coupon code,
promo code.
9. DOMAIN NAMES
Use of any of our Trademarks as part of the domain or sub-domain (for example
FarFreesEbike.website.com or www.FarFreesEbike-coupons.com) for Your Website is
strictly prohibited.
10. ADVERTISING & PUBLICITY
Upon acceptance into the Program, Farfrees Ebike grants to you a nonexclusive,
nontransferable license (the "License") to use certain banner advertisements, button
links, text links, and/or other graphic or textual material (the "Promotional Materials")
for display and use on Your Website. The term of the License shall expire upon the
expiration or termination of this Agreement. You may not subcontract, assign, resell,
lease, or sublicense any part of your participation in the Program or run a sub-affiliate
program. Farfrees Ebike may make Promotional Materials available to you to display and
use on Your Website provided that the manner of display complies with the following
requirements:
a. You may only use the Promotional Materials to promote the FarFrees Ebike
Site (and the products available thereon), and for linking to the
Farfrees Ebike Site.
b. You shall use only such links to the Farfrees EbikeSite as are provided to
you by FarFrees Ebike.
c. You shall not alter, add to, subtract from, or otherwise modify the
Promotional Materials as they are prepared by Farfrees Ebike without
consent from FarFrees Ebike. If you wish to alter or otherwise modify the
Promotional Materials, you must obtain prior written consent from
Farfrees Ebike for such alteration of modification.
d. You shall not use the Promotional Materials to promote the FarFrees Ebike
Site (and the products available thereon) to customers who are not
physically located in the United States.
11. You shall not create, publish, distribute, or print any written materials that make
reference to our Program unless you adhere to the following:
a. Abide by the CAN-SPAM Act of 2003 (Public Law No. 108-187) with
respect to the distribution of any written materials.
b. E-mails must be sent on your behalf and must not imply that the e-mail is
being sent on behalf of FarFrees Ebike.
c. E-mails and any related written materials must first be submitted to
Farfrees Ebike for approval prior to being sent or Farfrees Ebike must be sent
a copy of the e-mail.
12. REVERSAL & COMMUNICATION POLICY
Farfrees Ebike takes pride in its very low reversal rate, which we attribute to open
communication with our affiliates. However, we reserve the right to reverse orders due
to order cancellations, duplicate tracking, returns, disputed charges, and Program
violations as outlined in this Agreement. Additionally, if we ask you for clarification or
more information on any orders or clicks that we suspect may be in violation of this
Agreement, we expect that you will respond in a timely and honest manner. Below are
violations of our communications policy.
a. You are not forthcoming, intentionally vague or are found to be lying.
b. You are not responsive within a reasonable time period and after multiple
attempts to contact with information listed in your network profile.
c. You cannot substantiate or validate the source of your traffic to our
Program with clear and demonstrable proof.
13. If any of the above applies, then we reserve the right to reverse orders, set your
commission to 0% or suspend you from the Program for the period or orders in
question. We know that many violations are a result of automated processes; however
it is incumbent upon you to ensure that you have the appropriate checks and balances
in place to pro-actively address these issues and adhere to our Program.
14. INTELLECTUAL PROPERTY
Farfrees Ebike retains all right, title, ownership, and interest in the Promotional Materials
and Trademarks, including any and all copyright, trademark, or other intellectual
property rights therein. Nothing in this Agreement shall be construed to grant you any
right, title or ownership in the Promotional Materials, or in the underlying intellectual
property, other than the right to use the Promotional Materials in accordance with the
License, as set forth in Section 8.
15. RELATIONSHIP OF PARTIES
This Agreement shall not be construed to create any employment relationship, agency
relationship, or partnership between Farfrees Ebike and you. You shall provide services
for Farfrees Ebike as an independent contractor. You shall have no authority to bind
Farfrees Ebike to any agreement, nor shall you be considered to be an agent of
Farfrees Ebike in any respect.
16. AFFILIATE COMMISSIONS
Upon acceptance into the Program, you will be eligible to receive an affiliate
commission (the "Commission") for the successful completion of Eligible Purchases. An
"Eligible Purchase" occurs when a customer (not you) clicks-through the link (supplied
by Farfrees Ebike to you) to the Farfrees EbikeSite and successfully completes a
purchase for which Farfrees Ebike receives and retains payment. A customer has 30
days to complete this purchase from the first click from the site. The current rates of
Commission shall be set forth in your Shareasale.com affiliate program located on the
Shareasale.com affiliate website. Farfrees Ebike reserves the right to modify the
Commission rate from time to time, in its sole discretion. Farfrees Ebikeis responsible
for authorizing Commission payments and Shareasale.com will be solely responsible for
fulfilling and transferring all Commission payments in accordance with the
Shareasale.com Agreement. Farfrees Ebike will be entitled to withhold, deduct and set
off from any payments to be made to you hereunder any sums owed by you to
FarFrees Ebike, whether in connection with this Agreement (including any breach hereof
by you) or otherwise.
17. DISCLAIMER
YOU ACKNOWLEDGE THAT YOU HAVE NOT RELIED ON ANY WARRANTIES RELATED
TO THE PROGRAM OTHER THAN THE EXPRESS STATEMENTS IN THIS AGREEMENT.
UNDER NO CIRCUMSTANCES SHALL Farfrees Ebike BE LIABLE TO YOU UNDER THESE
TERMS, UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHER
LEGAL OR EQUITABLE THEORY, FOR ANY INDIRECT, PUNITIVE, INCIDENTAL,
CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES RELATED TO THE PROGRAM
(INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE OR GOODWILL OR PROFITS
OR LOST BUSINESS AND INCLUDING COSTS ASSOCIATED WITH THE PROCUREMENT
OF SUBSTITUTE GOODS OR SERVICES), EVEN IF ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES. IN NO EVENT SHALL FarFrees Ebike’s LIABILITY TO YOU OR ANY
THIRD PARTY ARISING OUT OF OR RELATED TO THE PROGRAM OR THIS AGREEMENT,
WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR OTHER
LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL COMMISSION FEES PAID TO YOU
UNDER THIS AGREEMENT. Farfrees Ebike DOES NOT WARRANT OR GUARANTEE ANY
RESULTS OF PARTICIPATION IN THE PROGRAM. ALL PRODUCTS, PROGRAMS AND
PROMOTIONAL MATERIALS HEREUNDER ARE PROVIDED "AS IS" WITHOUT ANY
WARRANTY WHATSOEVER. YOU RECOGNIZE THAT THESE DISCLAIMERS ARE AN
IMPORTANT PART OF THE BASIS OF THIS AGREEMENT, WITHOUT WHICH
Farfrees Ebike WOULD NOT HAVE ENTERED INTO THIS AGREEMENT. FarFrees Ebike
DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY (TO THE EXTENT
PERMITTED BY LAW), REGARDING THE PRODUCTS, PROGRAMS AND PROMOTIONAL
MATERIALS, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND
NON-INFRINGEMENT. NO REPRESENTATION OR OTHER AFFIRMATION OF FACT,
INCLUDING, WITHOUT LIMITATION, STATEMENTS REGARDING CAPACITY,
SUITABILITY FOR USE, OR PERFORMANCE OF THE PRODUCTS, PROGRAMS AND
PROMOTIONAL MATERIALS SHALL BE DEEMED A WARRANTY FOR ANY PURPOSE OR
GIVE RISE TO ANY LIABILITY OF Farfrees Ebike WHATSOEVER.
18. INDEMNIFICATION
YOU SHALL INDEMNIFY AND HOLD HARMLESS Farfrees Ebike FROM ANY CLAIM,
DAMAGE, LAWSUIT, ACTION, COMPLAINT, OR OTHER COSTS ARISING OUT OF ANY
WRONGFUL ACT RELATED IN ANY WAY TO YOUR PARTICIPATION IN THE PROGRAM
OR YOUR BREACH OF THIS AGREEMENT. YOU SHALL ALSO INDEMNIFY AND HOLD
HARMLESS Farfrees Ebike FROM ANY DAMAGE, LOSS OR OTHER COST ARISING OUT
OF THE USE OR MISUSE BY YOU OF THE TRADEMARKS OR PROMOTIONAL
MATERIALS.
19. CONFIDENTIALITY
Any information that you are exposed to by virtue of your participation in the Program,
which information is not available to the general public, shall be considered to be
"Confidential Information." You may not disclose any Confidential Information to any
person or entity, except where compelled by law, unless you obtain prior written
consent for such disclosure from FarFrees Ebike. You shall not use any Confidential
Information except to the extent necessary to fulfill the purposes of this Agreement.
20. TERMINATION
Your participation in the Program shall begin upon your acceptance as an affiliate by
Farfrees Ebike and shall end when terminated by either party. Either party may
terminate such status at any time, with or without cause. Upon termination, all licenses
granted to you pursuant to the Program shall cease and you shall use best efforts to
immediately remove all codes and links, references on Your Website regarding
FarFrees Ebike, and cease any and all use of Promotional Materials, Trademarks or any
other trade or service marks, trade names or any other items received through or used
in connection with such Program. Subject to Section 13, upon the termination of your
participation in the Program for any reason, you will be entitled to receive Commissions
only on Eligible Purchases that occurred prior to such termination. FarFrees Ebike
reserves the right to terminate the Program at any time upon notice to you.
21. COMPLIANCE WITH LAWS
In connection with your participation in this Program, you will comply with all applicable
laws, rules and regulations, including but not limited to the following laws, rules and
regulations governing marketing and promotions:
a. The CAN-SPAM Act of 2003
b. Section 5 of the FTC Act
c. The FTC's disclosure rules regarding endorsements
22. To comply with the FTC's disclosure rules regarding endorsements, you shall include a
disclosure statement within any and all pages/posts where affiliate links for the
Program are posted as an endorsement or review, and where it is not clear that the link
is a paid advertisement. This disclosure statement should be clear and concise, stating
that we are compensating you for your review or endorsement. If you received the
product for free from us or from our designated affiliate management team for review,
this also must be clearly stated in your disclosure.
23. MODIFICATION
We may modify these terms and conditions at any time, at our sole discretion. If you
disagree with any modification, your only recourse is to terminate this Agreement. You
agree that, if you continue to participate in the Program following a posted
modification, your continued participation constitutes binding acceptance of the
modified term.
24. GOVERNING LAW; JURISDICTION
This Agreement is governed by the laws of the State of California, without regard to its
choice of law principles. You hereby irrevocably consent to jurisdiction of the state and
federal courts located in Orange County, California with respect to any proceeding
regarding this Agreement. You will not prosecute any action, suit, proceeding or claim
arising under or by reason of this Agreement except in such courts.
25. OPERATIONS OUTSIDE UNITED STATES
If you are conducting business in or taking orders from persons in other countries, you
will follow the laws of those countries. For example, you will comply with the European
Union’s Privacy and Electronic Communications Directive if you are conducting
business in or taking orders from persons in one or more of the European Union
countries.
26. FTC DISCLOSURE REQUIREMENTS
You shall include a disclosure statement within any and all pages/posts where affiliate
links for our Affiliate Program are posted as an endorsement or review, and where it is
not clear that the link is a paid advertisement. This disclosure statement should be
clear and concise, stating that we are compensating you for your review or
endorsement. If you received the product for free from us or from the affiliate
management team for review, this also must be clearly stated in your disclosure.
27. GENERAL
a. Severability. If any provision of this Agreement is held by a court of
competent jurisdiction to be invalid, illegal, or unenforceable, the remainder
of this Agreement will remain in full force and effect.
b. Assignment. You may not assign this Agreement or any of its rights under
this Agreement without the prior written consent of FarFrees Ebike, and any
attempted assignment without such consent shall be void. Subject to the
foregoing restriction, this Agreement will be fully binding upon, inure to the
benefit of, and be enforceable by us and our respective successors and
assigns.
c. Nonwaiver. Any failure by Farfrees Ebike to insist upon or enforce
performance by you of any of the provisions of this Agreement or to
exercise any rights or remedies under this Agreement or otherwise by law
will not be construed as a waiver or relinquishment of any right to assert or
rely upon the provision, right or remedy in that or any other instance;
rather, the provision, right or remedy will be and remain in full force and
effect.
d. Relation to Other Agreements. In the event of any conflict or inconsistency
between this Agreement and the Shareasale.com Agreement, the
provisions of this Agreement shall prevail.
e. Entire Agreement. This Agreement sets forth our entire agreement with
respect to your participation in the Program.