Leftbank LLC
d/b/a “MACHETE”
shopmachete.com
Terms and Conditions
Pay Per Click (“PPC”) Guidelines
(a) Affiliates are strictly prohibited from carrying out any type of PPC search activity without the express written consent of Machete.
(b) Affiliates are strictly prohibited from bidding on any trademarked terms belonging to Machete, including but not limited to, any variations or misspellings thereof for search or consent-based campaigns on the following search engines: Google, Yahoo, Bing, Ask, or any other search engine network.
(c) Affiliates are strictly prohibited from using any of Machete’s trademarked terms in sequence with any other keyword (e.g., shopmachete.com Coupons).
Coupon Guidelines
Affiliates are only permitted to share coupon codes that are distributed directly from Machete or through the Affiliate window. Any sales registered through an unauthorized coupon code shall be considered invalid and will be cancelled. Any proceeds from a sale deriving from an unauthorized coupon code obtained from an Affiliate shall immediately render any commissions earned to the Affiliate from that sale as void.
Advertising and Email Marketing Policies
(a) Affiliates are strictly prohibited from any form of advertising as the Machete brand without the prior express written approval of Machete. Any type of email, communications, and/or social media posts authored by Affiliate must first receive prior written approval and consent from Machete.
(b) Affiliates are strictly prohibited from using PopUps, Cookie Stuffing, or any other form of false or misleading links. “Cookie Stuffing” (also known as “Cookie Dropping”) for the purposes of these terms and conditions shall be defined as the practice of misleading customers to click on an offer link or coupon link that is fictitious or non-existent. Machete reserves the right to withhold any and all proceeds generated from a sale where the Affiliate was found to be engaged in any form of Cookie Stuffing or deceptive tactics, as determined in Machete’s sole discretion.
(c) Affiliates acknowledge and agree that they will not in any way copy, resemble, or mirror the brand of Machete. Affiliates further acknowledge and agree that they shall not in any way create the impression or image that their website, advertisement(s), or correspondence is authored by Machete or is part of Machete’s brand or website.
(d) Affiliates are prohibited from framing Machete’s website.
Creatives
Affiliates are strictly prohibited from altering any and all creatives, including but not limited to, images, videos, audio, and other formats that get delivered to users which are created and/or made available by Machete. Affiliates shall not use hardcode banners on their websites without the prior written consent of Machete.
Affiliate Payment
A commission of fifteen percent (15%) (“Affiliate Payment”) shall be paid to an Affiliate within forty-five (45) days of the consumer purchasing a product from Machete by clicking the link or cookies deriving from said Affiliate.
Representations and Warranties
MACHETE MAKES NO WARRANTIES OF ANY KIND, EXPRESSED OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. FURTHER, MACHETE SPECIFICALLY MAKES NO WARRANTIES AS TO ANY PRODUCTS, SERVICES OR MATERIALS OR AS TO COMPLIANCE WITH LAWS, REGULATION, STANDARDS, AND/OR CONVENTIONS.
Limitation of Liability
MACHETE WILL NOT BE LIABLE TO AFFILIATE OR ANY OTHER ENTITY OR END USER FOR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING ATTORNEYS’ FEES, OR LOSS OF PROFITS ARISING OUT OF OR IN CONJUNCTION WITH THE UTILIZATION OF THE PRODUCTS AND/OR SERVICES AND/OR MATERIALS COVERED BY THESE TERMS AND CONDITIONS.
Indemnification
To the maximum extent permitted by law, Affiliate shall indemnify and hold harmless Machete and its members, managers, employees, and agents from and against any and all claims, losses, damages, suits, fees, judgments, costs, and expenses, that may arise out of or in connection with: (a) the Affiliate’s negligence, willful misconduct, breach of any representation, warranty, or other obligation under these terms and conditions, or violation of any law or regulation; (b) Affiliate’s handling, possession or use of materials covered by these terms and conditions; (c) Affiliate’s provision of information and/or materials to Machete that may violate any intellectual property laws, including but not limited to trademark and copyright protection; except to the extent that any such claims are caused by Machete’s gross negligence or willful misconduct. The obligations imposed by this section shall survive the completion of any transaction governed by these terms and conditions.
Remedies
Affiliate’s exclusive remedy for any cause of action related to these terms and conditions shall not exceed any Affiliate Payment owed to Affiliate hereunder, as determined as the sole option of Machete. Machete’s remedy for non-payment of all financial obligations under these terms and conditions shall be by all legal means afforded to Machete under the laws of the State of Georgia. Affiliate shall be liable for all costs associated with the collection of any debts related to these terms and conditions, including to but not limited to reasonable attorneys’ fees and court costs.
Assignment
These terms and conditions as well as the contractual relationship between Machete and Affiliate are not transferable or assignable by Affiliate without the prior written consent of the Machete, which consent shall be in Machete’s sole and complete discretion.
Miscellaneous Provisions
Any terms or conditions on Affiliate’s forms or other documentation are hereby expressly rejected and do not form a part of these terms and conditions. Waiver of a breach of any provision of these terms and conditions does not constitute a waiver of breach of the same provision or any other provision of these terms and conditions. The invalidity or enforceability of any of the provisions hereof will not in any way affect the validity or enforceability of any other provisions hereof. These terms and conditions do not create a partnership, joint venture, agency, master-servant, employment, trust, or similar relationship between Affiliate and Machete or any of its employees or agents. These terms and conditions shall be construed and interpreted in accordance with the laws of the State of Georgia. Affiliate hereby consents to the jurisdiction and venue of the state and federal courts serving Cobb County, Georgia for any disputes that arise hereunder.
