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The full text of the Total Car Diagnostics Affiliate Agreement can be found below. But here's the "good parts" version:
Thank you for your interest in the Total Car Diagnostics Affiliate Program. We are very excited to have you on board, but first it's important that we outline the details of the Total Car Diagnostics Affiliate Agreement.
The purpose of this Agreement is not to bog you down with rules but to make sure that both you the Affiliate and our company have a clear understanding of what is permitted and acceptable.
This way, we don't have to email you later on to tell you to stop doing something because you didn't realize it wasn't allowed. That wastes our time but it also wastes your time.
The purpose of this Agreement is to set out how the Speed Success Affiliate Program works, what Total Car Diagnostics's roles and responsibilities are and what they are not, how you the Affiliate will be paid commission by Total Car Diagnostics through the Total Car Diagnostics Affiliate Network, and what your roles and responsibilities as an Affiliate are.
This Agreement has been designed to protect both Total Car Diagnostics and Affiliates of Total Car Diagnostics. Please read carefully and if you have any questions, please email us at support@TotalCarDiagnostics.com.
This Total Car Diagnostics Affiliate Program Agreement (this "Agreement") is between you (an "Affiliate") and Total Car Diagnostics Limited ("Total Car Diagnostics").
Affiliate's participation in the Affiliate Program is conditional on Affiliate's acceptance of the terms and conditions contained in this Agreement. Affiliate is deemed to have accepted this Agreement by indicating Affiliate's acceptance of this Agreement by checking the ‘I ACCEPT' checkbox at the end of this Agreement or by creating an account that enables Affiliate to participate in the Affiliate Program.
All Affiliate must be at least 18 years old or older.
An Affiliate is a webmaster or internet marketer who takes on the role of promoting Total Car Diagnostics and the Total Car Diagnostics website.
To participate in the Affiliate Program, Affiliate must create an Affiliate Link. An "Affiliate Link" is defined as web URL or hyperlink which contains, either within the link or via any redirect or link-cloaking software, the Affiliate's Total Car Diagnostics ID with the intention of tracking referred traffic to Total Car Diagnostics. When an Affiliate directs or sends a prospective buyer to the Total Car Diagnostics website via a correctly formatted Affiliate Link and that visitor then purchases a product from Total Car Diagnostics, the Affiliate will receive a commission from Total Car Diagnostics on the sale of that product (the "Commission").
Click Sales Inc. ("Total Car Diagnostics") is responsible for the tracking of Affiliate Links, handling of payments and distribution of any Commission that is payable to Affiliate (together the “Total Car Diagnostics Affiliate Network”).
In relation to all aspects of the Total Car Diagnostics Affiliate Network including, without limitation, the tracking of Affiliate Links and the payment of Commissions, Affiliate is entering a legal contract directly with Total Car Diagnostics, and not with Speed Success. Total Car Diagnostics will under no circumstance have any obligation to pay Affiliate any Commission owed to Affiliate, and will under no circumstance have any liability to the Affiliate arising out of any claim relating to the Total Car Diagnostics Affiliate Network, including Affiliate's participation therein.
Affiliate and Total Car Diagnostics must both abide by the Total Car Diagnostics [Terms of Use (“TOU”)] as are published by Total Car Diagnostics from time to time at http://www.TotalCarDiagnostics.com/legal/tos.htm
Commissions are paid to Affiliate by Total Car Diagnostics via the Total Car Diagnostics Affiliate Network. All payments and transactions are handled by Total Car Diagnostics.
Commissions paid in relation to the Total Car Diagnostics Affiliate Network are based on product prices and the commissions' structure as outlined on the Total Car Diagnostics website from time to time. Total Car Diagnostics reserves the right to change the product prices and commissions' structure at its absolute discretion without prior notice to Affiliate.
Affiliate will only receive a Commission for a sale tracked through Affiliate's Affiliate Link by Total Car Diagnostics. Affiliate has no right to a Commission if a sale of a good or service occurs as a result of a customer arriving at or returning to the Speed Success website through an Affiliate Link that is not associated with Affiliate. Total Car Diagnostics has no responsibility and no ability to redistribute a Commission to a different affiliate, including to Affiliate, after a sale has occurred.
Commissions are payable to Affiliate by Total Car Diagnostics in accordance with Total Car Diagnostics's TOU as may be varied by Speed Success from time to time, which may provide for payment by PayPal on end of every month.
Any dispute in relation to the Total Car Diagnostics Affiliate Network will be handled by Total Car Diagnostics. Total Car Diagnostics has and takes no responsibility for the acts or omissions of any Affiliate or any claim, action, or disputes brought by or against any Affiliate or any person in relation to the Total Car Diagnostics website or any Total Car Diagnostics product
Total Car Diagnostics is responsible for handling all customer inquiries, fulfilling product orders, customer billing and collection of fees.
Total Car Diagnostics respects the privacy of customers and each customer's personal information. Therefore, in order to protect customer privacy, Total Car Diagnostics reserves the right to withhold any information regarding a customer including, without limitation, that customers' contact details from Affiliate regardless of whether that customer arrived at Total Car Diagnostics via Affiliate's Affiliate Link or not.
Affiliate is responsible for providing Total Car Diagnostics with Affiliate's correct contact information at the time that Affiliate registers for the Affiliate Program and Affiliate must keep Affiliate's contact information up-to-date.
Failure by Affiliate to provide Total Car Diagnostics with correct contact information could result in the suspension of Affiliate's Affiliate Program account as Total Car Diagnostics may be unable to contact Affiliate regarding important issues concerning the Affiliate Program and Affiliate's participation in the Affiliate Program.
If Affiliate becomes aware that Total Car Diagnostics has been provided incorrect contact information of Affiliate or if Affiliate's contact information becomes out-of-date, Affiliate must immediately contact Total Car Diagnostics and provide Total Car Diagnostics with correct contact information.
Affiliate's login credentials (being Affiliate's username and password) are personal to Affiliate. Affiliate must always maintain the confidentiality of Affiliate's username and password and not disclose them to any third party. Affiliate agrees that Affiliate is solely responsible for any use of the Total Car Diagnostics by any person using Affiliate's username and password and Affiliate agrees to indemnify Total Car Diagnostics against any claims arising out of Affiliate's failure to maintain the confidentiality of Affiliate's username or password. Affiliate agrees to not impersonate any person or entity or falsely state or otherwise misrepresent Affiliate's affiliation with a person or entity.
Total Car Diagnostics will not be liable for any loss that Affiliate may incur as a result of someone else using Affiliate's password or account (whether with or without Affiliate's knowledge). Affiliate agrees to notify Total Car Diagnostics immediately of any unauthorised use of Affiliate's account or any other breach of security.
The Affiliate agrees not to:
Affiliate agrees to comply with all US/AU Federal CAN-SPAM Acts.
Total Car Diagnostics has a zero tolerance policy towards spam and any Affiliate associated with spam. If Total Car Diagnostics establishes, at Total Car Diagnostics's absolute discretion, that Affiliate is involved with spam in any way including, without limitation, creating, sending or otherwise distributing spam, Total Car Diagnostics may immediately terminate Affiliate's Affiliate Program account and Affiliate will forfeit all Commissions owed to Affiliate.
Affiliate is solely responsible for ensuring that Affiliate's Affiliate Link is set up correctly. Total Car Diagnostics is not responsible for Affiliate's failure to receive any Commission due to the incorrect formatting or configuration of Affiliate's Affiliate Link.
Affiliate agrees to receive email or other electronic communications from Total Car Diagnostics including, but not limited to, newsletters, site updates, promotion resources and other announcements and correspondence. Affiliate agrees that all agreements, notices, disclosures and other communications that Total Car Diagnostics provide to Affiliate electronically satisfy any legal requirement that such communications be in writing. Affiliate agrees to be bound by any agreement reached through electronic communications in terms of the Electronic Transactions Act 2002.
Total Car Diagnostics accepts no responsibility for the accurate receipt of any such emails and Affiliate is responsible for ensuring that Affiliate's email address is not blocked or impaired in any way, including by Affiliate ensuring 'white-listing' of Affiliate's email address.
If Affiliate unsubscribes from receiving emails from Total Car Diagnostics, Affiliate acknowledges and understands that Affiliate may no longer receive information or updates from Total Car Diagnostics.
Total Car Diagnostics reserves all rights in or to its trademarks, servicemarks, copyright and other intellectual property rights that may subsist in this website including text, illustrations, photographs, video, music, sounds, layout, designs, or source code, belonging to Total Car Diagnostics or to Total Car Diagnostics's licensors (“Total Car Diagnostics Intellectual Property”). Affiliate must not use, copy, modify, adapt, reproduce, store, distribute, print, display, perform, or publish any Total Car Diagnostics Intellectual Property except as expressly provided in this Agreement or with the prior written consent of Total Car Diagnostics.
Affiliate is not permitted to make any changes to any items of Total Car Diagnostics Intellectual Property including, without limitation, the Total Car Diagnostics logo, and any Total Car Diagnostics images and Affiliate must not display such items in any way which may be distasteful, or defame or misrepresent Total Car Diagnostics, the Affiliate Program, or the Total Car Diagnostics website.
Affiliate may use the particular Total Car Diagnostics logos and images that Total Car Diagnostics grants Affiliate access to within the “Affiliate Resource” section of the Total Car Diagnostics website for purposes related to Affiliate's participation in the Affiliate Program only.
Affiliate is not permitted to purchase, bid on, or otherwise attempt to acquire any 'Total Car Diagnostics brand name keywords' with respect to Internet search engines or register or use domains that include the wording “Total Car Diagnostics” or any similar wording. Total Car Diagnostics brand name keywords or similar wording includes “Speed Success” and any misspelling or variation of “Total Car Diagnostics”.
Affiliate is not entitled to have access to Speed Success data that is not publicly available for review or other purposes. Access to Total Car Diagnostics data may be granted to Affiliate by Total Car Diagnostics at Total Car Diagnostics's absolute discretion.
While Total Car Diagnostics endeavours to ensure that the content of the Total Car Diagnostics website is free from errors, Speed Success does not give any warranty or other assurance as to the content of material appearing on the Total Car Diagnostics website, its accuracy, completeness, timeliness or fitness for any particular purpose. To the maximum extent permitted by law, Total Car Diagnostics provides the Total Car Diagnostics website and related information and services on an “as is” basis without any warranties, representations, or guarantees of any kind (whether, express, implied, statutory or otherwise) including, but not limited to, warranties of non-infringement, merchantability, or fitness for a particular purpose.
Total Car Diagnostics makes no guarantee of any kind regarding the potential income that can be generated through Affiliate's participation in the Affiliate Program.
To the extent legally permitted, in no event shall Total Car Diagnostics or its affiliates, distributors, licensors, and agents, or any of its or their directors, employees, and agents be liable as a result of Affiliate's use of the Total Car Diagnostics website or participation in the Total Car Diagnostics Affiliate Network for direct, indirect, special, incidental, punitive or consequential damages, losses or expenses, including without limitation, loss resulting from business disruption, loss of data, lost profits, lost goodwill, or damage to systems or data, howsoever arising, including without limitation, though an action in contract, tort (including negligence) or otherwise, even if Total Car Diagnostics or its affiliates, distributors, licensors, and agents, or any of its or their directors, employees, and agents have been advised of the possibility of such damages.
If you are using our services for business purposes, you agree that the guarantees provided under the Consumer Guarantees Act 1993 or any comparable consumer protection legislation shall not apply to those services.
Affiliate's use of this website and any associated services may sometimes be subject to interruption or delay. Due to the nature of the Internet and electronic communications, Speed Success and Total Car Diagnostics's service providers do not make any warranty that this website or any associated services will be error free, without interruption or delay, or free from defects in design. Speed Success will not be liable to Affiliate should the Total Car Diagnostics website or the services supplied through this website become unavailable, interrupted or delayed for any reason.
Although Total Car Diagnostics endeavours to prevent the introduction of viruses or other malicious code (together, 'malicious code') to the Total Car Diagnostics website, Total Car Diagnostics does not guarantee or warrant that the Total Car Diagnostics website, or any data available from it, does not contain malicious code. Total Car Diagnostics will not be liable for any damages or harm attributable to malicious code. Affiliate is responsible for ensuring that the process that Affiliate employs for accessing this website does not expose Affiliate's computer system to the risk of interference or damage from malicious code.
Although Total Car Diagnostics endeavour to protect the security of Affiliate's contact information Affiliate acknowledges that there is a risk of unauthorised access to (or alteration of) Affiliate's transmissions or data or of the information contained on Affiliate's computer system or on the Total Car Diagnostics website. Speed Success does not accept responsibility or liability of any nature for any losses that Affiliate may sustain as a result of such unauthorised access or alteration. All information transmitted to Affiliate or from Affiliate is transmitted at Affiliate's risk, and Affiliate assumes all responsibility and risks arising in relation to Affiliate's use of this website and the internet. Total Car Diagnostics does not accept responsibility for any interference or damage to Affiliate's own computer system which may arise in connection with Affiliate's accessing of this website or any outbound hyperlink.
Affiliate's use of the Total Car Diagnostics website and its content is voluntary. Affiliate shall indemnify Total Car Diagnostics and its affiliates, distributors, licensors, and agents, and all of its and their directors, employees, and agents against, and hold them harmless from, any and all lawsuits, claims, expenses (including reasonable legal fees), settlements, damages, judgments and the like arising from Affiliate's use of the Total Car Diagnostics website and content or Affiliate's failure to maintain the confidentiality or security of Affiliates password or access rights.
This Agreement is effective immediately upon Affiliate's acceptance of this Agreement and shall continue until terminated as described in this section 8.
Total Car Diagnostics and Affiliate both reserve the right to terminate this Agreement at any time without notice. In the event of termination of this Agreement by this clause 8.2 all outstanding Commissions due to Affiliate will be payable to the extent such Commissions may be due to Affiliate under Total Car Diagnostics's TOU.
In the event of termination of this Agreement by Total Car Diagnostics due to breach of this Agreement by Affiliate, Affiliate shall not be entitled to be paid any outstanding Commission.
Any waiver by Total Car Diagnostics of a breach of or right under this Agreement will not constitute a waiver of any other or subsequent breach or right.
An affiliate is acting as an independent contractor when acting as an affiliate. No partnership, joint venture or any legal entity is created between Total Car Diagnostics and the affiliate.
Total Car Diagnostics reserves the right to amend this Agreement as needed from time to time. Affiliate is bound by any changes made to this Agreement and Affiliate's acceptance of any income through or due to the Affiliate Program will be regarded as acceptance by Affiliate of any changes to this Agreement. Speed Success will endeavor to inform Affiliate of any changes made to this Agreement via email.
If Affiliate provides Total Car Diagnostics any feedback about the Total Car Diagnostics website or the Affiliate Program, Affiliate grants Total Car Diagnostics the right to use that feedback for the purpose of improving the Total Car Diagnostics website or Affiliate Program (and for any other purpose Total Car Diagnostics deems necessary or desirable) without being obliged to pay Affiliate any compensation in respect of Speed Success's use of that feedback. If Affiliate does send Total Car Diagnostics unsolicited ideas such ideas will be deemed to be non-confidential and Total Car Diagnostics will not be required to provide any acknowledgement of their source.
From time to time Total Car Diagnostics may enter into special agreements with certain 'top' Affiliates. Such special arrangements may include, but not limited to, special discounted rates or bonus packages. The entry by Total Car Diagnostics into a special arrangement with any Affiliate is at Total Car Diagnostics's sole discretion and Total Car Diagnostics reserves all right to determine whether any Affiliate will be offered the opportunity to enter into such a special arrangement.
Headings are inserted for convenience and shall not affect the construction of this Agreement. The singular includes the plural and vice versa. If any portion of this Agreement is held to be unenforceable, the unenforceable portion shall be construed in accordance with applicable law to the greatest extent possible to reflect the original intentions of the parties, and the remainder of the provisions shall remain in full force and effect. If any provision in this Agreement shall be held by a court of competent jurisdiction to be contrary to law, that provision shall be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law, and the remaining provisions in this Agreement will remain in full force and effect.
Total Car Diagnostics does not necessarily endorse or recommend any of the goods or services advertised on or through the Total Car Diagnostics website. Total Car Diagnostics does not necessarily endorse or recommend any affiliates using our services.
The Total Car Diagnostics website provides links and pointers to Internet sites maintained by third parties. Such linked sites are not under Total Car Diagnostics's control and Total Car Diagnostics is not responsible for the contents (including the accuracy, legality or decency) of any linked site or any material contained in a linked site. Total Car Diagnostics will not be liable for any damages or loss arising in any way out of or in connection with or incidental to any information or third party service provided by any third party.
Affiliate shall keep confidential the terms of this Agreement and any information associated with the Affiliate Program subject to any disclosure required by law. This clause shall survive termination of this Agreement.
This Agreement is governed by the laws of New Zealand and the courts of New Zealand shall have non-exclusive jurisdiction to hear and determine any dispute arising in relation to this Agreement.
This Agreement is the complete and exclusive agreement between the Total Car Diagnostics and Affiliate in relation to the Affiliate Program (but not in relation to the Total Car Diagnostics Affiliate Network, for which Affiliate and Total Car Diagnostics have obligations to each other independently of Total Car Diagnostics) and supersedes all previous and contemporaneous agreements, proposals and communications with respect to this subject matter.
All rights not expressly granted in this Agreement are reserved by Total Car Diagnostics.