1. Participation in the Affiliate Program
Enrollment in the Program requires application through the affiliate signup form on the GSM website (the Website). We review all affiliate signups before we decide if an application will be accepted. Your application may be rejected if we determine that you are not suitable for the Program for any reason.
2. Your Responsibilities
As a GSM Affiliate, you agree that:
- You are responsible for providing us with full and accurate account information and for keeping that information up to date. Such information includes, but is not limited to: contact details, all website URL(s) where GSM will be promoted, promotional practices and means, payment details, tax information and any other details we may require. We reserve the right to request additional data regarding all the websites where you promote GSM and the promotional practices you use. Failure to provide accurate information may result in exclusion from the Program, suspension or termination of your Affiliate account and forfeiture of any commissions.
- You should not take actions or make recommendations to your referrals that result in a potential revenue loss for GSM.
- You should not engage in incentivized programs and business-opportunity sites, using marketing practices that might be unethical or likely to attract customers, not in good standing.
- You should not copy, alter or modify any icons, buttons, banners, graphics, files or content contained in GSM’s Links, including but not limited to removing or altering any copyright or trademark notices, without prior written approval from us.
- You should not engage in any blackhat SEO/spam link building techniques in order to generate more referrals for GSM.
- You agree not to violate any applicable law.
- You should be loyal to GSM and should not misuse its confidence and shall not damage its reputation.
- You are required to disclose the affiliate relationship with GSM on your website.
If we detect a pattern in your affiliate practices that in our reasonable opinion violates any aspect of the T&C, we reserve the right to suspend or terminate your affiliate account and cancel all outstanding commission payments due.
3. Affiliate Advertising
When advertising our services, you should use only promotional materials approved by GSM. Approved materials are only those we provide in your Affiliate Area or the ones that a GSM representative approves in writing. Approved materials may contain the GSM trade names, service marks, and/or logos for display on your Affiliate Site and slogans. We hereby grant you a limited, non-exclusive, non-transferable license to access and download such promotional materials for placement on your website for the sole and exclusive purpose of promoting websites owned, operated or controlled by GSM. By using such promotional materials, you agree to work with us in order to establish and maintain approved promotional materials.
Upon termination of your affiliate account, the limited, non-exclusive license to access and download promotional materials of GSM shall be automatically withdrawn.
Inappropriate ways of advertising include, but are not limited to:
- Using any illegal or spam method of advertising, e.g. unsolicited email, unauthorized placing of the link in forums, newsgroups, message boards etc.;
- Bidding on keywords and phrases containing the “GILL Solutions Management”, “GSM” trademark, or variations or misspellings of the trademarked term on Pay per Click or Pay per Impression campaigns on the search engines (Google, Yahoo, MSN, Ask, Bing or others) without our prior approval. You are not allowed to use the GSM Website(s) as display URL in PPC ads and to direct-link or redirect to the GSM Website(s);
- Using non-unique copyright infringing content to promote GSM;
- Using traffic generated by pay to read, pay to click, banner exchanges, click exchanges, PPV advertising, pop-up/under, or similar methods;
- Providing cash backs, rewards or any other kind of incentives to obtain the sale without our prior approval;
- Offering price savings methods, including coupon(s), voucher(s), discount codes, or added value offers without our prior approval;
- Using our advertising and promotional materials, trademark or name in a way which negatively affects our image;
- Using iframes or any other techniques or technology that places your affiliate tracking cookie by any means other than an actual click-through;
- Using link cloaking or masking techniques or technology with the goal to promote GSM on websites and/or networks not explicitly listed in your affiliate profile and hiding that traffic source;
- Your website(s) must NOT contain lewd, obscene, illegal or pornographic material, or any other material that is deemed to be objectionable. This includes, but is not limited to, bigotry, hatred, pornography, satanic materials, trademark and copyright materials, all content of an adult nature, etc. The designation of any materials as such is subject to our reasonable opinion;
- Your domain name(s), company name, logo, trademark, product(s), project(s), service(s) must NOT contain keywords and phrases containing the “GILL Solutions Management” trademark or any other variations or misspellings confusingly similar to GSM trademark, name, logo or domain name, without our prior approval;
- Your domain name(s), company name, logo, trademark, your product(s), project(s), service(s) must NOT contain keywords and phrases that contain or are confusingly similar to third-party trademarks, names, logos or domain names, unless you have been duly authorised by the trademark owner.
GSM shall have the sole right to decide if a promotional method you use is appropriate. The use of any advertising method that we consider inappropriate may result in a warning, suspension or termination of your affiliate account and cancellation of all outstanding commission payments due.
4. Affiliate Tracking Cookies
5. Links/graphics on your site, in your emails, or other communications
Once you have signed up for the Affiliate Program, you will be assigned a unique Affiliate Code. You are permitted to place links, banners, or other graphics we provide with your Affiliate Code on your site, in your emails, or in other communications. We will provide you with guidelines, link styles, and graphical artwork to use in linking to GILL Solutions. We may change the design of the artwork at any time without notice, but we won’t change the dimensions of the images without proper notice.
To permit accurate tracking, reporting, and referral fee accrual, we will provide you with special link formats to be used in all links between your site and the GILL Solutions. You must ensure that each of the links between your site and the GILL Solutions properly utilizes such special link formats. Links to the GILL Solutions placed on your site pursuant to this Agreement and which properly utilize such special link formats are referred to as “Special Links.” You will earn referral fees only with respect to sales on a GILL Solutions product occurring directly through Special Links; we will not be liable to you with respect to any failure by you or someone you refer to use Special Links or incorrectly type your Affiliate Code, including to the extent that such failure may result in any reduction of amounts that would otherwise be paid to you pursuant to this Agreement.
Affiliate links should point to the page of the product being promoted.
6. Referral fees/commissions and payment
For a Product sale to be eligible to earn a referral fee, the customer must click-through a Special Link from your site, email, or other communications to https://www.gillsolutions.com or the direct product URL and complete an order for a product during that session.
We will only pay commissions on links that are automatically tracked and reported by our systems. We will not pay commissions if someone says they purchased or someone says they entered a referral code if it was not tracked by our system. We can only pay commissions on business generated through properly formatted special links that were automatically tracked by our systems.
We reserve the right to disqualify commissions earned through fraudulent, illegal, or overly aggressive, questionable sales or marketing methods.
Payments only begin once you’ve earned more than $100 in affiliate income. If your affiliate account never crosses the $100 threshold, your commissions will not be realized or paid. We are only responsible for paying accounts that have crossed the $100 threshold.
We process commission payouts once per month. Affiliate commissions are paid out via PayPal and you are responsible for any transaction fees unless a custom agreement applies.You are solely responsible for keeping all your information up to date including postal and email addresses, name, payment information, tax information and any other personal information that will impact our ability to process a commission payout. We will suspend commission payouts until we have all required details, including your tax information. The payout on suspended commissions can be claimed up to 6 months from the date they would have been originally due for payment.
We may suspend your commission payouts at any time and for any period, if we suspect fraudulent or other improper activity or a potential violation of this Agreement by you or any customer you refer.
We reserve the right to deduct from your current and future commissions any and all commissions paid out for sales that are fraudulent, questionable, or canceled. Where no current and future commissions are due, we will send you a bill for the balance of such refunded purchase upon termination of the program or termination of the referred customer account.
We shall pay you a per-sale commission for any valid sale you refer to GSM. For a valid sale ALL of the following are true:
- The sale was made as a result of your active referral efforts. We determine that if any of the following is true:
- At the time of order the customer has an active cookie indicating you as the last affiliate who referred them to our website, provided that the customer has not reached our website through a search engine with a search string not containing the GSM name;
- You claim that you have referred a customer no later than 2 months from their order date, the customer does not object to that claim and we do not have information that attributes the sale to another advertising channel.
- Your affiliate account must be active at the time of the sale. No commission is due for sales that were made before you registered for our Affiliate Program.
- The customer you refer has not used our services before and has not signed up for an affiliate account with us before.
- The customer completed their order processes without any assistance from you, including when you act on behalf of the customer.
- The sale is for any of our training plans. Sales for other services or additional account features do not qualify for commissions.
- The referred customer has maintained his account active, for a minimum required period of:
- More than 30 days for accounts initially ordered with a billing term of one month or less.
- More than 60 days for accounts initially ordered with a billing term more than one month.
- Sales of training programs that are canceled by the customer or suspended by GSM for any reason do not qualify for an affiliate commission.
- The initial order payment and any related service renewal payments of the referred customer are fully processed and are not subject to refund or chargeback.
We reserve the right to mark any sale as invalid at our own discretion, without providing any explanation or justification.
7. Identifying yourself as a GILL Solutions Affiliate
You may not issue any press release with respect to this Agreement or your participation in the Program; such action may result in your termination from the Program. In addition, you may not in any manner misrepresent or embellish the relationship between us and you, say you develop our products, say you are part of GILL Solutions or express or imply any relationship or affiliation between us and you or any other person or entity except as expressly permitted by this Agreement (including by expressing or implying that we support, sponsor, endorse, or contribute money to any charity or other cause).
You may not purchase products through your affiliate links for your own use. Such purchases may result (in our sole discretion) in the withholding of referral fees and/or the termination of this Agreement.
8. Payment schedule
As long as your current affiliate earning are over $100, you’ll be paid each month. If you haven’t earned $100 since your last payment, we’ll pay you the following month after you’ve crossed the threshold.
We shall provide you with a statement of commissions due in your Affiliate Area.
If applicable for your country of residence, we will issue self-billing invoices for all commission payouts, including applicable taxes. The Affiliate Program Terms and Conditions will be considered a valid Self-billing Agreement between you and GSM that shall continue until termination of your Affiliate account. By signing up for our Affiliate Program you agree to accept self-billing invoices raised by GSM on your behalf, not to raise any sales invoices for the commission payouts you receive from GSM and to notify us immediately if you change your name, company details or tax registration status.
10. Your responsibilities
You will be solely responsible for the development, operation, and maintenance of your site and for all materials that appear on your site. For example, you will be solely responsible for:
– The technical operation of your site and all related equipment
– Ensuring the display of Special Links on your site does not violate any agreement between you and any third party (including without limitation any restrictions or requirements placed on you by a third party that hosts your site)
– The accuracy, truth, and appropriateness of materials posted on your site (including, among other things, all Product-related materials and any information you include within or associate with Special Links)
– Ensuring that materials posted on your site do not violate or infringe upon the rights of any third party (including, for example, copyrights, trademarks, privacy, or other personal or proprietary rights)
– Ensuring that materials posted on your site are not libelous or otherwise illegal
11. Compliance with Laws
As a condition to your participation in the Program, you agree that while you are a Program participant you will comply with all laws, ordinances, rules, regulations, orders, licenses, permits, judgments, decisions or other requirements of any governmental authority that has jurisdiction over you, whether those laws, etc. are now in effect or later come into effect during the time you are a Program participant. Without limiting the foregoing obligation, you agree that as a condition of your participation in the Program you will comply with all applicable laws (federal, state or otherwise) that govern marketing email, including without limitation, the CAN-SPAM Act of 2003 and all other anti-spam laws.
12. Relationship of the Parties
Both GSM and the Affiliate agree that they enter into this Agreements as independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency franchise, sales representative, or employment relationship between them. The Affiliate has no authority to make or accept any offers or representations on the behalf of GSM. The Affiliate cannot make any statement, whether on the Affiliate website or otherwise, that reasonably would contradict anything in this section.
13. Account Termination
GILL Solutions, in its sole discretion, has the right to suspend or terminate your account and refuse any and all current or future use of the Program, or any other GILL Solutions service, for any reason at any time. Such termination of the Service will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture and relinquishment of all potential or to-be-paid commissions in your Account if they were earned through fraudulent, illegal, or overly aggressive, questionable sales or marketing methods. GILL Solutions reserves the right to refuse service to anyone for any reason at any time.
14. Limitation of Liability
YOU AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU WILL NOT UNDER ANY CIRCUMSTANCES INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, HOLD US OR OUR LICENSORS, AGENTS, EMPLOYEES, OFFICERS AND/OR THIRD PARTY VENDORS LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES WHATSOEVER INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOST PROFITS, COST SAVINGS, REVENUE, BUSINESS, DATA OR USE, OR ANY OTHER PECUNIARY LOSS BY YOU OR ANY OTHER THIRD PARTY. YOU AGREE THAT THE FOREGOING LIMITATIONS APPLY WHETHER IN AN ACTION IN CONTRACT OR TORT OR ANY OTHER LEGAL THEORY AND APPLY EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL WE BE LIABLE TO YOU IN THE AGGREGATE WITH RESPECT TO ANY AND ALL BREACHES, DEFAULTS, OR CLAIMS OF LIABILITY UNDER THIS AGREEMENT OR UNDER ANY OTHER DOCUMENT FOR AN AMOUNT GREATER THAN THE FEES ACTUALLY PAID BY YOU TO US DURING THE ONE MONTH PERIOD PRECEDING A CLAIM GIVING RISE TO SUCH LIABILITY. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. YOU AGREE THAT IN THOSE JURISDICTIONS, OUR LIABILITY WILL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
This provision shall survive termination of the Agreement.
Any dispute relating in any way to this Agreement (including any actual or alleged breach hereof), any transactions or activities under this Agreement or your relationship with us or any of our affiliates shall be submitted to confidential arbitration, except that, to the extent you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any state or federal court (and you consent to non-exclusive jurisdiction and venue in such courts) or any other court of competent jurisdiction. Arbitration under this agreement shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise.
16. Governing Law
This Agreement will be governed by the laws of The United States, without reference to rules governing the choice of laws. You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Agreement.
The failure of GILL Solutions to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service constitutes the entire agreement between you and GILL Solutions and govern your use of the Service, superseding any prior agreements between you and GILL Solutions (including, but not limited to, any prior versions of the Terms of Service).
17. Changes to the Affiliate Program Terms
We may alter this Agreement and any policies or provisions incorporated by reference at any time. The amendments and/or supplements of the Agreement shall be effective immediately upon posting to the website of GSM. The current T&C is always available on GSM’s website. If you do not agree to any amendments, you must terminate your Affiliate account within 10 business days of the date of the amendment. Only a GSM officer may alter this T&C. No agent of, or person employed by or under contract with, GSM has any authority to alter or vary this T&C in any way. No oral explanation or oral information given by any party shall alter the interpretation of this T&C.
Last revised: Dec 2017