Introduction:
This document, known as the "Affiliate Agreement" ("Agreement"), combined with the Terms of Service that are incorporated by reference, sets forth the conditions under which you, the "Affiliate", will engage in CRM MVMNT INC.'s Affiliate Program ("Program"). Accepting the Terms of Service or participating in the Program binds you to the stipulations of this Agreement. This Agreement forms a binding legal contract between you, whether as an individual or as a representative of a business entity ("Affiliate", "You", or "Your"), and CRM MVMNT INC., henceforth referred to as "the Company", "We", "Us", or "Our". If you enter this Agreement on behalf of a business, you assert that you possess the legal authority to commit that entity to these terms. The Company reserves the exclusive right to alter this Agreement at any time, with modifications effective upon your continued involvement in the Program.
SECTION 1: PROGRAM APPLICATION
You agree to supply full and accurate information as requested by the Company during the application process for the Program. You warrant that all information provided is honest and current. The Company maintains sole discretion in determining whether applicants are qualified for participation in the Program and may change these qualifying criteria without notice. By applying, you agree to be contacted about your application and matters regarding the Program, via the email address and phone number you provide. This communication may include automated calls, text messages, and pre-recorded messages. You can revoke this consent at any time by sending a withdrawal notification to the specified compliance email address.
SECTION 2: PROGRAM GUIDELINES AND REQUIREMENTS
In your capacity as an Affiliate of CRM MVMNT INC., you are embarking on a journey guided by specific programmatic principles, delineated as the Guidelines and Requirements herein ("Rules"). These Rules are crafted not only to uphold the integrity and reputation of CRM MVMNT INC. but also to foster a transparent, ethical, and legally compliant marketing environment. Adherence to these Rules is not optional but fundamental; they form the backbone of your participation in our Affiliate Program.
Your commitment to these standards reflects on CRM MVMNT INC. and impacts the trust our clients and partners place in us. Therefore, non-compliance, whether by direct action or through association, poses significant risks and could result in immediate termination of this Agreement, cessation of your Program participation, and forfeiture of any pending Commissions. Such actions are taken at the Company’s sole discretion and are intended to maintain the program's integrity and legal standing.
The Rules set forth below encapsulate your responsibilities toward legal compliance, transparent communication, respectful conduct, and adherence to advertising best practices. They are designed to provide clear guidelines for your promotional activities, ensuring they align with CRM MVMNT INC.'s values and legal obligations. As an Affiliate, your observance of these guidelines is paramount to your success within the Program and to maintaining the partnership's health and efficacy.
Let us delve into the specifics of these guiding principles, which will shape your conduct and strategies as an Affiliate of CRM MVMNT INC. Understanding and implementing these Rules will be instrumental in fostering a successful and enduring affiliation.
a. Legal Compliance:
As an Affiliate, it is your duty to ensure full compliance with all relevant laws and regulations. This includes, but is not limited to, adherence to advertising standards, email marketing regulations such as the CAN-SPAM Act, and guidelines on endorsements and testimonials as per Federal Trade Commission (FTC) regulations. The Company reserves the right to assess and determine the legality of your advertising practices.
b. Transparent Disclosure Requirement: In all promotions of CRM MVMNT INC. services or products, you must clearly disclose your independent status and affiliation. State plainly that you are not an employee or agent of CRM MVMNT INC. but are receiving commissions for referrals. This disclosure should be visible and easily understandable to avoid confusion, ensuring transparency and trust. Your honesty in these disclosures is crucial for maintaining integrity and complying with regulatory standards.
c. Commitment to Professional Conduct: As an affiliate, you are required to maintain a standard of professionalism when discussing CRM MVMNT INC., our products, or our personnel. We strictly prohibit any form of defamatory, derogatory, or disparaging communication. This applies to all public channels, including but not limited to social media, forums, and blogs. While we encourage constructive criticism, it should be conveyed directly to us in a professional manner. Adhering to this clause is essential for sustaining a respectful and constructive partnership between us.
d. Guidelines for Social Media Engagement: When utilizing social media platforms to promote CRM MVMNT INC., it is imperative that you adhere strictly to each platform's promotional policies and standards. This includes but is not limited to using designated features for sponsored content, such as Instagram’s “Paid Partnership” tag or YouTube’s disclosure requirements. Additionally, each post must comply with all of the following:
1. Each post must contain #CRMMVMNT and;
2. #ad prior to any further content or the "See More" expansion, ensuring transparency and compliance with advertising regulations. Regular audits by your team for adherence to these guidelines will safeguard against inadvertent non-compliance.
e. Marketing Claims:
When advocating for CRM MVMNT INC.’s offerings, it is paramount that your marketing strategies and content strictly align with our provided materials and factual information. Fabrications, exaggerations, or unauthorized assertions, particularly those related to financial gains or user success, are strictly forbidden. As an affiliate, presenting CRM MVMNT INC. as a guaranteed income source or misrepresenting the effort required for business success undermines trust and violates this Agreement. All claims, testimonials, and endorsements must be verifiable and in strict compliance with legal standards, reflecting genuine user experiences without promising specific outcomes. Transparency in your promotional activities fortifies the credibility of our services and ensures compliance with regulatory guidelines.
f. Advertising Integrity and Lawfulness:
Your advertising methods, including website content and social media posts, must respect intellectual property rights and adhere to the highest standards of decency. Prohibited content includes anything defamatory, obscene, or otherwise legally objectionable. Ensure your digital footprint is free from malicious software and complies with data privacy standards. Additionally, your promotional tactics must not involve deceptive practices or technology designed to mislead consumers or affect the integrity of the Affiliate Program.
g. Pay-Per-Click Campaign Regulations:
If employing pay-per-click (PPC) advertising, comply with all platform-specific rules and legal guidelines. Direct PPC campaigns must not bid on branded keywords associated with CRM MVMNT INC. without explicit permission. Maintain clarity and honesty in your PPC ads to reflect the true nature of CRM MVMNT INC.'s offerings. Your campaigns should foster a positive, transparent relationship between potential customers and our brand.
h. Adherence to Comprehensive Affiliate Responsibilities:
Responsibility for Affiliated Parties: You must ensure that all associated parties, including employees, agents, and representatives, adhere strictly to this Agreement. Any violations committed by your affiliates will be considered violations by you.
SEO Integrity: Engage only in ethical search engine optimization practices. Avoid any actions that could be construed as deceptive or unlawful.
Prohibition of Incentives: Refrain from offering monetary or other incentives to individuals for responding to advertisements or promotions.
Use of Provided Links: Utilize only the affiliate links supplied by us, maintaining their integrity without any alterations or manipulations.
Restriction on Self-Referral: Avoid self-referral practices; commissions will be paid solely for transactions initiated by third-party users through your affiliate link.
Prohibition of Unethical Behaviors: Do not partake in any deceptive, manipulative, or fraudulent activities aimed at unjustly increasing commissions or damaging the reputation of the Program or CRM MVMNT INC.
Maintaining Program and Website Integrity: Avoid any conduct detrimental to CRM MVMNT INC. or the Program. We reserve the right to audit and require modifications to your promotional tactics to ensure compliance with our standards.
Website Presentation: Your website should not duplicate or closely imitate the design and appearance of CRM MVMNT INC.'s website, nor should it create confusion regarding its affiliation or ownership.
Prohibition of Misleading Practices: Steer clear of deceptive practices such as cookie stuffing, using misleading links, or disguising the source of traffic through masking techniques.
Website Maintenance and Updates: The responsibility for maintaining and updating your website lies with you. We reserve the right to monitor and advise on necessary changes to align with Program guidelines.
Respect for Consent in Communication: Commit to respecting individuals' consent by avoiding unsolicited communications, including bulk emails, texts, or unsolicited social media messages.
Content and Placement Standards: Ensure your advertisements do not appear on or promote content related to adult themes, violence, illegal substances, or other offensive or harmful subjects, including fake news outlets.
Authorized Use of Materials: Utilize CRM MVMNT INC.-provided materials strictly within the bounds of this Agreement, without modification or unauthorized use.
Adherence to Promotion Guidelines: Only use discounts, coupons, or promotional offers as expressly permitted by CRM MVMNT INC., and comply with any established terms and conditions.
Sub-affiliate Network Restrictions: Unless expressly agreed upon, refrain from utilizing sub-affiliate networks to promote CRM MVMNT INC. products or services.
This section outlines your key responsibilities as an affiliate, emphasizing ethical conduct, legal compliance, and adherence to the established guidelines of our Affiliate Program. Let's work together to ensure a successful and respectful partnership.
SECTION 3: EARNING AND RECEIVING COMMISSIONS
Upon your approval into the Program, CRM MVMNT INC. will provide you with a unique Affiliate ID. This section delineates the structure for earning commissions and the process for their distribution:
Accrual of Commissions: You will accrue commissions based on sales made through your unique Affiliate ID, following our platform’s sales tracking procedures.
Cookie Duration and Attribution: Sales are credited to the affiliate whose cookie is most recently recorded by the prospect's browser, subject to the conditions outlined herein. Exceptions include instances of re-subscription under a different affiliate within a stipulated time frame, self-referral attempts, and other predefined circumstances at CRM MVMNT INC.'s discretion.
Eligibility for Commission Payouts: Commissions are considered eligible for payout after the corresponding customer account remains active and in good standing for at least forty-five (45) days, ensuring compliance with our refund and verification policies.
Payment Details: Commission payments are issued on the 15th of each month for eligible earnings from the previous month. Should the 15th fall on a non-business day, payments will be issued on the next business day. All commissions are paid in United States Dollars (USD) and require you to have an active account with our approved payment provider.
Commission Rates: The standard commission rates for sales attributed to your Affiliate ID will be agreed upon between yourself and an authorized representative of CRM MVNMT INC.
Minimum Payout Threshold: Commissions must reach a minimum of Fifty Dollars ($25.00 USD) before they are eligible for payout. If your accrued commissions do not meet this threshold within a 120-day window, they will be forfeited.
Tax and Payment Information: You are responsible for providing accurate tax and payment information to CRM MVMNT INC. and ensuring compliance with applicable tax laws. Incomplete or inaccurate information may result in payment delays or withholdings.
Adjustments for Refunds and Chargebacks: Should a sale generate a commission and later be refunded or charged back, the associated commission will be deducted from your future earnings. CRM MVMNT INC. maintains the right to reconcile these situations to reflect accurate sales figures.
Prohibited Activities and Withholding Payments: Commissions identified as obtained through unethical, fraudulent, or deceptive practices, or in violation of this Agreement, will not be paid out. CRM MVMNT INC. reserves the right to delay or withhold payments if there is suspicion of such activities.
Your compliance with these terms ensures a transparent and successful partnership between you and CRM MVMNT INC. Adhering to these guidelines is essential for our mutual benefit and the integrity of the Affiliate Program.
SECTION 4: INTELLECTUAL PROPERTY RIGHTS
As a CRM MVMNT INC. Affiliate, you are granted access to various marketing materials, which may include but are not limited to, digital banners, textual content, and logos (collectively, “Marketing Materials”). By participating in the Program, you agree to the following terms regarding intellectual property:
Ownership and License: All Marketing Materials provided by CRM MVMNT INC., including trademarks, logos, and copyrighted content, remain the sole property of CRM MVMNT INC. You are authorized to use these materials solely in association with promoting CRM MVMNT INC. products and services as part of this Affiliate Program.
Proper Usage: You agree to use the Marketing Materials in a manner that maintains the integrity and reputation of CRM MVMNT INC. Any use of these materials outside the scope of the Affiliate Program, or any alteration of the materials without prior written consent, is strictly prohibited.
Non-Compete: You must not use the Marketing Materials in a manner that competes with or disparages CRM MVMNT INC. or its products and services.
Notification of Infringement: If you become aware of any unauthorized use of CRM MVMNT INC.'s intellectual property, or any infringement claims related to the Marketing Materials you use, you must promptly inform CRM MVMNT INC.
This section ensures the respectful and legally compliant use of CRM MVMNT INC.'s intellectual property, safeguarding our brand and your credibility as an Affiliate.
SECTION 5: AGREEMENT DURATION AND CONDITIONS FOR TERMINATION
This Agreement commences upon your acceptance and CRM MVMNT INC.'s approval of your Affiliate Program application and will continue on a month-to-month basis until terminated by either party. The following outlines the termination process:
Notice of Termination: Either you or CRM MVMNT INC. may terminate this Agreement at any time, for any reason, provided written notice is given to the other party.
Immediate Termination: CRM MVMNT INC. reserves the right to terminate this Agreement immediately and without notice if you violate any terms of this Agreement, engage in any fraudulent or illegal activities, or harm CRM MVMNT INC.'s brand or reputation in any way.
Consequences of Termination: Upon termination, you must cease all use of Marketing Materials and remove all affiliate links. Any accrued but unpaid commissions as of the date of termination will be payable unless the termination was due to your breach of this Agreement.
Survival: Sections that by their nature should survive termination of this Agreement will remain in effect, including but not limited to, Intellectual Property Rights, Indemnification, and Confidentiality obligations.
This section clarifies the duration of the agreement and the terms under which it can be terminated, ensuring both parties understand their rights and responsibilities upon the conclusion of their partnership.
SECTION 6: AFFILIATE LEGAL COMPLIANCE AND CONDUCT
By agreeing to this partnership, you affirm the following:
Legal Standing: You represent that there are no current legal actions, investigations, or claims against you that could impact your participation in this Program. This includes actions by any regulatory body, such as the Federal Trade Commission (FTC), or any state or local entities.
Notification of Legal Changes: Should you become subject to any legal actions, investigations, or inquiries after entering this Agreement, particularly those affecting your affiliate activities, you must notify CRM MVMNT INC. within 24 hours.
Compliance with Laws: You warrant that your activities comply with all applicable laws, regulations, and guidelines, including those relating to advertising and consumer protection.
This section ensures that your partnership with CRM MVMNT INC. remains in good legal standing and transparent.
SECTION 7: ENTIRE AGREEMENT
This Agreement constitutes the full understanding between you and CRM MVMNT INC. concerning the Affiliate Program. It supersedes all prior agreements and communications, whether written or oral. If there exists any other signed agreement between you and CRM MVMNT INC. regarding the Affiliate Program, the terms of that specific agreement will prevail over any conflicting terms in this document.
This section clarifies that this document contains the entirety of the agreement between you and CRM MVMNT INC. regarding the Affiliate Program.
SECTION 8: RELATIONSHIP DEFINITION (Independent Contractor Status)
As an affiliate, you operate as an independent contractor, not as an employee, partner, or agent of CRM MVMNT INC. You do not have any authority to bind CRM MVMNT INC. to contracts or obligations. The compensation structure is based solely on the commission framework outlined in this Agreement, and you are responsible for all taxes, insurances, and other expenses related to your business.
This section defines the nature of the relationship between you and CRM MVMNT INC., emphasizing your independence and the limitations of this relationship.
SECTION 9: DISCLAIMER AND LIMITATION OF LIABILITY
CRM MVMNT INC. makes no explicit guarantees regarding the Affiliate Program's potential profitability or the success of your marketing efforts. We also disclaim any warranties, express or implied, regarding the Affiliate Program, including its merchantability or fitness for a particular purpose. Furthermore, CRM MVMNT INC. shall not be liable for indirect, incidental, special, or consequential damages arising out of this Agreement, even if advised of the possibility of such damages. In jurisdictions that do not allow the exclusion or limitation of incidental or consequential damages, CRM MVMNT INC.'s liability shall be limited to the extent permitted by law.
This section outlines the disclaimers and limitations of liability concerning your participation in the Affiliate Program, ensuring you understand the scope and limitations of CRM MVMNT INC.'s responsibilities.
SECTION 10: RESOLUTION OF DISPUTES
To ensure a prompt and cost-effective resolution of disputes arising under this Agreement or related to your participation in the Affiliate Program, you and CRM MVMNT INC. agree to submit any disagreements to binding arbitration, conducted in accordance with the laws of Ontario, Canada. This agreement to arbitrate is intended to be broadly interpreted and replaces the right to go to court. Both parties waive the opportunity for a trial by jury and agree that arbitration will be conducted only on an individual basis, not as part of a class action or collective litigation. The provisions of this section will survive the termination of this Agreement.
Arbitration Process: Disputes under this Agreement shall be resolved through arbitration administered by the ADR Institute of Canada, Inc. or another mutually agreed-upon arbitration service, in accordance with its Commercial Arbitration Rules.
Governing Law: The arbitration shall be governed by the laws of the Province of Ontario, without regard to its conflict of law provisions. The arbitration will take place in Toronto, Ontario, and the language of the arbitration shall be English.
Class Waiver: Both parties explicitly waive any rights to participate in class actions, class arbitrations, or representative actions. All disputes must be resolved through individual arbitration.
This section is crafted to ensure that any disputes are handled efficiently and fairly under the legal framework of Ontario, Canada, reflecting our commitment to resolving issues amicably and in accordance with local legal standards.
REVISED SECTION 11: INDEMNIFICATION
You agree to indemnify, defend, and hold harmless CRM MVMNT INC., its directors, officers, employees, and agents from and against any and all claims, liabilities, damages, losses, or expenses, including reasonable attorneys' fees and costs, arising out of or in any way connected with your breach of this Agreement, your misuse of the Program materials, or your unlawful or improper actions related to the Affiliate Program.
This section ensures that you are aware of your responsibilities to CRM MVMNT INC. in the case of legal issues arising from your actions as an affiliate.
SECTION 12: LEGAL VALIDITY AND SEVERABILITY
If any provision of this Agreement is found to be unlawful, void, or unenforceable, that provision will be deemed severable from this Agreement and will not affect the validity and enforceability of any remaining provisions. This ensures the remaining parts of the Agreement continue to be in full force and effect, safeguarding the intent of this partnership.
This section addresses the legal integrity of this Agreement, ensuring that it remains enforceable and valid even if individual clauses are not.
SECTION 13: MAINTAINING AGREEMENT INTEGRITY
If any part of this Agreement is deemed invalid, illegal, or unenforceable in any jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid while maintaining the intent of the Agreement. The invalidity of any part of this Agreement shall not affect the validity and enforceability of the remainder of the Agreement in that jurisdiction or in any other jurisdiction.
This ensures the continuation and effectiveness of this Agreement's terms, even if adjustments are required to meet local legal standards.
SECTION 14: INTERIM LEGAL MEASURES
Notwithstanding the above commitments to arbitration, CRM MVMNT INC. retains the right to seek interim or provisional judicial relief, such as an injunction or order for specific performance, in any court of competent jurisdiction in Ontario, Canada. This is to prevent imminent harm or to preserve the status quo pending arbitration. Seeking such legal remedies does not waive the right to arbitration and does not constitute a breach of the obligation to arbitrate.
This section acknowledges situations where immediate legal action is necessary, ensuring protective measures can be taken without foregoing the agreed-upon dispute resolution process.
SECTION 15: COMMUNICATION OF GRIEVANCES
Should you receive any complaints related to the advertisements or promotions associated with CRM MVMNT INC., such concerns must be promptly communicated to CRM MVMNT INC. within 24 hours of receipt. This allows CRM MVMNT INC. to address issues swiftly and maintain the integrity of the Affiliate Program.
Prompt and transparent communication of any grievances ensures that CRM MVMNT INC. can uphold the quality and legality of promotional activities.
SECTION 16: FORCE MAJEURE
Neither party will be liable for failure to perform its obligations if such failure results from circumstances beyond reasonable control (a “Force Majeure Event”), including natural disasters, strikes, pandemics, governmental actions, or technological failures. Should such an event occur, the affected party shall notify the other party promptly and both parties shall collaborate to find a feasible solution to mitigate the impact.
This section ensures that unforeseeable and uncontrollable events do not unfairly penalize either party, maintaining fairness and understanding within the framework of this Agreement.
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