Please read this Terms and Condition of Sale prior to joining the Positive Parenting Solutions Affiliates Program. Click here to learn more about our affiliate program.
Our affiliates are very important to us. We have created an affiliates program that we believe will generate great commissions for you. The Affiliate Terms and Conditions of Sale has been created to protect you as well as protect Positive Parenting Solutions Inc. and our intellectual property. So please bear with us as we take you through this legal formality.
If you have any questions, please don’t hesitate to contact us. We can be reached at:
PLEASE READ THE ENTIRE AGREEMENT.
YOU MAY PRINT THIS PAGE FOR YOUR RECORDS.
THIS IS A LEGAL AGREEMENT BETWEEN YOU AND POSITIVE PARENTING SOLUTIONS, INC.
BY SIGNING UP FOR THE POSITIVE PARENTING SOLUTIONS AFFILIATE PROGRAM, YOU ARE AGREEING THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THAT YOU AGREE TO BE LEGALLY RESPONSIBLE FOR EACH AND EVERY TERM AND CONDITION OUTLINED BELOW.
2. Affiliate Obligations
2.1. To apply, please go to the following page: Affiliate Application.
We may accept or reject your application at our sole discretion. We may immediately terminate your participation in the Affiliate Program if we determine that your site is unsuitable for our Program in our sole discretion, including if it:
2.1.1. Promotes sexually explicit materials;
2.1.2. Promotes violence or depicts violent images or audio;
2.1.3. Promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, gender identity, or age;
2.1.4. Promotes illegal activities;
2.1.5. Incorporates any materials which infringe or assist others to infringe on any copyright, trademark, trade secret, or other intellectual property rights or to violate the law;
2.1.6. Includes mis-spelled variations of our domain name or any other variations of our domain name that are not authorized in writing by us;
2.1.7. Is otherwise in any way unlawful, harmful, threatening, defamatory, obscene, harassing, or racially, ethnically or otherwise objectionable to us in our sole discretion;
2.1.8. Contains software downloads that potentially enable diversions of commission from other affiliates in our program;
2.1.9. Includes, contains, or is intended or used to transmit any harmful or malicious code, including but not limited to, trojan horses, “back doors,” worms, viruses or similar deceptive or destructive or disabling code, or any other devices or features designed to prevent or impair proper functioning or use of our website by any permitted users; or
2.1.10. Violates our Website Terms and Conditions of Use.
Additionally, you may not create or design your website or any other website that you operate, explicitly or implied in a manner which resembles our website nor design your website in a manner which leads customers to believe you are www.PositiveParentingSolutions.com or any other affiliated business.
2.2. As a member of Positive Parenting Solutions Affiliate Program, you will have access to our program’s details and access banner creatives, videos, text ads and other items to assist you in your marketing efforts. In order for us to accurately keep track of all guest visits from your site to ours, you must use the HTML code that we provide for each banner, text link, or other affiliate link.
2.3. We reserve the right, at any time, to review your placement and approve the use of your links and require that you change the placement or use to comply with the guidelines provided, which we may update from time to time with or without notice to you. You must implement such requested changes at your sole cost and expense in the timeframe we provide.
2.4. The maintenance and the updating of your site will be your responsibility. We may monitor your site as we feel necessary to make sure that it is up-to-date and to notify you of any changes that we feel could enhance your performance. We will specify whether such changes are mandatory in order for you to stay in the Affiliate Program, or whether such changes are mere suggestions.
2.5. It is entirely your responsibility to follow all applicable intellectual property, data privacy, and other laws that pertain to your site. You must have express permission to use any person’s copyrighted material, whether it be in writing, an image, or any other copyrightable work. We will not be responsible (and you will be solely responsible) if you use another person’s copyrighted material or other intellectual property in violation of the law or any third party rights. In addition, you will be solely responsible for complying with all applicable data privacy legislation, including obtaining any required consents to collect, use, and disclose personal information. We will not be responsible or liable for your use of any person’s information in violation of any applicable data privacy legislation.
3. Positive Parenting Solutions Rights and Obligations
3.1. We have the right to monitor your site at any time to determine if you are following the terms and conditions of this Agreement. We may notify you of any changes to your site that we feel should be made, or to make sure that your links to our web site are appropriate and to notify you of any changes that we feel should be made. If you do not make our requested changes to your site, we reserve the right to terminate your participation in the Positive Parenting Solutions Affiliate Program without liability to you.
3.2. Positive Parenting Solutions reserves the right to terminate this Agreement and your participation in the Positive Parenting Solutions Affiliate Program immediately and without notice to you should you commit fraud in your use of the Positive Parenting Solutions Affiliate Program or should you abuse this program in any way. If such fraud or abuse is detected, Positive Parenting Solutions shall not be liable to you for any commissions for such fraudulent sales.
3.3. This Agreement will begin upon our acceptance of your Affiliate application, and will continue unless terminated hereunder.
Either you or we may end this Agreement AT ANY TIME, with or without cause, by giving the other party written notice. Written notice can be in the form of mail, email or fax. In addition, this Agreement will terminate immediately upon any breach of this Agreement by you. Upon termination of this Agreement, you will be automatically removed from the Affiliate Program, and all licenses granted hereunder shall immediately terminate. Upon termination, you shall immediately cease using our domain name, marketing materials, intellectual property, and other Licensing Materials (defined in Section 9 below) related to the Affiliate Program. You must return or destroy all such materials upon termination and, upon our request, you shall provide written certification to us that all such materials have been returned or destroyed, as applicable.
We may modify any of the terms and conditions in this Agreement at any time at our sole discretion. In such event, we shall post an updated version of these terms to our website, which shall become effective immediately. Your continued participation in the Affiliate Program following our posting of a new version shall constitute your consent to be bound by any updated terms. You should check the website often for updates. Modifications may include, but are not limited to, changes in the payment procedures and Positive Parenting Solutions Affiliate Program rules. If any modification is unacceptable to you, your only option is to end this Agreement. Your continued participation in Positive Parenting Solutions Affiliate Program following the posting of the change notice or new Agreement on our site will indicate your agreement to the changes.
If we accept you into the Affiliate Program, we will provide you with information about compensation (“Commissions”). You may participate in the Affiliate Program only if you agree to our proposed Commission. You will receive a Commission for completed, verified sales requested through your affiliate links. Once we receive payment from a customer who purchased our products or services through your affiliate link (an “Affiliate Customer”), a thirty-day period (“Refund Period”) shall commence. Affiliate Customers may return or cancel orders and receive a refund during the Refund Period. If an Affiliate Customer has not requested a refund by the time the Refund Period expires, we will pay your Commission within ten (10) business days of the expiration of the Refund Period. We reserve the right to withhold all future Commission payments to you in the event that we discover or reasonably suspect that you have violated this Agreement or any applicable laws, rules, or regulations.
7. Access to Affiliate Account Interface
You will be able to access a dashboard to see your commissions, access the creatives and track your clicks.
8. Promotion Restrictions
8.1. You are free to promote your own web sites, but naturally any promotion that mentions Positive Parenting Solutions could be perceived by the public or the press as a joint effort. You should know that certain forms of advertising are always prohibited by Positive Parenting Solutions. For example, advertising commonly referred to as “spamming” is unacceptable to us and could cause damage to our name. Other generally prohibited forms of advertising include the use of unsolicited commercial email (UCE), postings to non-commercial newsgroups and cross-posting to multiple newsgroups at once. In addition, you may not advertise in any way that effectively conceals or misrepresents your identity, your domain name, or your return email address. You may use mailings to customers to promote Positive Parenting Solutions so long as the recipient is already a customer or subscriber of your services or web site, and recipients have the option to remove themselves from future mailings. Also, you may post to newsgroups to promote Positive Parenting Solutions so long as the news group specifically welcomes commercial messages. At all times, you must clearly represent yourself and your web sites as independent from Positive Parenting Solutions. If it comes to our attention that you are spamming, we will consider that cause for immediate termination of this Agreement and your participation in the Positive Parenting Solutions Affiliate Program. Any pending balances owed to you will not be paid if your account is terminated due to such unacceptable advertising or solicitation.
8.2. Positive Parenting Solutions does not allow trademark bidding and prohibits bidding on any form of our URL. Affiliates CANNOT run pay per click campaigns linking directly to our website and will be considered trademark violators, and will be banned from Positive Parenting Solutions Affiliate Program. We will do everything possible to contact the affiliate prior to the ban. However, we reserve the right to expel any trademark violator from our affiliate program without prior notice, and on the first occurrence of such PPC bidding behavior. Affiliate PPC campaigns are allowed only when linking to an affiliate-owned website.
8.3. Affiliates are not prohibited from keying in prospect’s information into the lead form as long as the prospects’ information is real and true, and these are valid leads (i.e. sincerely interested in Positive Parenting Solutions’ service).
8.4. Affiliate shall not transmit any so-called “interstitials,” “Parasiteware™,” “Parasitic Marketing,” “Shopping Assistance Application,” “Toolbar Installations and/or Add-ons,” “Shopping Wallets” or “deceptive pop-ups and/or pop-unders” to consumers from the time the consumer clicks on a qualifying link until such time as the consumer has fully exited Positive Parenting Solutions site (i.e., no page from our site or any Positive Parenting Solutions content or branding is visible on the end-user’s screen). As used herein a. “Parasiteware™” and “Parasitic Marketing” shall mean an application that (a) through accidental or direct intent causes the overwriting of affiliate and non affiliate commission tracking cookies through any other means than a customer initiated click on a qualifying link on a web page or email; (b) intercepts searches to redirect traffic through an installed software, thereby causing, pop ups, commission tracking cookies to be put in place or other commission tracking cookies to be overwritten where a user would under normal circumstances have arrived at the same destination through the results given by the search (search engines being, but not limited to, Google, Bing, Yahoo, and similar search or directory engines); (c) set commission tracking cookies through loading of Positive Parenting Solutions site in IFrames, hidden links and automatic pop ups that open Positive Parenting Solutions site; (d) targets text on web sites, other than those web sites 100% owned by the application owner, for the purpose of contextual marketing; (e) removes, replaces or blocks the visibility of Affiliate banners with any other banners, other than those that are on web sites 100% owned by the owner of the application.
8.5. Affiliate may not place Facebook ads, Google ads, or any other social media or third-party advertisements that refer to, link to, or otherwise mention our domain or website.
8.6. During the term of this Agreement and for one (1) year thereafter, Affiliate may not compete with us in any competition or bid for keywords or domain names.
9. Grant of Licenses
9.1. We grant to you a non-exclusive, non-transferable, revocable right to (i) access our site through HTML links solely in accordance with the terms of this Agreement and (ii) solely in connection with such links, to use our logos, trade names, trademarks, and similar identifying material (collectively, the “Licensed Materials”) that we provide to you or authorize for such purpose. You are only entitled to use the Licensed Materials to the extent that you are a member in good standing of Positive Parenting Solutions Affiliate Program. You agree that all uses of the Licensed Materials will be on behalf of Positive Parenting Solutions and the goodwill associated therewith will inure to the sole benefit of Positive Parenting Solutions. You may only use our Licensed Materials in furtherance of the Affiliate Program and may not use them for any other purpose. All Licensed Materials are only for personal use by you and the individuals who purchase our products and services. You may not use our logos, trade names, trademarks, patents copyrights, or other intellectual property rights for any purpose other than as expressly authorized by this Agreement or as otherwise expressly authorized by us in writing.
9.2. Each party agrees not to use the other’s proprietary materials in any manner that is disparaging, misleading, obscene or that otherwise portrays the party in a negative light. Each party reserves all of its respective rights in the proprietary materials covered by this license. Other than the license granted in this Agreement, each party retains all right, title, and interest to its respective rights and no right, title, or interest is transferred to the other.
The site is provided by Positive Parenting Solutions, Inc. on an “as is” and on an “as available” basis. To the fullest extent permitted by applicable law, Positive Parenting Solutions, Inc. makes no representations or warranties of any kind, express or implied, regarding the use or the results of this web site in terms of its correctness, accuracy, reliability, or otherwise. Positive Parenting Solutions, Inc. shall have no liability for any interruptions in the use of this Website. Positive Parenting Solutions, Inc. disclaims all warranties with regard to the information provided, including the implied warranties of merchantability and fitness for a particular purpose, and non-infringement. Positive Parenting Solutions, Inc. does not guarantee that participation in the Affiliate Program will yield any particular results or profits. Some jurisdictions do not allow the exclusion of implied warranties; therefore the above-referenced exclusion is inapplicable.
11. Representations and Warranties
You represent and warrant that:
11.1. This Agreement has been duly and validly executed and delivered by you and constitutes your legal, valid, and binding obligation, enforceable against you in accordance with its terms;
11.2. You have the full right, power, and authority to enter into and be bound by the terms and conditions of this Agreement and to perform your obligations under this Agreement, without the approval or consent of any other party;
11.3. You have sufficient right, title, and interest in and to the rights granted to us in this Agreement.
12. Limitations of Liability
Positive Parenting Solutions, Inc. SHALL NOT BE LIABLE FOR ANY DAMAGES WHATSOEVER, AND IN PARTICULAR Positive Parenting Solutions, Inc. SHALL NOT BE LIABLE FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, OR INCIDENTAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOSS OF REVENUE, OR LOSS OF USE, ARISING OUT OF OR RELATED TO THIS WEB SITE OR THE INFORMATION CONTAINED IN IT, WHETHER SUCH DAMAGES ARISE IN CONTRACT, NEGLIGENCE, TORT, UNDER STATUTE, IN EQUITY, AT LAW, OR OTHERWISE, EVEN IF Positive Parenting Solutions, Inc. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW FOR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, THEREFORE SOME OF THE ABOVE LIMITATIONS IS INAPPLICABLE.
Affiliate agrees to defend, indemnify and hold Positive Parenting Solutions, Inc., its parents, subsidiaries, affiliates, officers, directors, representatives, employees, successors, and assigns, harmless from their respective officers, directors, employees, agents, representatives, successors, and assigns, from and against any third party claims, actions, suits, or proceedings (collectively, “Claims”), and all resulting losses, liabilities, damages, settlements, judgments, obligations, fines, fees, costs, and expenses (including, without limitation, reasonable attorneys’ fees) (collectively, “Losses”), arising out of or related to: (i) an allegation that the Affiliate’s use of the Licensed Materials infringes or misappropriates a third party’s patent, copyright, trademark, trade secret, or other intellectual property right; (ii) the negligence, gross negligence, willful misconduct, breach of this Agreement, or violation of applicable law by Affiliate or its employees or contractors; or (iii) Affiliate’s use of our website or participation of the Affiliate Program.
“Confidential Information” as used herein means: any information disclosed by Positive Parenting Solutions (the “Disclosing Party”) to Affiliate (the “Receiving Party”), whether marked as confidential or reasonably ought to be considered confidential based on its nature and circumstances of disclosure, that relates to the Disclosing Party’s business affairs, internal operations, personnel, financial matters, technology, customers, research and development, product plans or offerings, markets or know-how.
Disclosing Party shall retain ownership of all rights, title, and interest in its Confidential Information and, except as specifically provided for in this Agreement, nothing in this Agreement shall be construed to convey to the Receiving Party any right, title, license, or interest in Disclosing Party’s Confidential Information.
The Receiving Party shall use Confidential Information of the Disclosing Party solely in connection with performance of this Agreement or as authorized by this Agreement. The Receiving Party shall hold confidential and protect from disclosure to unauthorized third parties the Confidential Information of the Disclosing Party. The Receiving Party shall use at least the same degree of care (and, in any event, not less than a reasonable degree of care) in protecting the Disclosing Party’s Confidential Information as it exercises in protecting its own Confidential Information. The Receiving Party shall notify the Disclosing Party immediately upon discovery of any unauthorized use or disclosure of Confidential Information and shall cooperate in every reasonable way with the Disclosing Party to help regain possession of Confidential Information and prevent its further unauthorized use.
In the event that the Receiving Party is required by law, according to advice of counsel, to disclose Confidential Information of the Disclosing Party, the Receiving Party shall provide the Disclosing Party with prompt prior notice of such pending disclosure so that the Disclosing Party may seek a protective order or other appropriate remedy and/or waive compliance with the provisions of this Agreement. The Receiving Party shall cooperate with any attempts by the Disclosing Party to obtain such protective order or other appropriate remedy. In the absence of a protective order or a receipt of a waiver, the Receiving Party agrees to furnish only that portion of the Confidential Information that it is legally required to disclose and such disclosure shall not be a breach of this Agreement.
Upon termination of this Agreement or at the request of the Disclosing Party, with respect to the Disclosing Party’s Confidential Information the Receiving Party shall promptly either: (i) return such Confidential Information and provide certification to the Disclosing Party that all such Confidential Information has been returned; or, with the prior consent of the Disclosing Party, (ii) destroy such Confidential Information and provide certification to the Disclosing Party that all such Confidential Information has been destroyed.
Receiving Party acknowledges that any breach of its covenants or obligations set forth in this Section 14 may cause Disclosing Party irreparable harm for which monetary damages would not be adequate compensation and agrees that, in the event of such breach or threatened breach, the Disclosing Party is entitled to equitable relief, including a restraining order, injunctive relief, specific performance and any other relief that may be available from any court, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. Such remedies shall not be deemed to be exclusive but shall be in addition to all other remedies available at law or in equity.
15.1. You agree that you are an independent contractor, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and Positive Parenting Solutions, Inc. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on Your Site or any other Site or otherwise, that reasonably would contradict anything in this Section.
15.2. Neither party may assign its rights or obligations under this Agreement to any party, except to a party who obtains all or substantially all of the business or assets of a third party.
15.3. This Agreement shall be governed by the laws of the State of North Carolina, without giving effect to any choice of law rules.
15.4. You may not amend or waive any provision of this Agreement unless in writing and signed by both parties.
15.5. Other than any materials provided by us describing your Commissions, this Agreement represents the entire agreement between us and you, and shall supersede all prior agreements and communications of the parties, oral or written, regarding the subject matter hereof.
15.6. The headings and titles contained in this Agreement are included for convenience only, and shall not limit or otherwise affect the terms of this Agreement.
15.7. If any provision of this Agreement is held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of the parties is effectuated, and the remainder of this agreement shall have full force and effect.
Effective Date: This Terms and Conditions of Sale was last updated on October 13, 2020.