NuGlow Skincare
Program Terms
NuGlow Inc. is a specialty skincare company that is committed to helping people live a healthy life beautifully. The company was founded on the principle of providing customers with high-quality anti-aging skincare products and service at affordable prices. Our lead product line contains the patent-pending MD3 Copper® peptide complex, which is designed to enhance skin appearance and reduce the signs of aging.
Established in 2003, NuGlow Inc. is based in Neenah, Wisconsin.
NuGlow® was developed by one of America’s leading biotechnology companies to bring you a comprehensive skincare line to help you age gracefully, and keep you looking and feeling your best.
NuGlow® combines copper, a proven anti-aging mineral dating back to the Ancient Egyptians, with modern peptide technology. Our patent-pending MD3 Copper® microdelivery system penetrates the skin much more efficiently and allows a smaller molecule to deliver more active ingredients right where you need it!
MD3 Copper® uses advanced technology that delivers more copper deep within the skin to help visibly reduce the signs of aging.
Clinical study results* of NuGlow® Serum show that women using MD3 Copper® experience significant improvement in their skin’s appearance within weeks! And with continued use, the results just keep getting better and better!
NuGlow® delivers results with MD3 Copper® & powerful antioxidants:
• Reduces the appearance of fine lines & wrinkles
• Increases firmness & resilience
• Hydrates & moisturizes
• Evens out & brightens skin tone
• Promotes healthy, nourished skin
The NuGlow® Affiliate program using ShareASale is an online revenue partnership between you and NuGlow®. You make money by earning commissions on sales made through a NuGlow® link on your site. NuGlow® provide banners and logos to place on your site which link to NuGlow®. When a visitor from your site clicks through to NuGlow®, we track their purchase and pay you a commission on the sale.
Our Affiliate Campaign with ShareASale will reward affiliates 20% of the product price of NuGlow® Skincare, excluding processing & handling, per initial order! Payouts will range from $1-$35 on available NuGlow® Skincare products.
The NuGlow® affiliate team will help you be successful by offering:
• The highest payout in our field
• Continuing refinement of our creatives
• A trusted brand easily identified by customers and heavily supported by national marketing
• An experienced affiliate team dedicated to your success
• Ongoing promotions and performance incentives
SKINCARE OR PRODUCT CLAIMS
NuGlow® Skincare is a high-quality anti-aging skincare line that must comply with the rules and regulations of the United States Federal Trade Commission (“FTC”). It is very important to make sure that Affiliates do not make any direct or implied disease claims. If you have a question on whether a phrase can be used, please contact us immediately.
Further, no testimonial can be provided without the written authorization of the NuGlow® team.
Following is a summary of guidelines concerning words and phrases that cannot be used under any circumstances in any form of advertising available online, including but not limited to paid, organic search, and SEO, testimonials, blogs, emails, and reviews.
Word, phrases & terms you shouldn’t use:
• Don’t mention a disease by name or describe a condition that implies a diseased state. For example, even if you believe it to be true from your experience, please stay away from making medical or disease claims like the product increases collagen, is antibacterial, or it cured a skin condition like psoriasis, eczema, etc. Also, stay away from the word acne – it’s considered a medical condition; use blemish or breakout instead.
• Don’t use words or phrases like diagnose, treat, cure, prevent or heal. Also, steer clear from words that require a specific certification like natural, organic, or cruelty-free.
• Don’t compare NuGlow® to any drugs, or drug classes. Don’t make superiority claims that must be substantiated, such as NuGlow® works better or faster than XYZ skincare.
• Don’t reference research that has been done that includes the name of a drug or disease in the title of the study.
• Don’t make timing promises, such as it works in less than 7 days.
• Don’t search on the trademark terms of any company that sells a drug that is competitive in the skincare space.
You can use the following taglines:
• Live a healthy life beautifully™
• Where Health, Beauty & Science Intersect™
• Make the time. Make the commitment. Revel in the younger looking you!™
• Stay Beautiful
You can also use the following words, terms & phrases:
• NuGlow® combines copper, a proven anti-aging mineral dating back to the Ancient Egyptians, with modern peptide technology. Our patent-pending MD3 Copper® microdelivery system penetrates the skin much more efficiently and allows a smaller molecule to deliver more active ingredients right where you need it.
• Clinical study results* of NuGlow® Serum show that women using MD3 Copper® experience significant improvement in their skin’s appearance within weeks! And with continued use, the results just keep getting better and better! *See website for more details.
• NuGlow® delivers results with MD3 Copper® & powerful antioxidants:
o Reduces the appearance of fine lines & wrinkles
o Increases firmness & resilience
o Hydrates & moisturizes
o Evens out & brightens skin tone
o Promotes healthy, nourished skin
• MD3 Copper® uses advanced technology that delivers more copper deep within the skin to help visibly reduce the signs of aging.
• See the NuGlow® difference
• Look & Feel Your Best
• You can also use words that have no concrete measurement, like radiant, fresh, etc.
If any claims are caught that do not adhere to the above guidelines, we reserve the right to reverse any earned commission and remove Affiliate from the program.
This campaign along with your hard work and creativity can produce some fantastic results but please take a minute to read the Affiliate Agreement below. It has some rules of the road which need to be followed.
SEARCH ENGINE POLICY
Search Engine Bidding on NuGlow® trademarked terms or using any NuGlow® product display URL within Google AdWords, Yahoo Search Marketing, MSN Ad Center or any other SEM platform is strictly forbidden. We do not and will not compensate any Affiliate that generates a lead from branded terms unless EXPRESSLY AUTHORIZED by NuGlow Inc.
SOCIAL NETWORKING REGULATIONS
• No misrepresentations or false advertising.
• No Facebook or MySpace pages.
• Full disclosure about the relationship with NuGlow Inc. Placement of the disclosure shall be in the bio section or a hyper link to the verbiage in the web link.
o (Co. name) does not directly provide NuGlow® products. (Co. name) operates (social media handle) as an Affiliate marketing site.
• Only one dedicated source for links per social networking site (one social media account).
• Headlines must be approved text only.
• NuGlow Inc. must approve copy before going live.
• We must be notified to where the Affiliates are placing pages to validate legitimacy.
• NuGlow Inc. monitors social media activity. If any postings violate the above guidelines, we reserve the right to reverse any earned commission and remove the Affiliate from the program.
• Notwithstanding anything to the contrary, the parties hereby agree that while the Affiliate will have the right to host Video Ads provided by NuGlow Inc. on websites owned by Affiliate, it will not have the right to distribute the Video Ads via social media.
COUPON CODE MARKETING GUIDELINES
• Affiliates may promote no more than two NuGlow® coupon codes on any given page. Affiliates must use their assigned vanity codes or the ShareASale promo codes available to all, but not both.
• Coupons or offer language in use must be approved and provided by ShareASale or NuGlow Inc. only. Any use of coupons or offers not offered by ShareASale or NuGlow Inc. directly is an infringement of NuGlow Inc. Special Terms and Conditions.
• Promotion language must be simple and clear and should illustrate to consumers the following four points only: 1) the offer 2) the coupon code 3) the expiration date 4) an approved text link only. Affilates may not use bait and switch language, misrepresentations or false advertising when promoting offers (i.e. "click here for more possible deals"). Only approved coupons and language can be used.
• Expired coupons may not be used at any time.
COUPON CODE TITLE TAG GUIDELINES
Affiliates are prohibited from using the NuGlow® trade name in the title tags of coupon related web pages. Any Affiliate in violation of this will have their monthly commissions reversed.
Violation of our Search Engine Policy or our Social Media Regulations or our Coupon Guidelines result in the following penalty:
• First infringement - Affiliate will immediately forfeit all earned revenue from the calendar month of the infraction, from all sources.
• Second infringement – Affiliate will immediately forfeit all earned revenue from the calendar month of the infraction and will be subject to termination from program and industry blacklisting.
Additionally, NuGlow Inc. requires all Affiliates to implement our negative keyword list. This list can be found by clicking "View other Terms and Conditions" near the bottom of this page.
We know this notice does not apply to most of our Affiliates and we appreciate all the legitimate traffic that you generate for our company. However, due to the seriousness of this topic, we did want to be very clear and up front regarding our expectations around our brand bidding policy. Please make sure to review your master Affiliate T&Cs for additional policies on search marketing and other channels.
Please let us know if you have any special needs or requests. Good Luck!!
The NuGlow Inc. Affiliate Team
CAMPAIGN TERMS AND CONDITIONS
NuGlow Inc. Affiliate Agreement
INTRODUCTION
You ("Affiliate" or "you") and NuGlow Inc., a Wisconsin corporation, located at 785 County Road CB, Neenah, WI, 54956 (“Advertiser" or "NuGlow") have each entered separate service agreements with ShareASale ("ShareASale"). Affiliate has entered into an "Affiliate Service Agreement" with ShareASale for its participation in the Network Service. This NuGlow Inc. Affiliate Agreement ("Affiliate Agreement") is applicable to Affiliate's membership in Advertiser's NuGlow Inc. Affiliate "Program" (as defined in the Affiliate Service Agreement) and modifies certain terms and conditions of the Affiliate Service Agreement with respect to Affiliate's participation in Advertiser's Program only. Affiliate acknowledges that it may participate in Advertiser's Program only under the terms and conditions set forth below, and that after Affiliate accepts this Affiliate Agreement.
Advertiser will, in its sole discretion, determine whether to accept Affiliate into Advertiser's Program. If Advertiser rejects Affiliate's application, Affiliate may reapply to the Program upon compliance with this Affiliate Agreement and correction of the basis for rejection. Any Advertiser content, trademarks, logos, service marks, trade dress, slogans, copyrighted or other proprietary material, or links contained therein, that are authorized by Advertiser to be provided to Affiliate through the Network Service is considered "Advertiser Content."
AGREEMENT
For value received, Affiliate covenants to ShareASale and Advertiser as follows:
1. INCORPORATION
The introductory paragraph above is incorporated herein, and any capitalized term herein that is not defined will have the meaning set forth in the Affiliate Service Agreement.
2. ORDER OF PRECEDENCE
In the event of a conflict between the Affiliate Service Agreement and this Affiliate Agreement, the Affiliate Service Agreement will control.
3. ONGOING COMPLIANCE
Affiliate's continuing compliance with this Affiliate Agreement is a condition of continuing participation in the Program. Advertiser reserves the right to review and audit Affiliate's website or advertising practices from time to time to determine if Affiliate is in continued compliance with this Affiliate Agreement. Affiliate's website must be and remain fully functional. Advertiser may reject or terminate Affiliate if its website is not live, is "under construction", or if Affiliate's website is a personal homepage or personal website.
4. COMMISSION
Affiliate will be paid the Commission set forth in the Affiliate Application and Program Terms as determined by Advertiser and displayed on the Network Service at the time of the qualifying transaction, according to the terms set forth in the Affiliate Service Agreement. Affiliate acknowledges that notwithstanding anything to the contrary in the Affiliate Service Agreement, there may be up to 14 days of delay between the reporting of the qualifying transaction and the reporting of Affiliate's commission through Affiliate's Account page in the Network Service, and adjustments for chargebacks may be made up to 60 days after the reporting of the qualifying transaction.
5. ADULT CONTENT AND OTHER UNACCEPTABLE CONTENT
Affiliate may not post adult-oriented content on any page on which the Advertiser Content appears. Advertiser considers content to be "adult" if it contains nudity or obscenity, sexually explicit, pornographic, or lewd material, or is otherwise intended for sexual gratification or is inappropriate for minors, as determined in Advertiser's sole discretion. Affiliate may not post any offensive content or incorporate images or content that is in any way harmful, threatening, obscene, harassing or racially, ethnically or otherwise objectionable, or promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age, as determined in Advertiser's sole discretion.
6. USE OF ADVERTISER CONTENT; PROHIBITED ACTIVITIES
Notwithstanding Section 4 of the ShareASale Affiliate Service Agreement entitled, "Proprietary Rights", Affiliate agrees that it has sublicensed only the exact Advertiser Content provided by Advertiser through the Network Service and only in the form and manner available from and as specified in the Network Service. Affiliate is not granted any other rights to use any intellectual property of Advertiser. Advertiser shall have complete discretion to evaluate Affiliate's use and to decide whether that use violates any applicable terms and conditions of this Agreement or any provision of law.
a. Affiliate may not distribute, transfer, sublicense or otherwise use Advertiser Content in any manner which is not specifically authorized by this Affiliate Agreement or which is inconsistent with any term of this Agreement or provision of law.
b. Affiliate acknowledges that Advertiser owns and will retain all right, title, and interest in the Advertiser Content, including, without limitation, any proprietary rights which may be developed in the future. Affiliate's use of Advertiser Content inures exclusively to the benefit of Advertiser, and Affiliate obtains no rights in Advertiser Content via Affiliate's use thereof.
c. Affiliate will ensure that the presentation of the Advertiser Content is consistent with Advertiser's own use of the Advertiser Content in comparable media. Affiliate promptly and at Affiliate's expense will make any changes to its use of the Advertiser Content as are requested by Advertiser.
d. Affiliate will not make any material alteration, and will not remove or modify any trademark, service mark, or privacy policy link or other notices from the Advertiser Content. Affiliate will use best efforts to replace any Advertiser Content displayed on its site with any new Advertiser Content provided by Advertiser immediately after receiving notice from Advertiser or from the Network Service of the new Advertiser Content, but in no event more than within 30 days after receiving notice from Advertiser.
e. Affiliate will not present or use Advertiser Content that, in Advertiser's sole discretion:
i. could be interpreted to suggest Affiliate's editorial content has been authored by, or represents the views or opinions of Advertiser, or Advertiser's representatives;
ii. in a manner that is misleading, defamatory, libelous, obscene, or otherwise objectionable;
iii. in a way that infringes, derogates, dilutes, or impairs the rights of Advertiser or any third party;
iv. as part of a name of a product or service of a company other than Advertiser; or
v. in any other manner inconsistent with any term of this Agreement or with any provision of law.
f. Affiliate may bid on search terms available from websites, search engines or other directory or referral services (e.g., Yahoo!, Google, etc., collectively "Search Engines"), provided that
i. Affiliate's search terms, listing titles and descriptions, and the content of their websites do not violate the trademark, copyright or any other rights of Advertiser or any third party, as determined by NuGlow in its sole discretion; and
ii. Affiliate complies with the following guidelines, as determined by NuGlow in its sole discretion:
1. Affiliate Ads shall not be displayed in response to a keyword query containing NuGlow or any other Advertiser trademark, including without limitation NuGlow®, www.nuglowskincare.com, NuGlow® Skincare Voice, SmartPeptide®, , MD3 Copper ®, Revitaleze™, nor any confusingly similar term, and Affiliate will not be paid for any transactions resulting from any such keyword or any phrase containing such keyword. Affiliate is required to employ negative keyword matching to prevent violation of this guideline. The negative keywords are listed in "Other Terms and Conditions."
2. if Affiliate bids on permitted keywords not in combination with Advertiser's trademarks, then all such advertising placements must comply with the Terms of Service for the Search Engine that will serve the advertising
3. Affiliate may link directly from any Search Engine advertisement to the page(s) designated by NuGlow Inc.
g. Affiliate's site shall not in any way copy or resemble the look and feel of Advertiser's site, nor shall Affiliate create the impression that your site is a part of the Advertiser's network of sites. You shall not use Advertiser's trademarks, or any variation or misspellings thereof, in your URL, company name, business name or site name. You shall not scrape or frame, or permit the scraping or framing of any page of Advertiser's network.
h. Affiliate will not register or use any domain names containing NuGlow, NuGlow® Skincare Voice, SmartPeptide®, MD3 Copper ®, Revitaleze™, or any other Advertiser trademark, or any string that in Advertiser's sole opinion is confusingly like any Advertiser trademark.
i. Affiliate will not include any Advertiser Content in or otherwise promote Advertiser using any downloadable software applications unless such applications fully comply with the certification requirements of the TRUSTe Trusted Download Program. Affiliate will not use, or include any Advertiser Content in, deceptive software download or computer settings practices to promote Advertiser, Advertiser Content, or Advertiser's Site. Deceptive practices prohibited include, but are not limited to, installing software without conspicuous disclosure and affirmative user consent, changing a user's home page without securing user permission, and offering downloadable software that does not conspicuously include a functioning uninstaller or that cannot be uninstalled by Windows Add/Remove Programs. Advertiser will refuse all applications or signups from Affiliate or any other party whom Advertiser believes participates in spyware, adware, parasite ware or similar types of techniques for driving internet traffic. NuGlow reserves the right to research and investigate Affiliate or any other party and their respective activities and, at our sole discretion, determine whether these practices are in place. Affiliates hereunder who are found to be in violation of this policy will be immediately terminated from the program and will forfeit all commissions paid or unpaid as of the date of such discovery. In that event, this Agreement will automatically terminate.
j. Affiliate may not offer coupon or promotion codes unless they are found within the NuGlow creative inventory on the ShareASale interface. Coupon and promotion code use outside of the ShareASale interface is prohibited.
k. Affiliate will not use, or include any intervening windows, redirects, advertising or web pages, including but not limited to "pop-up or pop-under" windows (collectively "Pop-Ups") to promote Advertiser, Advertiser Content, or Advertiser's Site.
l. Affiliate shall not engage in any lead generation activities, including, without limitation, hand-inputting or batching pre-collected leads into the NuGlow form.
m. Affiliate may not offer, either directly or indirectly, any consideration or incentives to potential Subscribers to register for the Advertiser's Service, including without limitation, payment of money, rebates, discounts, special offers, or other benefits. Affiliate is solely responsible for publishing only current pricing info for Advertiser's Service.
n. All promotional activities undertaken by you to promote Advertiser shall be made in accordance with all applicable laws and regulations. You shall not complete the online registration or otherwise interact with the Advertiser's website on behalf of any third party. You are only permitted hereunder to link third parties to the Advertiser's website. All information provided by individuals linking to the Advertiser's website shall be the sole and exclusive property of Advertiser and you shall neither have access to such information nor use any device, technique or software to obtain such information or any other information from Visitors or from the Advertiser's Site.
o. Affiliate agrees to provide accurate, updated email information always for Advertiser to communicate and provide payment to Affiliate. Affiliate's failure to provide accurate, updated contact information may result in delayed payment or termination, and Advertiser assumes no responsibility if payment cannot be made due to Affiliate's failure to provide accurate, updated contact information.
p. Affiliate shall not promote NuGlow on any network or sub-affiliate websites without the prior written consent of NuGlow. Advertiser shall have the right to approve or reject any site or network in its sole discretion.
q. ANY UNAUTHORIZED USE OF THE ADVERTISER CONTENT IS STRICTLY PROHIBITED AND WILL RESULT IN TERMINATION FROM THE PROGRAM WITHOUT PAY. ALL RIGHTS NOT EXPRESSLY GRANTED BY ADVERTISER ARE RESERVED.
7. PROHIBITION ON AFFILIATE EMAIL ACTIVITIES
Affiliate may not distribute any emails or newsletters containing Advertiser Content or otherwise promote Advertiser without the prior written permission of Advertiser. If Affiliate desires to conduct an email or e-newsletter campaign containing Advertiser Content or promoting Advertiser, then Affiliate must contact Advertiser and complete an Affiliate Email Campaign Application. If approved by Advertiser, then Affiliate will be required to enter into a supplemental agreement that will be appended to and incorporated into this Affiliate Agreement. Affiliate shall forfeit to Advertiser any monies resulting from any breach of this Section 7, pursuant to Section 10 below.
8. PROHIBITION ON INCENTIVE MARKETING ACTIVITIES
Affiliate may not engage in any form of incentive or loyalty marketing when promoting NuGlow. Incentive activities include any form of marketing that rewards users for conducting a transaction. Affiliate shall forfeit to Advertiser any monies resulting from any breach of this Section 8, pursuant to Section 11 below. Affiliates may not participate in the NuGlow Referral Fee Program and this program at the same time.
9. LIMITED TO U.S. TARGETED USERS
Affiliate will be allowed to participate in the Program so long as Affiliate's website substantially services or targets U.S. residents. Affiliate acknowledges that Visitors who subscribe to our service must pay in U.S. dollars.
10. PRIVACY POLICY
Affiliate will not collect any personally identifiable or aggregated user data from Visitors through or by exploiting the Advertiser Content. Any Visitor data generated by Affiliate's activities in connection with the Program will be the sole property of Advertiser.
11. MATERIAL BREACH
Affiliate agrees that Advertiser may terminate Affiliate from its Program immediately, and that Affiliate shall forfeit to Advertiser all monies resulting therefrom, if (as determined by Advertiser in its sole discretion):
a. Affiliate has become or is threatened to become a litigant in an action which will adversely affect Advertiser's business; or
b. Affiliate sends unsolicited commercial email to Advertiser's users or relating to Advertiser in any way, hijacks, diverts or captures user traffic, provides false account information, falsely increases the number of Transactions; or
c. Affiliate fails to comply with any provision of this Affiliate Agreement or the Affiliate Service Agreement, violates any right of any third party, or violates any provision of law.
12. NO REPRESENTATIONS
For the avoidance of doubt, the last sentence of Section 4(a) of the Affiliate Service Agreement does not apply to the Advertiser-Affiliate relationship. Further, Affiliate agrees that it shall not, without the express written consent of Advertiser, make statements that it is doing business with Advertiser or any of Advertiser's affiliates, or use any distinctive brand features of Advertiser with any such permitted statement, and Affiliate agrees to not make any representations, warranties or other public statements concerning Advertiser, Advertiser's website, product or services (including but not limited to pricing information, special offers, discounts, and testimonial text), Advertiser Content, or Advertiser's policies that does or may be interpreted to present Advertiser in a negative light, except as specifically permitted herein.
13. TERM AND TERMINATION
The term of this Affiliate Agreement shall be continuous, unless and until either party properly terminates this Affiliate Agreement, as follows:
a. Advertiser may provide Affiliate with written notice of termination for any cause whatsoever, or for no cause; or
b. Affiliate may use the automated system within the Network Service to terminate its participation in the Program at any time without notice to Advertiser.
Upon termination of this Affiliate Agreement, Affiliate must immediately remove and cease using any Advertiser Content, Program Links or other distinctive brand features of Advertiser. Advertiser intends to terminate this Affiliate Agreement with any Affiliate that fails to generate commissions during any consecutive 120-day period. Following termination of this Affiliate Agreement, Affiliate agrees to forfeit to Advertiser any amounts that were earned from Advertiser in breach of this Agreement or the Affiliate Service Agreement, and for any costs of collecting same, including attorneys' fees.
14. RESPONSIBILITY FOR SITE AND INDEMNIFICATION
Affiliate will be solely responsible for the development, operation, and maintenance of its website(s) and for all content that appears on Affiliate's website(s). For example, Affiliate will be solely responsible for:
a. technical operation of Affiliate's website(s) and all related equipment;
b. placement of Links to Advertiser as described above;
c. accuracy, timeliness and appropriateness of content posted on Affiliate's website(s);
d. ensuring that materials posted on Affiliate's website(s) do not violate or infringe upon the rights of any third party (including, for example, copyrights, trademarks, privacy, or other personal or proprietary rights); and
e. ensuring that content posted on Affiliate's website(s) follows this Affiliate Agreement, and not libelous or otherwise illegal.
Advertiser disclaims all liability for these matters. Further, Affiliate agrees to Indemnify and hold Advertiser, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from all claims, damages, demands, and expenses (including, without limitation, attorneys' fees) relating to the development, operation, maintenance, and contents of Affiliate's site, use of the Advertiser Content, violation of this Affiliate Agreement, or violation of any right of another party or any provision of law. Affiliate will permit Advertiser, at its election, to assume and control the defense of any such claim at Affiliate's cost. Affiliate may not take any action inconsistent with this provision, and may not settle any claim relating to Advertiser without Advertiser's prior written consent.
15. MODIFICATIONS
Advertiser may modify any provision(s) of this Affiliate Agreement upon seven (7) day notice by notifying Affiliate in writing, which may be through the Network Service. Modifications may include, for example, changes in the scope of available referral fees, fee schedules, payment procedures, Program rules, and amendments to the terms of this Affiliate Agreement. If any modification is unacceptable to Affiliate, then Affiliate may terminate this Affiliate Agreement through the Network Service. Affiliate's continued participation in the Program and compliance with such change(s) following Advertiser's notification will constitute Affiliate's legally binding acceptance of such change.
16. CONFIDENTIALITY
The terms and conditions of this Affiliate Agreement and the Program Terms, including any information and statistics regarding Affiliate's participation in the Program, are strictly confidential and may not be disclosed by Affiliate to any third party. The restrictions in this Section 16 will not apply to confidential information that is required to be disclosed by the Affiliate pursuant to judicial order or other compulsion of law, provided that Affiliate shall provide to Advertiser prompt notice of such order and provided that Affiliate shall reasonably seek to maintain confidentiality of the disclosure via an appropriate protective order.
17. GENERAL
The Affiliate Service Agreement, the Advertiser's detail page on the Network Service and this Affiliate Agreement constitute the entire agreement between Affiliate and Advertiser and govern participation in the Program, superseding any prior agreements between Affiliate and Advertiser. This Affiliate Agreement and the relationship between Affiliate and Advertiser shall be governed by the laws of the State of Wisconsin without regard to its conflict of law provisions. Notwithstanding the choice of venue in the Affiliate Service Agreement, Affiliate and Advertiser agree to submit to the personal jurisdiction of the courts located within the county of Outagamie, Wisconsin. The failure of Advertiser to exercise or enforce any right or provision of this Affiliate Agreement shall not constitute a waiver of such right or provision. If any provision of this Affiliate Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of this Affiliate Agreement remain in full force and effect. Affiliate will not assign, transfer, sublicense, or otherwise delegate its rights under this Affiliate Agreement without the prior written consent of Advertiser. Any such assignment, transfer, sublicense or delegation in derogation of this provision shall be null and void.
18. AFFILIATE INFORMATION
Affiliate authorizes ShareASale to provide to Advertiser all information provided by Affiliate to Link Connector or otherwise obtained or created by Link Connector in relation to Affiliate at any time.
BY APPLYING FOR THE NUGLOW AFFILIATE PROGRAM YOU, AFFILIATE, ARE SIGNIFYING YOUR AGREEMENT TO BE BOUND BY THIS AFFILIATE AGREEMENT TO THE SAME EXTENT AS IF YOU HAD PERSONALLY SIGNED THIS DOCUMENT.
Established in 2003, NuGlow Inc. is based in Neenah, Wisconsin.
NuGlow® was developed by one of America’s leading biotechnology companies to bring you a comprehensive skincare line to help you age gracefully, and keep you looking and feeling your best.
NuGlow® combines copper, a proven anti-aging mineral dating back to the Ancient Egyptians, with modern peptide technology. Our patent-pending MD3 Copper® microdelivery system penetrates the skin much more efficiently and allows a smaller molecule to deliver more active ingredients right where you need it!
MD3 Copper® uses advanced technology that delivers more copper deep within the skin to help visibly reduce the signs of aging.
Clinical study results* of NuGlow® Serum show that women using MD3 Copper® experience significant improvement in their skin’s appearance within weeks! And with continued use, the results just keep getting better and better!
NuGlow® delivers results with MD3 Copper® & powerful antioxidants:
• Reduces the appearance of fine lines & wrinkles
• Increases firmness & resilience
• Hydrates & moisturizes
• Evens out & brightens skin tone
• Promotes healthy, nourished skin
The NuGlow® Affiliate program using ShareASale is an online revenue partnership between you and NuGlow®. You make money by earning commissions on sales made through a NuGlow® link on your site. NuGlow® provide banners and logos to place on your site which link to NuGlow®. When a visitor from your site clicks through to NuGlow®, we track their purchase and pay you a commission on the sale.
Our Affiliate Campaign with ShareASale will reward affiliates 20% of the product price of NuGlow® Skincare, excluding processing & handling, per initial order! Payouts will range from $1-$35 on available NuGlow® Skincare products.
The NuGlow® affiliate team will help you be successful by offering:
• The highest payout in our field
• Continuing refinement of our creatives
• A trusted brand easily identified by customers and heavily supported by national marketing
• An experienced affiliate team dedicated to your success
• Ongoing promotions and performance incentives
SKINCARE OR PRODUCT CLAIMS
NuGlow® Skincare is a high-quality anti-aging skincare line that must comply with the rules and regulations of the United States Federal Trade Commission (“FTC”). It is very important to make sure that Affiliates do not make any direct or implied disease claims. If you have a question on whether a phrase can be used, please contact us immediately.
Further, no testimonial can be provided without the written authorization of the NuGlow® team.
Following is a summary of guidelines concerning words and phrases that cannot be used under any circumstances in any form of advertising available online, including but not limited to paid, organic search, and SEO, testimonials, blogs, emails, and reviews.
Word, phrases & terms you shouldn’t use:
• Don’t mention a disease by name or describe a condition that implies a diseased state. For example, even if you believe it to be true from your experience, please stay away from making medical or disease claims like the product increases collagen, is antibacterial, or it cured a skin condition like psoriasis, eczema, etc. Also, stay away from the word acne – it’s considered a medical condition; use blemish or breakout instead.
• Don’t use words or phrases like diagnose, treat, cure, prevent or heal. Also, steer clear from words that require a specific certification like natural, organic, or cruelty-free.
• Don’t compare NuGlow® to any drugs, or drug classes. Don’t make superiority claims that must be substantiated, such as NuGlow® works better or faster than XYZ skincare.
• Don’t reference research that has been done that includes the name of a drug or disease in the title of the study.
• Don’t make timing promises, such as it works in less than 7 days.
• Don’t search on the trademark terms of any company that sells a drug that is competitive in the skincare space.
You can use the following taglines:
• Live a healthy life beautifully™
• Where Health, Beauty & Science Intersect™
• Make the time. Make the commitment. Revel in the younger looking you!™
• Stay Beautiful
You can also use the following words, terms & phrases:
• NuGlow® combines copper, a proven anti-aging mineral dating back to the Ancient Egyptians, with modern peptide technology. Our patent-pending MD3 Copper® microdelivery system penetrates the skin much more efficiently and allows a smaller molecule to deliver more active ingredients right where you need it.
• Clinical study results* of NuGlow® Serum show that women using MD3 Copper® experience significant improvement in their skin’s appearance within weeks! And with continued use, the results just keep getting better and better! *See website for more details.
• NuGlow® delivers results with MD3 Copper® & powerful antioxidants:
o Reduces the appearance of fine lines & wrinkles
o Increases firmness & resilience
o Hydrates & moisturizes
o Evens out & brightens skin tone
o Promotes healthy, nourished skin
• MD3 Copper® uses advanced technology that delivers more copper deep within the skin to help visibly reduce the signs of aging.
• See the NuGlow® difference
• Look & Feel Your Best
• You can also use words that have no concrete measurement, like radiant, fresh, etc.
If any claims are caught that do not adhere to the above guidelines, we reserve the right to reverse any earned commission and remove Affiliate from the program.
This campaign along with your hard work and creativity can produce some fantastic results but please take a minute to read the Affiliate Agreement below. It has some rules of the road which need to be followed.
SEARCH ENGINE POLICY
Search Engine Bidding on NuGlow® trademarked terms or using any NuGlow® product display URL within Google AdWords, Yahoo Search Marketing, MSN Ad Center or any other SEM platform is strictly forbidden. We do not and will not compensate any Affiliate that generates a lead from branded terms unless EXPRESSLY AUTHORIZED by NuGlow Inc.
SOCIAL NETWORKING REGULATIONS
• No misrepresentations or false advertising.
• No Facebook or MySpace pages.
• Full disclosure about the relationship with NuGlow Inc. Placement of the disclosure shall be in the bio section or a hyper link to the verbiage in the web link.
o (Co. name) does not directly provide NuGlow® products. (Co. name) operates (social media handle) as an Affiliate marketing site.
• Only one dedicated source for links per social networking site (one social media account).
• Headlines must be approved text only.
• NuGlow Inc. must approve copy before going live.
• We must be notified to where the Affiliates are placing pages to validate legitimacy.
• NuGlow Inc. monitors social media activity. If any postings violate the above guidelines, we reserve the right to reverse any earned commission and remove the Affiliate from the program.
• Notwithstanding anything to the contrary, the parties hereby agree that while the Affiliate will have the right to host Video Ads provided by NuGlow Inc. on websites owned by Affiliate, it will not have the right to distribute the Video Ads via social media.
COUPON CODE MARKETING GUIDELINES
• Affiliates may promote no more than two NuGlow® coupon codes on any given page. Affiliates must use their assigned vanity codes or the ShareASale promo codes available to all, but not both.
• Coupons or offer language in use must be approved and provided by ShareASale or NuGlow Inc. only. Any use of coupons or offers not offered by ShareASale or NuGlow Inc. directly is an infringement of NuGlow Inc. Special Terms and Conditions.
• Promotion language must be simple and clear and should illustrate to consumers the following four points only: 1) the offer 2) the coupon code 3) the expiration date 4) an approved text link only. Affilates may not use bait and switch language, misrepresentations or false advertising when promoting offers (i.e. "click here for more possible deals"). Only approved coupons and language can be used.
• Expired coupons may not be used at any time.
COUPON CODE TITLE TAG GUIDELINES
Affiliates are prohibited from using the NuGlow® trade name in the title tags of coupon related web pages. Any Affiliate in violation of this will have their monthly commissions reversed.
Violation of our Search Engine Policy or our Social Media Regulations or our Coupon Guidelines result in the following penalty:
• First infringement - Affiliate will immediately forfeit all earned revenue from the calendar month of the infraction, from all sources.
• Second infringement – Affiliate will immediately forfeit all earned revenue from the calendar month of the infraction and will be subject to termination from program and industry blacklisting.
Additionally, NuGlow Inc. requires all Affiliates to implement our negative keyword list. This list can be found by clicking "View other Terms and Conditions" near the bottom of this page.
We know this notice does not apply to most of our Affiliates and we appreciate all the legitimate traffic that you generate for our company. However, due to the seriousness of this topic, we did want to be very clear and up front regarding our expectations around our brand bidding policy. Please make sure to review your master Affiliate T&Cs for additional policies on search marketing and other channels.
Please let us know if you have any special needs or requests. Good Luck!!
The NuGlow Inc. Affiliate Team
CAMPAIGN TERMS AND CONDITIONS
NuGlow Inc. Affiliate Agreement
INTRODUCTION
You ("Affiliate" or "you") and NuGlow Inc., a Wisconsin corporation, located at 785 County Road CB, Neenah, WI, 54956 (“Advertiser" or "NuGlow") have each entered separate service agreements with ShareASale ("ShareASale"). Affiliate has entered into an "Affiliate Service Agreement" with ShareASale for its participation in the Network Service. This NuGlow Inc. Affiliate Agreement ("Affiliate Agreement") is applicable to Affiliate's membership in Advertiser's NuGlow Inc. Affiliate "Program" (as defined in the Affiliate Service Agreement) and modifies certain terms and conditions of the Affiliate Service Agreement with respect to Affiliate's participation in Advertiser's Program only. Affiliate acknowledges that it may participate in Advertiser's Program only under the terms and conditions set forth below, and that after Affiliate accepts this Affiliate Agreement.
Advertiser will, in its sole discretion, determine whether to accept Affiliate into Advertiser's Program. If Advertiser rejects Affiliate's application, Affiliate may reapply to the Program upon compliance with this Affiliate Agreement and correction of the basis for rejection. Any Advertiser content, trademarks, logos, service marks, trade dress, slogans, copyrighted or other proprietary material, or links contained therein, that are authorized by Advertiser to be provided to Affiliate through the Network Service is considered "Advertiser Content."
AGREEMENT
For value received, Affiliate covenants to ShareASale and Advertiser as follows:
1. INCORPORATION
The introductory paragraph above is incorporated herein, and any capitalized term herein that is not defined will have the meaning set forth in the Affiliate Service Agreement.
2. ORDER OF PRECEDENCE
In the event of a conflict between the Affiliate Service Agreement and this Affiliate Agreement, the Affiliate Service Agreement will control.
3. ONGOING COMPLIANCE
Affiliate's continuing compliance with this Affiliate Agreement is a condition of continuing participation in the Program. Advertiser reserves the right to review and audit Affiliate's website or advertising practices from time to time to determine if Affiliate is in continued compliance with this Affiliate Agreement. Affiliate's website must be and remain fully functional. Advertiser may reject or terminate Affiliate if its website is not live, is "under construction", or if Affiliate's website is a personal homepage or personal website.
4. COMMISSION
Affiliate will be paid the Commission set forth in the Affiliate Application and Program Terms as determined by Advertiser and displayed on the Network Service at the time of the qualifying transaction, according to the terms set forth in the Affiliate Service Agreement. Affiliate acknowledges that notwithstanding anything to the contrary in the Affiliate Service Agreement, there may be up to 14 days of delay between the reporting of the qualifying transaction and the reporting of Affiliate's commission through Affiliate's Account page in the Network Service, and adjustments for chargebacks may be made up to 60 days after the reporting of the qualifying transaction.
5. ADULT CONTENT AND OTHER UNACCEPTABLE CONTENT
Affiliate may not post adult-oriented content on any page on which the Advertiser Content appears. Advertiser considers content to be "adult" if it contains nudity or obscenity, sexually explicit, pornographic, or lewd material, or is otherwise intended for sexual gratification or is inappropriate for minors, as determined in Advertiser's sole discretion. Affiliate may not post any offensive content or incorporate images or content that is in any way harmful, threatening, obscene, harassing or racially, ethnically or otherwise objectionable, or promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age, as determined in Advertiser's sole discretion.
6. USE OF ADVERTISER CONTENT; PROHIBITED ACTIVITIES
Notwithstanding Section 4 of the ShareASale Affiliate Service Agreement entitled, "Proprietary Rights", Affiliate agrees that it has sublicensed only the exact Advertiser Content provided by Advertiser through the Network Service and only in the form and manner available from and as specified in the Network Service. Affiliate is not granted any other rights to use any intellectual property of Advertiser. Advertiser shall have complete discretion to evaluate Affiliate's use and to decide whether that use violates any applicable terms and conditions of this Agreement or any provision of law.
a. Affiliate may not distribute, transfer, sublicense or otherwise use Advertiser Content in any manner which is not specifically authorized by this Affiliate Agreement or which is inconsistent with any term of this Agreement or provision of law.
b. Affiliate acknowledges that Advertiser owns and will retain all right, title, and interest in the Advertiser Content, including, without limitation, any proprietary rights which may be developed in the future. Affiliate's use of Advertiser Content inures exclusively to the benefit of Advertiser, and Affiliate obtains no rights in Advertiser Content via Affiliate's use thereof.
c. Affiliate will ensure that the presentation of the Advertiser Content is consistent with Advertiser's own use of the Advertiser Content in comparable media. Affiliate promptly and at Affiliate's expense will make any changes to its use of the Advertiser Content as are requested by Advertiser.
d. Affiliate will not make any material alteration, and will not remove or modify any trademark, service mark, or privacy policy link or other notices from the Advertiser Content. Affiliate will use best efforts to replace any Advertiser Content displayed on its site with any new Advertiser Content provided by Advertiser immediately after receiving notice from Advertiser or from the Network Service of the new Advertiser Content, but in no event more than within 30 days after receiving notice from Advertiser.
e. Affiliate will not present or use Advertiser Content that, in Advertiser's sole discretion:
i. could be interpreted to suggest Affiliate's editorial content has been authored by, or represents the views or opinions of Advertiser, or Advertiser's representatives;
ii. in a manner that is misleading, defamatory, libelous, obscene, or otherwise objectionable;
iii. in a way that infringes, derogates, dilutes, or impairs the rights of Advertiser or any third party;
iv. as part of a name of a product or service of a company other than Advertiser; or
v. in any other manner inconsistent with any term of this Agreement or with any provision of law.
f. Affiliate may bid on search terms available from websites, search engines or other directory or referral services (e.g., Yahoo!, Google, etc., collectively "Search Engines"), provided that
i. Affiliate's search terms, listing titles and descriptions, and the content of their websites do not violate the trademark, copyright or any other rights of Advertiser or any third party, as determined by NuGlow in its sole discretion; and
ii. Affiliate complies with the following guidelines, as determined by NuGlow in its sole discretion:
1. Affiliate Ads shall not be displayed in response to a keyword query containing NuGlow or any other Advertiser trademark, including without limitation NuGlow®, www.nuglowskincare.com, NuGlow® Skincare Voice, SmartPeptide®, , MD3 Copper ®, Revitaleze™, nor any confusingly similar term, and Affiliate will not be paid for any transactions resulting from any such keyword or any phrase containing such keyword. Affiliate is required to employ negative keyword matching to prevent violation of this guideline. The negative keywords are listed in "Other Terms and Conditions."
2. if Affiliate bids on permitted keywords not in combination with Advertiser's trademarks, then all such advertising placements must comply with the Terms of Service for the Search Engine that will serve the advertising
3. Affiliate may link directly from any Search Engine advertisement to the page(s) designated by NuGlow Inc.
g. Affiliate's site shall not in any way copy or resemble the look and feel of Advertiser's site, nor shall Affiliate create the impression that your site is a part of the Advertiser's network of sites. You shall not use Advertiser's trademarks, or any variation or misspellings thereof, in your URL, company name, business name or site name. You shall not scrape or frame, or permit the scraping or framing of any page of Advertiser's network.
h. Affiliate will not register or use any domain names containing NuGlow, NuGlow® Skincare Voice, SmartPeptide®, MD3 Copper ®, Revitaleze™, or any other Advertiser trademark, or any string that in Advertiser's sole opinion is confusingly like any Advertiser trademark.
i. Affiliate will not include any Advertiser Content in or otherwise promote Advertiser using any downloadable software applications unless such applications fully comply with the certification requirements of the TRUSTe Trusted Download Program. Affiliate will not use, or include any Advertiser Content in, deceptive software download or computer settings practices to promote Advertiser, Advertiser Content, or Advertiser's Site. Deceptive practices prohibited include, but are not limited to, installing software without conspicuous disclosure and affirmative user consent, changing a user's home page without securing user permission, and offering downloadable software that does not conspicuously include a functioning uninstaller or that cannot be uninstalled by Windows Add/Remove Programs. Advertiser will refuse all applications or signups from Affiliate or any other party whom Advertiser believes participates in spyware, adware, parasite ware or similar types of techniques for driving internet traffic. NuGlow reserves the right to research and investigate Affiliate or any other party and their respective activities and, at our sole discretion, determine whether these practices are in place. Affiliates hereunder who are found to be in violation of this policy will be immediately terminated from the program and will forfeit all commissions paid or unpaid as of the date of such discovery. In that event, this Agreement will automatically terminate.
j. Affiliate may not offer coupon or promotion codes unless they are found within the NuGlow creative inventory on the ShareASale interface. Coupon and promotion code use outside of the ShareASale interface is prohibited.
k. Affiliate will not use, or include any intervening windows, redirects, advertising or web pages, including but not limited to "pop-up or pop-under" windows (collectively "Pop-Ups") to promote Advertiser, Advertiser Content, or Advertiser's Site.
l. Affiliate shall not engage in any lead generation activities, including, without limitation, hand-inputting or batching pre-collected leads into the NuGlow form.
m. Affiliate may not offer, either directly or indirectly, any consideration or incentives to potential Subscribers to register for the Advertiser's Service, including without limitation, payment of money, rebates, discounts, special offers, or other benefits. Affiliate is solely responsible for publishing only current pricing info for Advertiser's Service.
n. All promotional activities undertaken by you to promote Advertiser shall be made in accordance with all applicable laws and regulations. You shall not complete the online registration or otherwise interact with the Advertiser's website on behalf of any third party. You are only permitted hereunder to link third parties to the Advertiser's website. All information provided by individuals linking to the Advertiser's website shall be the sole and exclusive property of Advertiser and you shall neither have access to such information nor use any device, technique or software to obtain such information or any other information from Visitors or from the Advertiser's Site.
o. Affiliate agrees to provide accurate, updated email information always for Advertiser to communicate and provide payment to Affiliate. Affiliate's failure to provide accurate, updated contact information may result in delayed payment or termination, and Advertiser assumes no responsibility if payment cannot be made due to Affiliate's failure to provide accurate, updated contact information.
p. Affiliate shall not promote NuGlow on any network or sub-affiliate websites without the prior written consent of NuGlow. Advertiser shall have the right to approve or reject any site or network in its sole discretion.
q. ANY UNAUTHORIZED USE OF THE ADVERTISER CONTENT IS STRICTLY PROHIBITED AND WILL RESULT IN TERMINATION FROM THE PROGRAM WITHOUT PAY. ALL RIGHTS NOT EXPRESSLY GRANTED BY ADVERTISER ARE RESERVED.
7. PROHIBITION ON AFFILIATE EMAIL ACTIVITIES
Affiliate may not distribute any emails or newsletters containing Advertiser Content or otherwise promote Advertiser without the prior written permission of Advertiser. If Affiliate desires to conduct an email or e-newsletter campaign containing Advertiser Content or promoting Advertiser, then Affiliate must contact Advertiser and complete an Affiliate Email Campaign Application. If approved by Advertiser, then Affiliate will be required to enter into a supplemental agreement that will be appended to and incorporated into this Affiliate Agreement. Affiliate shall forfeit to Advertiser any monies resulting from any breach of this Section 7, pursuant to Section 10 below.
8. PROHIBITION ON INCENTIVE MARKETING ACTIVITIES
Affiliate may not engage in any form of incentive or loyalty marketing when promoting NuGlow. Incentive activities include any form of marketing that rewards users for conducting a transaction. Affiliate shall forfeit to Advertiser any monies resulting from any breach of this Section 8, pursuant to Section 11 below. Affiliates may not participate in the NuGlow Referral Fee Program and this program at the same time.
9. LIMITED TO U.S. TARGETED USERS
Affiliate will be allowed to participate in the Program so long as Affiliate's website substantially services or targets U.S. residents. Affiliate acknowledges that Visitors who subscribe to our service must pay in U.S. dollars.
10. PRIVACY POLICY
Affiliate will not collect any personally identifiable or aggregated user data from Visitors through or by exploiting the Advertiser Content. Any Visitor data generated by Affiliate's activities in connection with the Program will be the sole property of Advertiser.
11. MATERIAL BREACH
Affiliate agrees that Advertiser may terminate Affiliate from its Program immediately, and that Affiliate shall forfeit to Advertiser all monies resulting therefrom, if (as determined by Advertiser in its sole discretion):
a. Affiliate has become or is threatened to become a litigant in an action which will adversely affect Advertiser's business; or
b. Affiliate sends unsolicited commercial email to Advertiser's users or relating to Advertiser in any way, hijacks, diverts or captures user traffic, provides false account information, falsely increases the number of Transactions; or
c. Affiliate fails to comply with any provision of this Affiliate Agreement or the Affiliate Service Agreement, violates any right of any third party, or violates any provision of law.
12. NO REPRESENTATIONS
For the avoidance of doubt, the last sentence of Section 4(a) of the Affiliate Service Agreement does not apply to the Advertiser-Affiliate relationship. Further, Affiliate agrees that it shall not, without the express written consent of Advertiser, make statements that it is doing business with Advertiser or any of Advertiser's affiliates, or use any distinctive brand features of Advertiser with any such permitted statement, and Affiliate agrees to not make any representations, warranties or other public statements concerning Advertiser, Advertiser's website, product or services (including but not limited to pricing information, special offers, discounts, and testimonial text), Advertiser Content, or Advertiser's policies that does or may be interpreted to present Advertiser in a negative light, except as specifically permitted herein.
13. TERM AND TERMINATION
The term of this Affiliate Agreement shall be continuous, unless and until either party properly terminates this Affiliate Agreement, as follows:
a. Advertiser may provide Affiliate with written notice of termination for any cause whatsoever, or for no cause; or
b. Affiliate may use the automated system within the Network Service to terminate its participation in the Program at any time without notice to Advertiser.
Upon termination of this Affiliate Agreement, Affiliate must immediately remove and cease using any Advertiser Content, Program Links or other distinctive brand features of Advertiser. Advertiser intends to terminate this Affiliate Agreement with any Affiliate that fails to generate commissions during any consecutive 120-day period. Following termination of this Affiliate Agreement, Affiliate agrees to forfeit to Advertiser any amounts that were earned from Advertiser in breach of this Agreement or the Affiliate Service Agreement, and for any costs of collecting same, including attorneys' fees.
14. RESPONSIBILITY FOR SITE AND INDEMNIFICATION
Affiliate will be solely responsible for the development, operation, and maintenance of its website(s) and for all content that appears on Affiliate's website(s). For example, Affiliate will be solely responsible for:
a. technical operation of Affiliate's website(s) and all related equipment;
b. placement of Links to Advertiser as described above;
c. accuracy, timeliness and appropriateness of content posted on Affiliate's website(s);
d. ensuring that materials posted on Affiliate's website(s) do not violate or infringe upon the rights of any third party (including, for example, copyrights, trademarks, privacy, or other personal or proprietary rights); and
e. ensuring that content posted on Affiliate's website(s) follows this Affiliate Agreement, and not libelous or otherwise illegal.
Advertiser disclaims all liability for these matters. Further, Affiliate agrees to Indemnify and hold Advertiser, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from all claims, damages, demands, and expenses (including, without limitation, attorneys' fees) relating to the development, operation, maintenance, and contents of Affiliate's site, use of the Advertiser Content, violation of this Affiliate Agreement, or violation of any right of another party or any provision of law. Affiliate will permit Advertiser, at its election, to assume and control the defense of any such claim at Affiliate's cost. Affiliate may not take any action inconsistent with this provision, and may not settle any claim relating to Advertiser without Advertiser's prior written consent.
15. MODIFICATIONS
Advertiser may modify any provision(s) of this Affiliate Agreement upon seven (7) day notice by notifying Affiliate in writing, which may be through the Network Service. Modifications may include, for example, changes in the scope of available referral fees, fee schedules, payment procedures, Program rules, and amendments to the terms of this Affiliate Agreement. If any modification is unacceptable to Affiliate, then Affiliate may terminate this Affiliate Agreement through the Network Service. Affiliate's continued participation in the Program and compliance with such change(s) following Advertiser's notification will constitute Affiliate's legally binding acceptance of such change.
16. CONFIDENTIALITY
The terms and conditions of this Affiliate Agreement and the Program Terms, including any information and statistics regarding Affiliate's participation in the Program, are strictly confidential and may not be disclosed by Affiliate to any third party. The restrictions in this Section 16 will not apply to confidential information that is required to be disclosed by the Affiliate pursuant to judicial order or other compulsion of law, provided that Affiliate shall provide to Advertiser prompt notice of such order and provided that Affiliate shall reasonably seek to maintain confidentiality of the disclosure via an appropriate protective order.
17. GENERAL
The Affiliate Service Agreement, the Advertiser's detail page on the Network Service and this Affiliate Agreement constitute the entire agreement between Affiliate and Advertiser and govern participation in the Program, superseding any prior agreements between Affiliate and Advertiser. This Affiliate Agreement and the relationship between Affiliate and Advertiser shall be governed by the laws of the State of Wisconsin without regard to its conflict of law provisions. Notwithstanding the choice of venue in the Affiliate Service Agreement, Affiliate and Advertiser agree to submit to the personal jurisdiction of the courts located within the county of Outagamie, Wisconsin. The failure of Advertiser to exercise or enforce any right or provision of this Affiliate Agreement shall not constitute a waiver of such right or provision. If any provision of this Affiliate Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of this Affiliate Agreement remain in full force and effect. Affiliate will not assign, transfer, sublicense, or otherwise delegate its rights under this Affiliate Agreement without the prior written consent of Advertiser. Any such assignment, transfer, sublicense or delegation in derogation of this provision shall be null and void.
18. AFFILIATE INFORMATION
Affiliate authorizes ShareASale to provide to Advertiser all information provided by Affiliate to Link Connector or otherwise obtained or created by Link Connector in relation to Affiliate at any time.
BY APPLYING FOR THE NUGLOW AFFILIATE PROGRAM YOU, AFFILIATE, ARE SIGNIFYING YOUR AGREEMENT TO BE BOUND BY THIS AFFILIATE AGREEMENT TO THE SAME EXTENT AS IF YOU HAD PERSONALLY SIGNED THIS DOCUMENT.