Inmagine Lab Pte. Ltd.
Program Terms
CRAFTBUNDLES | AFFILIATE PROGRAM
TERMS AND CONDITIONS (AFFILIATE AGREEMENT)
BY JOINING OR BY PARTICIPATING IN THE AFFILIATE PROGRAM (“PROGRAM”), YOU ARE CONFIRMING THAT YOU HAVE READ THIS AGREEMENT AND THE CRAFTBUNDLES TERMS AND CONDITIONS (“TERMS AND CONDITIONS”) AND THAT YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS.
YOU AS THE AFFILIATE (“Affiliate”, “You”, “you” and/or “your”) ACCEPT THIS AFFILIATE AGREEMENT (“AGREEMENT”) ON BEHALF OF THE ENTITY FOR WHICH YOU ARE AUTHORIZED TO ACT (E.G., AN EMPLOYER) AND ACKNOWLEDGE THAT SUCH ENTITY IS LEGALLY BOUND BY THIS AGREEMENT (AND YOU AGREE TO ACT IN A MANNER CONSISTENT WITH THIS AGREEMENT) OR, IF THERE IS NO SUCH ENTITY FOR WHICH YOU ARE AUTHORIZED TO ACT, YOU ACCEPT THIS AGREEMENT ON BEHALF OF YOURSELF AS AN INDIVIDUAL AND ACKNOWLEDGE THAT YOU ARE LEGALLY BOUND BY THIS AGREEMENT, AND (II) YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, POWER AND AUTHORITY TO ACT ON BEHALF OF AND BIND SUCH ENTITY (IF ANY) OR YOURSELF. YOU MAY NOT ACCEPT THIS AGREEMENT ON BEHALF OF ANOTHER ENTITY UNLESS YOU ARE AN EMPLOYEE OR AGENT OF SUCH OTHER ENTITY WITH THE RIGHT, POWER AND AUTHORITY TO ACT ON BEHALF OF SUCH OTHER ENTITY.
IF YOU ARE UNWILLING TO ACCEPT THIS AGREEMENT, OR IF YOU DO NOT HAVE THE RIGHT, POWER AND AUTHORITY TO ACT ON BEHALF OF AND BIND SUCH ENTITY OR YOURSELF AS AN INDIVIDUAL (IF THERE IS NO SUCH ENTITY), DO NOT JOIN OR PARTICIPATE IN THE PROGRAM.
CRAFTBUNDLES RESERVES THE RIGHT TO MODIFY THE TERMS AND CONDITIONS OF THIS AGREEMENT AT ANY TIME AND TO NOTIFY YOU OF THE MODIFICATIONS BY AN ANNOUNCEMENT ON YOUR HOME PAGE. YOU AGREE TO BE BOUND BY ALL SUCH CHANGES. IF YOU DO NOT AGREE WITH ANY OF THE CHANGES, YOUR SOLE REMEDY IS TO TERMINATE YOUR PARTICIPATION IN THE PROGRAM.
1. INTRODUCTION
CraftBundles.com (“CraftBundles”, “we”, “us” or the equivalent) operates as a provider of weekly digital cut files in a form of bundles and/or single cut files with full commercial license. CraftBundles’ products are specifically meant for physical and limited digital use to facilitate the needs of the rapid growing community of crafters and future crafters. This Agreement contains the complete terms and conditions that apply to an individual’s or entity’s participation in the Program. This Agreement also describes and controls your legal relationship with CraftBundles as an Affiliate of CraftBundles in the Program. The acquisition of customers is the purpose of the Program, and, in consideration of your referral to us of customers pursuant to the Terms and Conditions of the Program, we shall compensate you as set forth below.
2. SCOPE OF AFFILIATE AGREEMENT
The Agreement shall be formed exclusively via ShareASale.com (“SAS”) whereby an application to become an Affiliate shall be submitted to SAS. Furthermore, this Agreement is to be read and construed together with the Privacy Policy, Refund Policy, Cookie Policy (“Policies”) and the Terms and Conditions and this Terms and Conditions, and Policies collectively represent a legally binding agreement between you and CraftBundles.
3. ENROLLMENT IN THE PROGRAM
3.1 CraftBundles will evaluate your application and will notify you of your acceptance or rejection. You should note that the process of evaluating a possible Affiliate, shall take three (3) business days.
3.2 Notwithstanding anything stated or implied to the contrary, by applying to become an Affiliate, you agree that CraftBundles has and reserves the rights at all times to reject your application or terminate your participation in the Program for any reason.
4. RIGHTS OF CRAFTBUNDLES
4.1 CraftBundles reserves the right to cease provision of the Program, or terminate the Affiliate from the Program in its sole and absolute discretion.
4.2 Without limiting other remedies, CraftBundles may suspend or terminate the Affiliate from the Program if you are a recurring infringer of the Intellectual Property Rights of CraftBundles.
4.3 Where you have been inactive for more than twelve (12) months, CraftBundles reserves the right to terminate the Affiliate from the Program without notice to you.
5. CRAFTBUNDLES’ POLICIES TO PREVAIL
You hereby agree and understand that this Agreement, its Policies and its Terms and Conditions, shall prevail in respect of any matters addressed herein. In the event of any conflict between any specific terms listed on your website and this Agreement regarding such matter, this Agreement shall override such terms and you hereby agree to be bound by the provisions of this Agreement and its entirety.
6. AFFILIATE REPRESENTATIONS AND WARRANTIES
You warrant and represent as follows:
i. you have the full right, power and authority to enter into this Agreement and to fully perform all of your obligations hereunder;
ii. you are under no legal disability or contractual restriction that prevents you from entering into this Agreement;
iii. the information and data submitted by you in connection with your application and participation in the Program and/or this Agreement is true, accurate and complete in all aspects and shall in no manner mislead or deceive CraftBundles or any third parties; and
iv. the contents of the Affiliate Media (as defined in Clause 7.1 (ii) below) is neither obscene nor defamatory and does not infringe the copyright or any other rights of any third party, including, without limitation, trademark rights and the rights of privacy and publicity
7. AFFILIATE PROMOTIONAL LINKS
7.1 Use of Links:
i. once you have been accepted into the Program as an Affiliate, SAS will generate affiliates links for you to upload on your Media. You will only use linking code obtained from the Affiliate interface without manipulation;
ii. CraftBundles will create a variety of graphic and textual links made available to you (each referred to herein as a “Link” or collectively, as the “Links”) which you may use and display on web sites and/or social media accounts (e.g., Facebook, Twitter, Instagram, Pinterest etc) which are owned or controlled by you and emails sent by you (collectively, “Affiliate Media”);
iii. the Links will serve to identify you as a member of the Program and will establish a link from your Affiliate Media to the Program’s website. You agree to cooperate fully with us in order to establish and maintain such Links;
iv. you further agree that your use of the Links must be in compliance with this Agreement at all times;
v. CraftBundles may modify the Links from time to time in its sole and unlimited discretion;
vi. you will not use graphic or textual images (indicating a Link) or text messages to promote CraftBundles that are not approved in advance by CraftBundles;
vii. all Affiliate Media shall display the Links prominently in relevant sections of their website;
viii. any information with respect to CraftBundles that is going to be displayed on the Affiliate Media must be preapproved by CraftBundles in writing;
ix. you may not engage in cookie stuffing or include pop-ups, false or misleading links on the Media. In addition, wherever possible, you will not attempt to mask the referring URL information (i.e. the page from where the click is originating);
x. using redirects to bounce a click-off a domain from the click did not originate in order to give the appearance that it came from that domain is prohibited;
xi. you agree to abide by any legal requirements on data privacy and data collection e.g. General Data Protection Regulation (“GDPR”) in any jurisdiction that applies GDPR; and/or
xii. if you are found redirecting Links to hide or manipulate the Links’ original source, your current and past commission will be voided, or your commission level will be set to 0%. This does not include using “out” redirects from the same domain where the Link is placed.
7.2 Discounts and Coupons Guidelines
(a) If you are enrolled in our Program and your Affiliate Media promotes coupons codes, you must adhere to our Coupon Guidelines as follows:
i. coupons must be displayed in their entirety with full offer, valid expiration date and code;
ii. you may only advertise coupons and discounts that are provided exclusively through the Program using banners and Links;
iii. you may not post any information about how to work around the requirements of a coupon/promotion (i.e., first time customers only) will result in removal from the program;
iv. you may not use any technology that covers up the coupon code and generates the affiliate click by revealing the code(s);
v. you may not advertise coupon codes obtained from any non-affiliate marketing channel, including coupon codes from our email, paid search or any other non-affiliate marketing campaigns;
vi. you may not give the appearance that any ongoing offer requires clicking from the Affiliate Media in order to be redeemed. For example, if all items on the Affiliate Media have free shipping over USD$ 100.00, you may not turn this into an offer that infers that the customer must click on your Affiliate Media to get this deal; and/or
vii. if the Affiliate Media ranks on the first page of Google for terms related to the CraftBundles’ website with the words coupon, coupons, coupon code, promo code, etc. and/or your conversion rate exceeds 20%, you may be offered a lower commission than our standard rate to offset the reduced profitability of orders. The current rate is 0%.
(b) Coupon Attribution & Authentication
Affiliates whose primary business is posting coupons, who are viewed and tagged by the Program as being a coupon site, may not be paid commissions for sales generated without a corresponding valid coupon code. Valid codes are defined as codes that are made available to through Affiliate Media Coupon codes that are false, expired, vague or promote long-term sitewide offers that do not require a code shall not be considered as valid codes and the Affiliate will not be given commission on these orders.
7.3 Sub-Affiliate Networks
(i) Promoting CraftBundles through a sub-affiliate network is permitted, however you must be completely transparent with regards to where traffic from your sub-affiliates originated. Sub-affiliate networks must ensure that all sub-affiliates promoting the Program adhere to this Agreement. This includes restrictions on advertising through toolbars, browser extensions, and through any paid placements such as pay-per-click campaigns. Sub-affiliate networks must also receive approval prior to allowing any type of coupon sub-affiliate to promote the Program.
(ii) Failure to comply with the CraftBundles’ sub-affiliate network terms may result in a loss and/or reduction of commission from sales made through any sub-affiliate that does not comply with this Agreement.
8. AFFILIATE’S OBLIGATIONS AND UNDERTAKINGS
8.1 During the course of this Agreement, the Affiliate undertakes the below:
i. to actively and effectively advertise, market and promote CraftBundles by using the provided Links;
ii. to market CraftBundles to potential customers at its own cost. The Affiliate is solely responsible for distribution, content and manners of its marketing. All marketing activities must be proper and lawful in the region or area where these marketing activities takes place;
iii. to use tracking links provided by CraftBundles through SAS, to ensure correct tracking of customers and not change or modify any marketing material without the written consent of CraftBundles;
iv. to be responsible for the development, the operation, and the maintenance of the Affiliate Media as well as for all material appearing on the Media; and
v. to ensure that the Affiliate Media will not transmit unsolicited emails or engage in “spamming” activities to publicize or promote your relationship with CraftBundles or to increase the number of your referrals – nor will you advertise or otherwise publicize your relationship with CraftBundles through the use of pay per click search engine advertising or the like. This prohibition applies, by way of example and not by way of limitation, to Google Adwords, Yahoo! Search Marketing, MSN AdCenter, and Ask.com.
8.2 Pay Per Click (“PPC”) Guidelines
(a) If you are enrolled in the Program and participate in PPC advertising, you must adhere to the CraftBundles’ PPC guidelines as follows:
i. you may not bid on any of the CraftBundles’ trademarked terms (as specified below), including any variations or misspellings thereof for search or content-based campaigns on Google, MSN, Yahoo, Facebook or any other network;
ii. you may not use the CraftBundles’ trademarked terms in sequence with any other keywords (i.e. CraftBundles Coupons);
iii. you may not use the CraftBundles’ trademarked terms in your ad title, ad copy, display name or as the displayed URL;
iv. you may not direct link to the Website from any PPC ad or use redirects that yield the same result. The Links must be directed to an actual page on the Media; and/or
v. you may not bid in any manner appearing higher than CraftBundles for any search term in position 1 (one) to position 5 (five) in any auction style PPC advertising program, or such other guideline(s) as may be update by CraftBundles from time to time.
(b) If you automate your PPC campaigns, it is your responsibility to exclude CraftBundles’ trademarked terms from the Affiliate Media and we strongly suggest you add the CraftBundles’ trademarked terms as negative keywords.
(c) We have a strict no tolerance policy on PPC trademark bidding. In the event of breach, CraftBundles will forfeit all your commissions for a minimum of the past 30 (thirty) days and your commission will be set to 0% without warning if you engage in PPC trademark bidding that uses CraftBundles’ trademarked terms. For avoidance of doubt, the forfeiture of your commission shall not: (a) restrict CraftBundles from perusing other remedies or reliefs legally available to CraftBundles; or (b) prejudice any rights that have accrued and/or breaches that have arisen prior to such breach and which will remain fully reserved by CraftBundles.
8.3 Trademarked Terms
For CraftBundles: “craft bundles”, “craftbundles”, “craftbundles.com” (including capitalized variations thereof, the “CraftBundles Keywords”) are trademark-protected marks of CraftBundles. The use of these CraftBundles Keywords for bidding purposes or otherwise are strictly prohibited as the promotion of competing products from the use or association with CraftBundles Keywords is likely to cause customer confusion and violates CraftBundles’ rights in its mark.
9. MID-CHECKOUT COMMISSION REDUCTION & OVERWRITE RULE
Craftbundles uses a dynamic pixel system that may make changes to the standard commission in the case of a mid-checkout referral, which is defined as a cookie that is set within a set amount of time prior to the purchase. By reducing our commission on these types of referrals and by closely monitoring the quality of traffic we receive from each affiliate, we will be able to pay out higher commissions for driving new customers and traffic. This logic also gives full credit to the first referring affiliate in the case that a second affiliate enters within a set amount of time prior to the purchase. Mid-checkout commission and overwrite rules are subject to change without prior notice.
10. RESTRICTIONS
10.1 When using SAS, you are responsible for maintaining the confidentiality of your account and password, and for restricting unauthorized access to your account. You hereby agree to accept responsibility for all activities that occur under your account.
10.2 As an Affiliate, you will not:
i. perform any abuse, discriminatory, obscene, unlawful or otherwise unsuitable act(s), which contains sexually explicit, pornographic, obscene or graphically violent materials;
ii. engage in and/or facilitate spamming, indiscriminate advertising or unsolicited commercial email or otherwise fail to comply with the CAN-SPAM Act of 2003 (Public Law 108-187 or any successor legislation), and/or any other laws and/or regulations that govern email marketing and/or communication;
iii. tarnish, disparage, or reflect adversely on the reputation of CraftBundles and/or its Trademarks (as defined in Clause 14.2 below) or otherwise diminish our goodwill by reason of our association with you or your Affiliate Media including but not limited to your known involvement in, or promotion or facilitation of, activity that is unlawful, infringing, invasive, immoral, fraudulent, misleading, discriminatory, defamatory, obscene, abusive, violent or otherwise offensive;
iv. incorporates images, text or any other content or features (either displayed or hidden) that are unlawful, infringing, invasive, immoral, fraudulent, misleading, discriminatory, defamatory, obscene, abusive, violent or otherwise offensive.
v. transfer your account to another party without CraftBundles’ consent;
vi. copy, modify, or distribute the Links from the Website and CraftBundles’ Intellectual Property Rights or involving any third party;
vii. trade any disparagement or libellous, defamatory or infringing content, containing any machine-readable code that could be unintentionally downloaded onto a recipient’s computer (such as worm, virus, Trojan Horse, or other self-executing program) and damage or takeover recipient computer;
viii. post the Links on CraftBundles Facebook page, Twitter, Pinterest, etc. company pages in an attempt to turn the Links into Affiliate sales;
ix. running Facebook ads with CraftBundles trademarked company name; and/or
x. create a social media account that includes CraftBundles trademark in the page name and/or username
xi. use software or 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. This includes toolbars, browser plug-ins, extensions and add-ons.
“Intellectual Property Rights” means and includes but is not limited to, any patent, copyright, design right, data, database, trade mark, service mark, trade secret, trade names, goodwill, know-how, derivative works, confidential information with intellectual property rights, other intellectual property rights or proprietary rights similar to the foregoing (whether registered or unregistered) in any country and in any form, media or technology now known or later developed and includes applications for the grant of such rights.
11. EUROPEAN DATA PROTECTION RIGHTS
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, and GDPR if you are conducting business in or taking orders from persons in one or more of the European Union countries.
12. REVERSAL & COMMUNICATION POLICY
12.1 CraftBundles takes pride in its very low reversal rate, which we attribute to open communication with the Affiliate. However, CraftBundles reserves the right to reverse orders due to order cancellations, duplicate tracking, returns, disputed charges, and program violations as outlined in this Agreement.
12.2 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:
i. you are not forthcoming, intentionally vague or are found to be lying;
ii. you are not responsive within a reasonable time period and after multiple attempts to contact with information listed in your network profile; and
iii. you cannot substantiate or validate the source of your traffic to the Program with clear and demonstratable proof.
12.3 If any of the above apply, then CraftBundles reserves the absolute right to reverse orders, set you commission to 0% or suspend or terminate 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 each Affiliate to ensure that it has the appropriate checks and balances in place to pro-actively address these issues and adhere to the Terms and Conditions. For the avoidance of doubt, the forfeiture of your commissions or suspension of your participation from the Program shall not: (a) restrict us from perusing other remedies or reliefs legally available to us; or (b) prejudice any rights that have accrued and/or breaches that have arisen prior to such breach and which will remain fully reserved by us.
13. FTC DISCLOSURE REQUIREMENTS
13.1 You must include a disclosure statement within any and all pages, blog/posts, or social media posts where the 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 for review, this also must be clearly stated in your disclosure:
i. Disclosures must be made at the beginning of the claims and may not appear solely in a “Terms of Use”, “Legal”, “About Us” and other linked page;
ii. Disclosures should be place above the fold; scrolling should not be necessary to find the disclosure (e.g. disclosure should be visible before the jump);
iii. pop-up, hover state and button disclosures are prohibited;
iv. disclosure policy applies to all social media, even when space is restricted (e.g., tweets); and/or
v. disclosures should be made in the same medium as the claim (e.g. video, text).
13.2 For more information about FTC disclosure requirements, please review the FTC's "Dot Com Disclosures" Guidelines at http://www.ftc.gov/os/2013/03/130312dotcomdisclosures.pdf (example 21) and the FTC's Endorsement Guidelines at http://business.ftc.gov/advertising-and-marketing/endorsements
13.3 If you engage in so called “native advertising”, you further agree to comply with the FTC’s Enforcement Policy Statement on Deceptively Formatted Advertisements at https://www.ftc.gov/system/files/documents/public_statements/896923/151222deceptiveenforcement.pdf and the related guidelines.
14. DISCLAIMER
CRAFTBUNDLES IS PROVIDED “AS IS, AS AVAILABLE, WITH ALL FAULTS” BASIS AND, EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
15. LIMITATION
Notwithstanding anything stated or implied to the contrary, CraftBundles, its officers, managers and members, shall not be liable for indirect, special, or consequential damages (or any loss of revenue, profits, goodwill or data) arising out of or related to this Agreement or the Program, even if we have been advised of the possibility of such damages. Further, our aggregate liability for actual damages (for any other damages not otherwise specified herein) arising out of or related to this Agreement and/or the Program will not exceed the total referral fees paid or commission to you under this Agreement in the preceding 12 (twelve) month period from the earliest date that you claim arose, which date in any event shall be no later than the date you notify us of any claim.
16. TERMINATION
This Agreement shall commence on the date of our approval of your Program participation and shall continue thereafter until terminated as provided herein. You may quit or terminate your participation in the Program at any time by removing all Links from your Media, deleting all copies of the Links, all Trademarks and logos, together with all other materials provided by or on behalf of CraftBundles in connection with the Program. By clicking on the “Quit” button beside the Program in the Merchant Summary Report page, you will no longer have access to the Program thereafter and deemed to have terminated your participation in the Program.
17. TRADEMARKS AND COPYRIGHT
17.1 Subject to the Terms and Conditions of this Agreement, CraftBundles grants to the Affiliate a non-exclusive, non-sub-licensable and non-transferable license to use and display such literature and marketing, advertising and/or promotional materials as may be reasonably required for the purposes of this Agreement.
17.2 All common law or registered trademarks, logos, service marks, trade names, Internet domain names, or other indications of origin now or in the future used by CraftBundles (collectively known as “Trademarks”).
17.3 Nothing contained herein grants or shall be construed to grant you any rights to use any Trademark, except as Links placed on your Media. You acknowledge that CraftBundles owns all rights, title and interest in and to its Trademarks. Your use of the Links and goodwill associated therewith shall at all times inure to the benefit of CraftBundles.
17.4 You agree that you will not use our Trademarks in any manner that might tarnish, disparage, or reflect adversely on such Trademarks or CraftBundles. Nor will you contest or otherwise challenge (e.g., in any legal action or otherwise), or assist or encourage any other person or entity to contest or challenge, the validity of any Trademarks or the Trademarks claimed by CraftBundles.
17.5 You agree that you will not use any Trademark or any variant thereof including misspellings as a domain name or as part of a domain name regardless of the top-level domain, or as a metatag, keyword, or any other type of programming code or data, except pursuant to policies and rules issued by CraftBundles, if any, in connection with the Program.
17.6 You may not at any time, adopt or use, without CraftBundles’ prior written consent any work or mark which is similar to or likely to be confused with CraftBundles’ Trademarks, except as Links placed on your Media.
17.7 The look and feel of the Website, including all page headers, custom graphics, button icons, and scripts, is the trade dress and/or Trademark or service mark of CraftBundles and may not be copied, imitated or used, in whole or in part, without the prior written consent of CraftBundles, except as Links placed on your Media.
17.8 You may not use a Trademark, logo, image or other proprietary graphic of CraftBundles to link to the Website without the prior written consent of CraftBundles, except as the Links on your Affiliate Media and used in compliance with the terms of this Agreement.
17.9 You may not frame or hotlink to the Website or any image other than your own without the prior written consent of CraftBundles.
17.10 You may not use any Trademarks to market, promote, or endorse the goods and/or services or cause of any other individual or entity without our prior express permission in writing, signed by an authorized officer of CraftBundles.
18. CONFIDENTIALITY
Except as otherwise provided in this Agreement or with the consent of CraftBundles, you agree that all information, including, without limitation, the terms of this Agreement, business and financial information, customer, and pricing and sales information, concerning us or any of our affiliates provided by or on behalf of any of them shall remain strictly confidential and secret and shall not be utilized, directly or indirectly, by you or any purpose other than your participation in the Program, except and solely to the extent that any such information is generally known or available to the public through a source other than you. Affiliate shall not use any information obtained from the Program to develop, enhance or operate a service that competes with the Program, or assist another party to do the same.
19. TAXES
CraftBundles shall not be responsible for any taxes owed by Affiliate arising out of Affiliate’s relationship with CraftBundles as set forth in this Agreement. CraftBundles shall not withhold any taxes from the commissions paid to Affiliate.
20. INDEMNIFICATION
You agree to fully defend and indemnify CraftBundles and its employees, directors, and officers, and anyone else associated with CraftBundles, and each of their successors, licensees, and assigns free and harmless from any and all claims, liabilities, costs or debt, losses, damages, obligations, or expenses, including attorneys’ fees and expenses, arising from the breach of the warranty above or the terms of this Agreement by you.
21. NO WAIVER
No waiver of any term of this Agreement will be deemed a further or continuing waiver of such term or any other term, and CraftBundles’ failure to assert any right or provision under this Agreement will not constitute a waiver of such right or provision.
22. JURISDICTION
This Agreement shall be governed by the law of Singapore, subject to its jurisdiction, and without regard to the conflict of laws principles. All disputes arising in connection with this Agreement shall be settled through friendly negotiations. If the parties are unable to resolve any such dispute within thirty (30) days after the commencement of negotiations, the parties agree to submit the dispute to the Singapore International Arbitration Centre in accordance with the Arbitration Rules of the Singapore International Arbitration Centre in effect at the time of applying for arbitration. The number of arbitrators shall be one (1). The decision of the arbitrator shall, except in the case of manifest error, be final and binding upon the parties hereto. The arbitration proceedings shall be conducted in English.
23. LEGAL FEES
If CraftBundles is obligated to go to court to enforce any of its rights, or to collect any fees, you agree to reimburse CraftBundles for its legal fees, costs and disbursements if CraftBundles is successful.
24. ASSIGNABILITY
You may not assign or transfer to anyone the rights granted to you in this Terms and Conditions, without CraftBundles’ prior written consent.
25. ENTIRE AGREEMENT
You acknowledge that you have read this Agreement, understood it, and agreed to be bound by its Terms and Conditions. You further agree that it is the complete and exclusive statement of the Agreement between you and CraftBundles, which supersedes any proposal or prior agreement, oral or written, and any other communication between you and CraftBundles relating to the subject of this Agreement.
26. SEVERABILITY
Should any provision of this Agreement be held to be void or invalid, that fact will not affect any other provision, and the remainder of this Agreement will be construed to most closely give effect to the parties' intentions.
27. CONTACT US
For questions specifically concerning this Agreement, please contact us via email at affiliate@craftbundles.com
TERMS AND CONDITIONS (AFFILIATE AGREEMENT)
BY JOINING OR BY PARTICIPATING IN THE AFFILIATE PROGRAM (“PROGRAM”), YOU ARE CONFIRMING THAT YOU HAVE READ THIS AGREEMENT AND THE CRAFTBUNDLES TERMS AND CONDITIONS (“TERMS AND CONDITIONS”) AND THAT YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS.
YOU AS THE AFFILIATE (“Affiliate”, “You”, “you” and/or “your”) ACCEPT THIS AFFILIATE AGREEMENT (“AGREEMENT”) ON BEHALF OF THE ENTITY FOR WHICH YOU ARE AUTHORIZED TO ACT (E.G., AN EMPLOYER) AND ACKNOWLEDGE THAT SUCH ENTITY IS LEGALLY BOUND BY THIS AGREEMENT (AND YOU AGREE TO ACT IN A MANNER CONSISTENT WITH THIS AGREEMENT) OR, IF THERE IS NO SUCH ENTITY FOR WHICH YOU ARE AUTHORIZED TO ACT, YOU ACCEPT THIS AGREEMENT ON BEHALF OF YOURSELF AS AN INDIVIDUAL AND ACKNOWLEDGE THAT YOU ARE LEGALLY BOUND BY THIS AGREEMENT, AND (II) YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, POWER AND AUTHORITY TO ACT ON BEHALF OF AND BIND SUCH ENTITY (IF ANY) OR YOURSELF. YOU MAY NOT ACCEPT THIS AGREEMENT ON BEHALF OF ANOTHER ENTITY UNLESS YOU ARE AN EMPLOYEE OR AGENT OF SUCH OTHER ENTITY WITH THE RIGHT, POWER AND AUTHORITY TO ACT ON BEHALF OF SUCH OTHER ENTITY.
IF YOU ARE UNWILLING TO ACCEPT THIS AGREEMENT, OR IF YOU DO NOT HAVE THE RIGHT, POWER AND AUTHORITY TO ACT ON BEHALF OF AND BIND SUCH ENTITY OR YOURSELF AS AN INDIVIDUAL (IF THERE IS NO SUCH ENTITY), DO NOT JOIN OR PARTICIPATE IN THE PROGRAM.
CRAFTBUNDLES RESERVES THE RIGHT TO MODIFY THE TERMS AND CONDITIONS OF THIS AGREEMENT AT ANY TIME AND TO NOTIFY YOU OF THE MODIFICATIONS BY AN ANNOUNCEMENT ON YOUR HOME PAGE. YOU AGREE TO BE BOUND BY ALL SUCH CHANGES. IF YOU DO NOT AGREE WITH ANY OF THE CHANGES, YOUR SOLE REMEDY IS TO TERMINATE YOUR PARTICIPATION IN THE PROGRAM.
1. INTRODUCTION
CraftBundles.com (“CraftBundles”, “we”, “us” or the equivalent) operates as a provider of weekly digital cut files in a form of bundles and/or single cut files with full commercial license. CraftBundles’ products are specifically meant for physical and limited digital use to facilitate the needs of the rapid growing community of crafters and future crafters. This Agreement contains the complete terms and conditions that apply to an individual’s or entity’s participation in the Program. This Agreement also describes and controls your legal relationship with CraftBundles as an Affiliate of CraftBundles in the Program. The acquisition of customers is the purpose of the Program, and, in consideration of your referral to us of customers pursuant to the Terms and Conditions of the Program, we shall compensate you as set forth below.
2. SCOPE OF AFFILIATE AGREEMENT
The Agreement shall be formed exclusively via ShareASale.com (“SAS”) whereby an application to become an Affiliate shall be submitted to SAS. Furthermore, this Agreement is to be read and construed together with the Privacy Policy, Refund Policy, Cookie Policy (“Policies”) and the Terms and Conditions and this Terms and Conditions, and Policies collectively represent a legally binding agreement between you and CraftBundles.
3. ENROLLMENT IN THE PROGRAM
3.1 CraftBundles will evaluate your application and will notify you of your acceptance or rejection. You should note that the process of evaluating a possible Affiliate, shall take three (3) business days.
3.2 Notwithstanding anything stated or implied to the contrary, by applying to become an Affiliate, you agree that CraftBundles has and reserves the rights at all times to reject your application or terminate your participation in the Program for any reason.
4. RIGHTS OF CRAFTBUNDLES
4.1 CraftBundles reserves the right to cease provision of the Program, or terminate the Affiliate from the Program in its sole and absolute discretion.
4.2 Without limiting other remedies, CraftBundles may suspend or terminate the Affiliate from the Program if you are a recurring infringer of the Intellectual Property Rights of CraftBundles.
4.3 Where you have been inactive for more than twelve (12) months, CraftBundles reserves the right to terminate the Affiliate from the Program without notice to you.
5. CRAFTBUNDLES’ POLICIES TO PREVAIL
You hereby agree and understand that this Agreement, its Policies and its Terms and Conditions, shall prevail in respect of any matters addressed herein. In the event of any conflict between any specific terms listed on your website and this Agreement regarding such matter, this Agreement shall override such terms and you hereby agree to be bound by the provisions of this Agreement and its entirety.
6. AFFILIATE REPRESENTATIONS AND WARRANTIES
You warrant and represent as follows:
i. you have the full right, power and authority to enter into this Agreement and to fully perform all of your obligations hereunder;
ii. you are under no legal disability or contractual restriction that prevents you from entering into this Agreement;
iii. the information and data submitted by you in connection with your application and participation in the Program and/or this Agreement is true, accurate and complete in all aspects and shall in no manner mislead or deceive CraftBundles or any third parties; and
iv. the contents of the Affiliate Media (as defined in Clause 7.1 (ii) below) is neither obscene nor defamatory and does not infringe the copyright or any other rights of any third party, including, without limitation, trademark rights and the rights of privacy and publicity
7. AFFILIATE PROMOTIONAL LINKS
7.1 Use of Links:
i. once you have been accepted into the Program as an Affiliate, SAS will generate affiliates links for you to upload on your Media. You will only use linking code obtained from the Affiliate interface without manipulation;
ii. CraftBundles will create a variety of graphic and textual links made available to you (each referred to herein as a “Link” or collectively, as the “Links”) which you may use and display on web sites and/or social media accounts (e.g., Facebook, Twitter, Instagram, Pinterest etc) which are owned or controlled by you and emails sent by you (collectively, “Affiliate Media”);
iii. the Links will serve to identify you as a member of the Program and will establish a link from your Affiliate Media to the Program’s website. You agree to cooperate fully with us in order to establish and maintain such Links;
iv. you further agree that your use of the Links must be in compliance with this Agreement at all times;
v. CraftBundles may modify the Links from time to time in its sole and unlimited discretion;
vi. you will not use graphic or textual images (indicating a Link) or text messages to promote CraftBundles that are not approved in advance by CraftBundles;
vii. all Affiliate Media shall display the Links prominently in relevant sections of their website;
viii. any information with respect to CraftBundles that is going to be displayed on the Affiliate Media must be preapproved by CraftBundles in writing;
ix. you may not engage in cookie stuffing or include pop-ups, false or misleading links on the Media. In addition, wherever possible, you will not attempt to mask the referring URL information (i.e. the page from where the click is originating);
x. using redirects to bounce a click-off a domain from the click did not originate in order to give the appearance that it came from that domain is prohibited;
xi. you agree to abide by any legal requirements on data privacy and data collection e.g. General Data Protection Regulation (“GDPR”) in any jurisdiction that applies GDPR; and/or
xii. if you are found redirecting Links to hide or manipulate the Links’ original source, your current and past commission will be voided, or your commission level will be set to 0%. This does not include using “out” redirects from the same domain where the Link is placed.
7.2 Discounts and Coupons Guidelines
(a) If you are enrolled in our Program and your Affiliate Media promotes coupons codes, you must adhere to our Coupon Guidelines as follows:
i. coupons must be displayed in their entirety with full offer, valid expiration date and code;
ii. you may only advertise coupons and discounts that are provided exclusively through the Program using banners and Links;
iii. you may not post any information about how to work around the requirements of a coupon/promotion (i.e., first time customers only) will result in removal from the program;
iv. you may not use any technology that covers up the coupon code and generates the affiliate click by revealing the code(s);
v. you may not advertise coupon codes obtained from any non-affiliate marketing channel, including coupon codes from our email, paid search or any other non-affiliate marketing campaigns;
vi. you may not give the appearance that any ongoing offer requires clicking from the Affiliate Media in order to be redeemed. For example, if all items on the Affiliate Media have free shipping over USD$ 100.00, you may not turn this into an offer that infers that the customer must click on your Affiliate Media to get this deal; and/or
vii. if the Affiliate Media ranks on the first page of Google for terms related to the CraftBundles’ website with the words coupon, coupons, coupon code, promo code, etc. and/or your conversion rate exceeds 20%, you may be offered a lower commission than our standard rate to offset the reduced profitability of orders. The current rate is 0%.
(b) Coupon Attribution & Authentication
Affiliates whose primary business is posting coupons, who are viewed and tagged by the Program as being a coupon site, may not be paid commissions for sales generated without a corresponding valid coupon code. Valid codes are defined as codes that are made available to through Affiliate Media Coupon codes that are false, expired, vague or promote long-term sitewide offers that do not require a code shall not be considered as valid codes and the Affiliate will not be given commission on these orders.
7.3 Sub-Affiliate Networks
(i) Promoting CraftBundles through a sub-affiliate network is permitted, however you must be completely transparent with regards to where traffic from your sub-affiliates originated. Sub-affiliate networks must ensure that all sub-affiliates promoting the Program adhere to this Agreement. This includes restrictions on advertising through toolbars, browser extensions, and through any paid placements such as pay-per-click campaigns. Sub-affiliate networks must also receive approval prior to allowing any type of coupon sub-affiliate to promote the Program.
(ii) Failure to comply with the CraftBundles’ sub-affiliate network terms may result in a loss and/or reduction of commission from sales made through any sub-affiliate that does not comply with this Agreement.
8. AFFILIATE’S OBLIGATIONS AND UNDERTAKINGS
8.1 During the course of this Agreement, the Affiliate undertakes the below:
i. to actively and effectively advertise, market and promote CraftBundles by using the provided Links;
ii. to market CraftBundles to potential customers at its own cost. The Affiliate is solely responsible for distribution, content and manners of its marketing. All marketing activities must be proper and lawful in the region or area where these marketing activities takes place;
iii. to use tracking links provided by CraftBundles through SAS, to ensure correct tracking of customers and not change or modify any marketing material without the written consent of CraftBundles;
iv. to be responsible for the development, the operation, and the maintenance of the Affiliate Media as well as for all material appearing on the Media; and
v. to ensure that the Affiliate Media will not transmit unsolicited emails or engage in “spamming” activities to publicize or promote your relationship with CraftBundles or to increase the number of your referrals – nor will you advertise or otherwise publicize your relationship with CraftBundles through the use of pay per click search engine advertising or the like. This prohibition applies, by way of example and not by way of limitation, to Google Adwords, Yahoo! Search Marketing, MSN AdCenter, and Ask.com.
8.2 Pay Per Click (“PPC”) Guidelines
(a) If you are enrolled in the Program and participate in PPC advertising, you must adhere to the CraftBundles’ PPC guidelines as follows:
i. you may not bid on any of the CraftBundles’ trademarked terms (as specified below), including any variations or misspellings thereof for search or content-based campaigns on Google, MSN, Yahoo, Facebook or any other network;
ii. you may not use the CraftBundles’ trademarked terms in sequence with any other keywords (i.e. CraftBundles Coupons);
iii. you may not use the CraftBundles’ trademarked terms in your ad title, ad copy, display name or as the displayed URL;
iv. you may not direct link to the Website from any PPC ad or use redirects that yield the same result. The Links must be directed to an actual page on the Media; and/or
v. you may not bid in any manner appearing higher than CraftBundles for any search term in position 1 (one) to position 5 (five) in any auction style PPC advertising program, or such other guideline(s) as may be update by CraftBundles from time to time.
(b) If you automate your PPC campaigns, it is your responsibility to exclude CraftBundles’ trademarked terms from the Affiliate Media and we strongly suggest you add the CraftBundles’ trademarked terms as negative keywords.
(c) We have a strict no tolerance policy on PPC trademark bidding. In the event of breach, CraftBundles will forfeit all your commissions for a minimum of the past 30 (thirty) days and your commission will be set to 0% without warning if you engage in PPC trademark bidding that uses CraftBundles’ trademarked terms. For avoidance of doubt, the forfeiture of your commission shall not: (a) restrict CraftBundles from perusing other remedies or reliefs legally available to CraftBundles; or (b) prejudice any rights that have accrued and/or breaches that have arisen prior to such breach and which will remain fully reserved by CraftBundles.
8.3 Trademarked Terms
For CraftBundles: “craft bundles”, “craftbundles”, “craftbundles.com” (including capitalized variations thereof, the “CraftBundles Keywords”) are trademark-protected marks of CraftBundles. The use of these CraftBundles Keywords for bidding purposes or otherwise are strictly prohibited as the promotion of competing products from the use or association with CraftBundles Keywords is likely to cause customer confusion and violates CraftBundles’ rights in its mark.
9. MID-CHECKOUT COMMISSION REDUCTION & OVERWRITE RULE
Craftbundles uses a dynamic pixel system that may make changes to the standard commission in the case of a mid-checkout referral, which is defined as a cookie that is set within a set amount of time prior to the purchase. By reducing our commission on these types of referrals and by closely monitoring the quality of traffic we receive from each affiliate, we will be able to pay out higher commissions for driving new customers and traffic. This logic also gives full credit to the first referring affiliate in the case that a second affiliate enters within a set amount of time prior to the purchase. Mid-checkout commission and overwrite rules are subject to change without prior notice.
10. RESTRICTIONS
10.1 When using SAS, you are responsible for maintaining the confidentiality of your account and password, and for restricting unauthorized access to your account. You hereby agree to accept responsibility for all activities that occur under your account.
10.2 As an Affiliate, you will not:
i. perform any abuse, discriminatory, obscene, unlawful or otherwise unsuitable act(s), which contains sexually explicit, pornographic, obscene or graphically violent materials;
ii. engage in and/or facilitate spamming, indiscriminate advertising or unsolicited commercial email or otherwise fail to comply with the CAN-SPAM Act of 2003 (Public Law 108-187 or any successor legislation), and/or any other laws and/or regulations that govern email marketing and/or communication;
iii. tarnish, disparage, or reflect adversely on the reputation of CraftBundles and/or its Trademarks (as defined in Clause 14.2 below) or otherwise diminish our goodwill by reason of our association with you or your Affiliate Media including but not limited to your known involvement in, or promotion or facilitation of, activity that is unlawful, infringing, invasive, immoral, fraudulent, misleading, discriminatory, defamatory, obscene, abusive, violent or otherwise offensive;
iv. incorporates images, text or any other content or features (either displayed or hidden) that are unlawful, infringing, invasive, immoral, fraudulent, misleading, discriminatory, defamatory, obscene, abusive, violent or otherwise offensive.
v. transfer your account to another party without CraftBundles’ consent;
vi. copy, modify, or distribute the Links from the Website and CraftBundles’ Intellectual Property Rights or involving any third party;
vii. trade any disparagement or libellous, defamatory or infringing content, containing any machine-readable code that could be unintentionally downloaded onto a recipient’s computer (such as worm, virus, Trojan Horse, or other self-executing program) and damage or takeover recipient computer;
viii. post the Links on CraftBundles Facebook page, Twitter, Pinterest, etc. company pages in an attempt to turn the Links into Affiliate sales;
ix. running Facebook ads with CraftBundles trademarked company name; and/or
x. create a social media account that includes CraftBundles trademark in the page name and/or username
xi. use software or 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. This includes toolbars, browser plug-ins, extensions and add-ons.
“Intellectual Property Rights” means and includes but is not limited to, any patent, copyright, design right, data, database, trade mark, service mark, trade secret, trade names, goodwill, know-how, derivative works, confidential information with intellectual property rights, other intellectual property rights or proprietary rights similar to the foregoing (whether registered or unregistered) in any country and in any form, media or technology now known or later developed and includes applications for the grant of such rights.
11. EUROPEAN DATA PROTECTION RIGHTS
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, and GDPR if you are conducting business in or taking orders from persons in one or more of the European Union countries.
12. REVERSAL & COMMUNICATION POLICY
12.1 CraftBundles takes pride in its very low reversal rate, which we attribute to open communication with the Affiliate. However, CraftBundles reserves the right to reverse orders due to order cancellations, duplicate tracking, returns, disputed charges, and program violations as outlined in this Agreement.
12.2 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:
i. you are not forthcoming, intentionally vague or are found to be lying;
ii. you are not responsive within a reasonable time period and after multiple attempts to contact with information listed in your network profile; and
iii. you cannot substantiate or validate the source of your traffic to the Program with clear and demonstratable proof.
12.3 If any of the above apply, then CraftBundles reserves the absolute right to reverse orders, set you commission to 0% or suspend or terminate 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 each Affiliate to ensure that it has the appropriate checks and balances in place to pro-actively address these issues and adhere to the Terms and Conditions. For the avoidance of doubt, the forfeiture of your commissions or suspension of your participation from the Program shall not: (a) restrict us from perusing other remedies or reliefs legally available to us; or (b) prejudice any rights that have accrued and/or breaches that have arisen prior to such breach and which will remain fully reserved by us.
13. FTC DISCLOSURE REQUIREMENTS
13.1 You must include a disclosure statement within any and all pages, blog/posts, or social media posts where the 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 for review, this also must be clearly stated in your disclosure:
i. Disclosures must be made at the beginning of the claims and may not appear solely in a “Terms of Use”, “Legal”, “About Us” and other linked page;
ii. Disclosures should be place above the fold; scrolling should not be necessary to find the disclosure (e.g. disclosure should be visible before the jump);
iii. pop-up, hover state and button disclosures are prohibited;
iv. disclosure policy applies to all social media, even when space is restricted (e.g., tweets); and/or
v. disclosures should be made in the same medium as the claim (e.g. video, text).
13.2 For more information about FTC disclosure requirements, please review the FTC's "Dot Com Disclosures" Guidelines at http://www.ftc.gov/os/2013/03/130312dotcomdisclosures.pdf (example 21) and the FTC's Endorsement Guidelines at http://business.ftc.gov/advertising-and-marketing/endorsements
13.3 If you engage in so called “native advertising”, you further agree to comply with the FTC’s Enforcement Policy Statement on Deceptively Formatted Advertisements at https://www.ftc.gov/system/files/documents/public_statements/896923/151222deceptiveenforcement.pdf and the related guidelines.
14. DISCLAIMER
CRAFTBUNDLES IS PROVIDED “AS IS, AS AVAILABLE, WITH ALL FAULTS” BASIS AND, EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
15. LIMITATION
Notwithstanding anything stated or implied to the contrary, CraftBundles, its officers, managers and members, shall not be liable for indirect, special, or consequential damages (or any loss of revenue, profits, goodwill or data) arising out of or related to this Agreement or the Program, even if we have been advised of the possibility of such damages. Further, our aggregate liability for actual damages (for any other damages not otherwise specified herein) arising out of or related to this Agreement and/or the Program will not exceed the total referral fees paid or commission to you under this Agreement in the preceding 12 (twelve) month period from the earliest date that you claim arose, which date in any event shall be no later than the date you notify us of any claim.
16. TERMINATION
This Agreement shall commence on the date of our approval of your Program participation and shall continue thereafter until terminated as provided herein. You may quit or terminate your participation in the Program at any time by removing all Links from your Media, deleting all copies of the Links, all Trademarks and logos, together with all other materials provided by or on behalf of CraftBundles in connection with the Program. By clicking on the “Quit” button beside the Program in the Merchant Summary Report page, you will no longer have access to the Program thereafter and deemed to have terminated your participation in the Program.
17. TRADEMARKS AND COPYRIGHT
17.1 Subject to the Terms and Conditions of this Agreement, CraftBundles grants to the Affiliate a non-exclusive, non-sub-licensable and non-transferable license to use and display such literature and marketing, advertising and/or promotional materials as may be reasonably required for the purposes of this Agreement.
17.2 All common law or registered trademarks, logos, service marks, trade names, Internet domain names, or other indications of origin now or in the future used by CraftBundles (collectively known as “Trademarks”).
17.3 Nothing contained herein grants or shall be construed to grant you any rights to use any Trademark, except as Links placed on your Media. You acknowledge that CraftBundles owns all rights, title and interest in and to its Trademarks. Your use of the Links and goodwill associated therewith shall at all times inure to the benefit of CraftBundles.
17.4 You agree that you will not use our Trademarks in any manner that might tarnish, disparage, or reflect adversely on such Trademarks or CraftBundles. Nor will you contest or otherwise challenge (e.g., in any legal action or otherwise), or assist or encourage any other person or entity to contest or challenge, the validity of any Trademarks or the Trademarks claimed by CraftBundles.
17.5 You agree that you will not use any Trademark or any variant thereof including misspellings as a domain name or as part of a domain name regardless of the top-level domain, or as a metatag, keyword, or any other type of programming code or data, except pursuant to policies and rules issued by CraftBundles, if any, in connection with the Program.
17.6 You may not at any time, adopt or use, without CraftBundles’ prior written consent any work or mark which is similar to or likely to be confused with CraftBundles’ Trademarks, except as Links placed on your Media.
17.7 The look and feel of the Website, including all page headers, custom graphics, button icons, and scripts, is the trade dress and/or Trademark or service mark of CraftBundles and may not be copied, imitated or used, in whole or in part, without the prior written consent of CraftBundles, except as Links placed on your Media.
17.8 You may not use a Trademark, logo, image or other proprietary graphic of CraftBundles to link to the Website without the prior written consent of CraftBundles, except as the Links on your Affiliate Media and used in compliance with the terms of this Agreement.
17.9 You may not frame or hotlink to the Website or any image other than your own without the prior written consent of CraftBundles.
17.10 You may not use any Trademarks to market, promote, or endorse the goods and/or services or cause of any other individual or entity without our prior express permission in writing, signed by an authorized officer of CraftBundles.
18. CONFIDENTIALITY
Except as otherwise provided in this Agreement or with the consent of CraftBundles, you agree that all information, including, without limitation, the terms of this Agreement, business and financial information, customer, and pricing and sales information, concerning us or any of our affiliates provided by or on behalf of any of them shall remain strictly confidential and secret and shall not be utilized, directly or indirectly, by you or any purpose other than your participation in the Program, except and solely to the extent that any such information is generally known or available to the public through a source other than you. Affiliate shall not use any information obtained from the Program to develop, enhance or operate a service that competes with the Program, or assist another party to do the same.
19. TAXES
CraftBundles shall not be responsible for any taxes owed by Affiliate arising out of Affiliate’s relationship with CraftBundles as set forth in this Agreement. CraftBundles shall not withhold any taxes from the commissions paid to Affiliate.
20. INDEMNIFICATION
You agree to fully defend and indemnify CraftBundles and its employees, directors, and officers, and anyone else associated with CraftBundles, and each of their successors, licensees, and assigns free and harmless from any and all claims, liabilities, costs or debt, losses, damages, obligations, or expenses, including attorneys’ fees and expenses, arising from the breach of the warranty above or the terms of this Agreement by you.
21. NO WAIVER
No waiver of any term of this Agreement will be deemed a further or continuing waiver of such term or any other term, and CraftBundles’ failure to assert any right or provision under this Agreement will not constitute a waiver of such right or provision.
22. JURISDICTION
This Agreement shall be governed by the law of Singapore, subject to its jurisdiction, and without regard to the conflict of laws principles. All disputes arising in connection with this Agreement shall be settled through friendly negotiations. If the parties are unable to resolve any such dispute within thirty (30) days after the commencement of negotiations, the parties agree to submit the dispute to the Singapore International Arbitration Centre in accordance with the Arbitration Rules of the Singapore International Arbitration Centre in effect at the time of applying for arbitration. The number of arbitrators shall be one (1). The decision of the arbitrator shall, except in the case of manifest error, be final and binding upon the parties hereto. The arbitration proceedings shall be conducted in English.
23. LEGAL FEES
If CraftBundles is obligated to go to court to enforce any of its rights, or to collect any fees, you agree to reimburse CraftBundles for its legal fees, costs and disbursements if CraftBundles is successful.
24. ASSIGNABILITY
You may not assign or transfer to anyone the rights granted to you in this Terms and Conditions, without CraftBundles’ prior written consent.
25. ENTIRE AGREEMENT
You acknowledge that you have read this Agreement, understood it, and agreed to be bound by its Terms and Conditions. You further agree that it is the complete and exclusive statement of the Agreement between you and CraftBundles, which supersedes any proposal or prior agreement, oral or written, and any other communication between you and CraftBundles relating to the subject of this Agreement.
26. SEVERABILITY
Should any provision of this Agreement be held to be void or invalid, that fact will not affect any other provision, and the remainder of this Agreement will be construed to most closely give effect to the parties' intentions.
27. CONTACT US
For questions specifically concerning this Agreement, please contact us via email at affiliate@craftbundles.com