Creating Design Clarity is part of the Products From New Zealand Ltd group, based out of New Zealand (Southern Hemisphere).
The following Affiliate Agreement (“Agreement”) is entered into by and between Creating Design Clarity c/- Products From New Zealand Ltd (“Company”, “we”, or “us”) and the party submitting an application to become an affiliate of the Company and/or having an accepted application (“Affiliate” or “You” or “Your”).
The Company has set up a programme for affiliates to promote its course(s) in exchange for a share of the proceeds of any sales of these courses (the “Affiliate Programme”). The flagship course is ‘Your Unique Home Design Personality’.
There is currently no commission available with the Company’s existing monthly private member-only service offered to course graduates.
Except as modified by a separate agreement governing the promotion of any particular product, the terms of this Agreement apply to your participation in the Company’s Affiliate Programme.
We envisage that you will be promoting the Company’s product(s) to Your past, existing or prospective customers on your database/ email mailing list, or traffic going to your website or your owned social media channels (e.g. your company Facebook page, Instagram, TikTok etc). i.e. you are already attracting homeowners, or long-term renters, who are thinking about doing some form of home improvement/room refresh or build-from-scratch project sometime in the future.
If your business is not directly related to the residential building industry, we encourage you to contact us and discuss your business proposition with us.
- For example, the outcome of homemakers who go through our course and make anywhere from minor to major changes within their home (renting or owning) typically receive ongoing positive feelings of improved mental well-being, joy and happiness from the space. Maybe you are in the well-being industry?
By submitting an application to participate in the Affiliate Programme and/or by otherwise participating in the Affiliate Programme, you are expressly agreeing to the terms and conditions set out in this Agreement and in any agreement that might apply to individual products.
Approval or Rejection of the Application
To participate in the Affiliate Programme, you must complete an Affiliate Programme application (“Application”). You are required to answer all questions in that Application, and your answers must be accurate and complete.
You and your audience can be based in almost any country; our most popular are Australia, Canada, Europe, New Zealand, Singapore, the United Kingdom, and the United States of America. The course is 100% delivered in English (with English subtitle captions). It is expected that the purchasers of the course are homeowners or long-term renters who are fluent in English.
To participate in the Affiliate Programme, you must provide the Company with your true identity and other contact information, as well as business and banking information as requested. You may not use any alias, pseudonym, persona, pen name, DBA (Doing Business As), or other means to mask your identity or business details.
The Company will rely upon the information provided in your Application, and any false information will be a basis to reject your Application or to terminate your status as an Affiliate without compensation if discovered after you are approved.
The Company will review your Application and decide whether to accept you as an Affiliate. We will notify you in due course of your acceptance or rejection as an Affiliate. We may accept or reject your Application at our sole discretion for any or no reason.
Upon acceptance into the Affiliate Programme, you will receive an email notifying you of your acceptance and that includes your Affiliate credentials (including details about how to obtain your links to share and other important information).
Commissions
The Company will pay Affiliate a fee (a “Commission”), for each customer acquired as a result of a customer being referred to the Company using the unique tracking links assigned to the Affiliate (“Affiliate Links”). The tracking and attribution of sales to Affiliates based upon their tracking links is done automatically by the Company’s marketing automation system. Affiliates shall be paid only for sales that are tracked through the Company’s marketing automation system and indicate the Affiliate Link as the source of the sale.
The Company intends to use a 180-day¹ cookie as part of its affiliate tracking. Courses are run throughout the year on an evergreen cycle (a student can enrol any day of the year and start immediately).
Affiliate shall receive a Commission payment equal to 30%² of the gross revenue for each sale of ‘Your Unique Home Design Personality’®️ course attributed to Affiliate using their Affiliate Link. If, and when we create another course, then, as a current affiliate you will receive a commission on all these future purchase(s) by the customer.
You cannot refer yourself, and you will not receive a commission on your own accounts.
For an Affiliate to receive a commission, the referred account must remain active for a minimum of 90 days.
Affiliate agrees that the Company shall only be liable for payment of the Commissions to the extent it receives all funds due and owing to it from the relevant customer after the refund period has passed. Accordingly, Affiliate shall not be entitled to any Commission on a sale that is refunded, for which there is a chargeback, or for which the Company ultimately does not receive the sales proceeds as a result of credit card abuse or fraud.
The Company shall pay Commissions on NET 90 terms³. This means that commissions earned during the month of (say) February (1st – 28th) are processed 90 days later, on May 30th. Payments will be issued on the 20th day of the following month. For example, commission earned in February will be paid on the 20th day of June.
Right To Chargeback, Offset, and Holdback
Affiliate agrees that the Company shall have the right to charge back the Affiliate’s account or otherwise adjust for any previously paid Commissions that ultimately are not commissionable under this Affiliate Agreement. Specifically, in the event that a sale attributed to an Affiliate is charged back, refunded for any reason, or otherwise challenged after the Commission has been paid, the Company shall have the right to charge back the Commission paid to the Affiliate.
Affiliate further agrees that the Company shall have the right to offset any Commissions due and payable to the Affiliate to account for any charge backs the Company experiences on sales for which Affiliate has already received a Commission.
Affiliate further agrees that the Company shall have the right to hold back up to 20% of the Commissions due (“the Holdback”) for a period of 60 days to ensure an ability to offset any chargebacks. In the event that the Affiliate’s chargeback percentage exceeds the Holdback for a period of two consecutive months, the Company shall have the right to increase the percentage of commissions held back from Affiliate. The Company shall provide written notice of any such increased holdback percentage that shall apply to Affiliate.
Taxes and Payment Gateways
If you are not a New Zealand (NZ) tax resident, you are:
- not required to declare the income in NZ or file any returns within NZ, or fill out NZ government Inland Revenue (IRD) forms.
- 100% responsible for complying with your country’s tax laws.
- required to provide us with your bank account details.
If you are a NZ tax resident, you are:
- 100% responsible for complying with NZ tax laws and filing the appropriate IRD-related tax forms for income.
- required to provide us with your bank account details.
Affiliate shall not be eligible to receive any payments from the Company until Affiliate has provided their bank account details and has set up a proper payment gateway.
The Company shall pay any sums due to Affiliate as set forth below via Wise.com in New Zealand dollars (NZD$) converted into your currency at the time of payment – less all related fees. In rare situations where we are unable to complete the payment via Wise.com, we may submit the payment via PayPal.
Fees for sending money:
Your commission payment will be paid to you less the following three (3) fees:
- Exchange rate (at mid-market rate – the one banks use to trade between themselves)
- Transfer fee (set by Wise.com) – typically < 0.5% of the amount sent. If we have to use PayPal, then their fee is usually > 2% of the amount sent.
- What currency you are paid in, and where you are in the world (E.g. It is more expensive to send USD$ currency to a business/person residing outside of their United States).
Affiliate shall be responsible for providing their necessary business information and banking details to facilitate the use of the payment method. Typically, full legal name that matches your bank account, your full address (we don’t accept PO boxes), and your bank account number. Your bank account must accept ACH payments (“direct payments”).
Payments will only be made to those who are owed $150.00 NZD or greater for the applicable payment period. If an affiliate has not reached the $150.00 NZD in a given payment period, the amount will roll over and be paid the following payment period in which the $150.00 NZD threshold has been reached.
Representations and Warranties
The Company represents and warrants:
-that it shall not knowingly and intentionally violate any law, regulation, or rule applicable to its business operations;
-that the products and/or services offered in connection with the Affiliate Programme are legal products and services within the Company’s jurisdiction;
-that it intends to be bound by the mutual promises, terms, and conditions of this Agreement; and
-that it has the necessary intellectual property and other rights to offer the products that are available for promotion under the Affiliate Programme.
Affiliate represents and warrants:
-that Affiliate has read this Agreement, understands its terms, and agrees to be bound by this Agreement;
-that this Agreement constitutes Affiliate’s valid and binding agreement and was executed by a person with authority to bind the Affiliate;
-that Affiliate’s answers to the questions in the Application were truthful and accurate to the best of Affiliate’s knowledge;
-that Affiliate will comply with NZ Unsolicited Electronic Messages Act 2007, Australian SPAM-ACT 2003, CAN-SPAM, GDPR, and CA-SL requirements in connection with email marketing;
-that Affiliate will comply with all applicable US Federal Trade Commission rules, regulations, and guidelines related to affiliate marketing regardless of where they are based in the world4 as “best practice guidelines”;
-that Affiliate will not make use of the Company’s name, trademark, or service mark in any manner other than expressly allowed under the Affiliate Programme; and
-that Affiliate will not engage in any behaviour that violates the terms of this Agreement or that constitutes an attempt to fraudulently or deceptively increase the earnings of Affiliate under this Affiliate Programme.
Promotional Materials, Limited License, and Intellectual Property
From time to time, the Company may make materials available to Affiliate for use in promoting the Company’s products (“Promotional Material”). The Promotional Material may include the Company’s logos, images of products that are part of the Affiliate Programme, display banner advertisements, button links, text links, and other graphic and textual material for use in Affiliate’s promotion efforts.
Upon acceptance into the Affiliate Programme, the Company grants Affiliate a revocable, non-exclusive, worldwide, royalty-free license to use the Promotional Material during the term of this Agreement. The Affiliate may use the Promotional Material on its website, in emails, and in other promotional activities.
Affiliate may use any such Promotional Material solely for the purpose of promoting the Company’s products and/or for linking to the Company’s website. Affiliate may not make any other use of the Promotional Material and shall not state or imply that the Company has endorsed the Affiliate.
Affiliate agrees not to alter, add to, subtract from, or otherwise modify any of the Promotional Material provided by the Company without the express written consent of the Company. Moreover, Affiliate may not make any derivative works using the Promotional Materials.
Confidentiality
Affiliate shall not, directly or indirectly, use for his or her own benefit (other than to fulfill his or her obligations hereunder) or disclose to any third party any Confidential Information (as defined below) of Company without prior, written permission of Company in each instance. Confidential Information means all non-public information of Company, including, without limitation, these Terms and Conditions, sales figures, software passwords, Company list size, list contents, ideas, stories, activities, curriculum, event format, presentation materials, presentation content, inventions, financial information, business plans, business processes, marketing plans, marketing strategies, marketing copy, financial projections, customer lists, customer financial information, personal information of executives, sponsorship strategies, relationships with other vendors, media delivery concepts and systems, including, but not limited to, web-based delivery systems, technical data, software designs, drawings, specifications, models, source code, object code, documentation, diagrams, flowcharts, and other similar information that is proprietary to and confidential information of Company.
This Agreement imposes no obligation of confidentiality on Affiliate with regard to any portion of the Company’s Confidential Information (a) that is generally available to the public at the time of disclosure; (b) that becomes generally available to the public after the Promotion without any breach of this Agreement by Affiliate; or (c) that Affiliate can demonstrate by written records he or she had independently developed without any access to or usage of the Confidential Information.
In the event Affiliate becomes or may become legally compelled to disclose any Confidential Information (whether by deposition, interrogatory, request for documents, subpoena, civil investigative demand or other process or otherwise), Affiliate shall provide to Company prompt prior written notice of such requirement so that Company may seek a protective order or other appropriate remedy and/or waive compliance with the terms of this Section. In the event that such protective order or other remedy is not obtained, or that Company waives compliance with the provisions hereof, Affiliate shall furnish only that portion of the Confidential Information which he or she is advised by counsel is legally required to be disclosed, and shall use his or her best efforts to ensure that confidential treatment shall be afforded such disclosed portion of the Confidential Information. In general, Affiliate may not disclose any financial, personal, or business information about Company or its executives (including Founder Kristina Cope) without permission from Company. Such disclosure is grounds for legal action, equitable relief, and termination of this Agreement.
Acceptable And Non-Acceptable Marketing Practices
Affiliate shall post and make available to all end-users an appropriate privacy policy that complies with all applicable country, federal, state, and local laws and requirements. The privacy policy shall be made available to users prior to the collection of any personally identifiable information, and shall clearly disclose all information collection, use, and sharing practices, including any collection of information in connection with the Affiliate Programme.
Affiliate shall not promote Company’s products: (1) in conjunction with any illegal activity, (2) on any illegal website, (3) in a manner that a reasonable person would consider threatening, harmful, defamatory, obscene, sexually explicit, harassing, or promoting violence; (4) in a manner that promotes discrimination, (5) in any manner the Company expressly deems as objectionable, or (6) in a manner that infringes upon the intellectual property or related rights held by any third party (7) inside any Team Cope managed Facebook / WordPress groups.
Affiliate shall not make any claims, guarantees, representations, or warranties about the Company’s products, except as expressly authorised herein or in the Company’s Website Terms of Use.
Links and/or content from the Company must be placed in locations that can be freely accessed by the Company without having to login or supply a password. If your content is to appear in emails sent to a mailing list, arrangements must be made with the Company so that lists are seeded with one or more CreatingDesignClarity.co.nz email addresses. All traffic sources where Company links are placed must be accessible and viewable to the Company and its advertisers at all times.
Links cannot be placed in misleading formats or used in fraudulent methods, including but not limited to any program or device that would otherwise manipulate traffic or the accuracy of the Affiliate’s campaigns.
In the event that Affiliate links are desired to be used in a format that is not viewable through the Internet, such as through newspapers, television ads, or other media, prior approval from the Company is required.
Affiliates may not place links to the Company’s Website or Website content in third party newsgroups, message boards, comments sections, unsolicited email or other types of spam, link farms, counters, chat rooms, or guest books.
No Affiliate can place links to or promote the Company Website or their own Affiliate Website on websites that use classified ads, such as Craigslist.
Transactions generated from the same IP address or individual may be considered as fraudulent transactions and will not receive compensation.
Content provided through the Company cannot be swapped with advertising links found through other networks for the same or similar products or services. Affiliates are granted licensing rights to use the content provided through the Company network only in conjunction with the advertising links provided through the network. Failure to comply can result in the immediate termination of the Affiliate’s account with the Company. If in doubt, ask as you may create a new promotional advertisement that is acceptable.
Affiliates that participate in search engine marketing may not link directly to the Company’s website using affiliate links, unless the Affiliater’s individual terms and conditions specifically state that direct linking is allowed.
Unless exempted by special request and documented in writing, Affiliates are not permitted to utilise popups, pop-unders, interstitials, or any other advertising unit which automatically opens a new browser window without an affirmative and informed click from the user, nor any ad unit that interrupts or covers normal site content.
Traffic submitted to the Company campaign must be provided transparently, and the referring URL must be an accurate, complete and unmasked URL from the referring traffic source. Traffic that does not meet this requirement may be considered fraudulent.
When buying media placements using keyword bidding, such as PPC bidding on search engines, bidding on the trademarked terms belonging to the Company is not permitted. In addition, the Company may list other keyword terms which you must also not use. The “accidental” appearance of your advertisements for banned terms such as these is not an accepted excuse for this violation. The use of negative keywords to ensure compliance is recommended.
Term and Termination
This Agreement shall commence upon the date the Company notifies you that you have been accepted into the Affiliate Programme and shall continue thereafter until terminated as provided herein.
The Company may terminate this Agreement in full or in part at any time and for any reason it deems appropriate with or without prior notice to you. In the event of termination, the Company will disable any tracking URLs, links, cookies, pixels, and similar mechanisms for use with the Affiliate Programme. You may terminate this Agreement at any time upon notification to the Company in writing.
Upon termination, you shall immediately cease all use of the Promotional Materials and all of the Company’s intellectual property and will delete all copies of such materials in your possession. Furthermore, you shall immediately cease representing yourself as a participant in the Affiliate Programme.
You shall be entitled to all validly accrued Commissions that have been earned prior to the termination of this Agreement.
Affiliate Links
You may use graphic and text links both on your website and within your email messages. You may also advertise the Creating Design Clarity site in online and offline classified ads, magazines, and newspapers.
You may use the graphics and text provided by us, or you may create your own as long as they are deemed appropriate according to the conditions and not in violation as outlined in the Termination section.
Coupon and Deal Sites
Creating Design Clarity occasionally offers coupons to select affiliates and to our newsletter subscribers. If you’re not pre-approved / assigned a branded coupon, then you’re not allowed to promote the coupon. Below are the terms that apply for any affiliate who is considering the promotion of our products in relation to a deal or coupon:
- Affiliates may not use misleading text on affiliate links, buttons or images to imply that anything besides currently authorised deals to the specific affiliate.
- Affiliates may not bid on Creating Design Clarity Coupons, Creating Design Clarity Discounts, or other phrases implying coupons are available.
- Affiliates may not generate pop-ups, pop-unders, iframes, frames, or any other seen or unseen actions that set affiliate cookies unless the user has expressed a clear and explicit interest in activating specific savings by clicking on a clearly marked link, button, or image for that particular coupon or deal. Your link must send the visitor to the merchant site.
- User must be able to see coupon/deal/savings information and details before an affiliate cookie is set (i.e. “click here to see coupons and open a window to merchant site” is NOT allowed).
- Affiliate sites may not have “Click for (or to see) Deal/Coupon” or any variation, when there are no coupons or deals available, and the click opens the merchant site or sets a cookie. Affiliates with such text on the merchant landing page will be removed from the program immediately.
Pay Per Click (PPC) Policy
PPC bidding is NOT allowed without prior written permission.
Nature of The Relationship
The relationship between the parties is that of independent contractors. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture or other form of joint enterprise, employment or fiduciary relationship between the parties, and neither party shall have authority to contract for or bind the other party in any manner whatsoever.
Disclaimers
The Affiliate Programme, any Promotional Material, and the products and services provided in connection therewith, are provided to Affiliate “as is.”
Except as expressly set forth in this Agreement, the Company expressly disclaims to the maximum extent allowed by law, all warranties, express or implied, or statutory, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, and non-infringement, and any warranties arising out of course of dealing, usage, or trade.
The Company does not warrant that the Affiliate Programme or Promotional Materials will meet Affiliate’s specific requirements or that the materials are error-free or uninterrupted.
The Company expressly disclaims any liability for any act or omission of any third party provider not under the control of the Company, and their products and services.
Affiliate expressly agrees and understands that the Company has not made any guarantee that Affiliate will earn any specific amount of commissions and attests that no such representations or claims have been made.
Limitation of Liability
You agree to absolve and do hereby absolve the Company of any and all liability or loss that you or any person or entity associated with you may suffer or incur as a result of participation in the Affiliate Programme and/or any information and resources contained in the Affiliate Programme. You agree that the Company shall not be liable to you for any type of damages, including direct, indirect, special, incidental, equitable, or consequential loss or damages for participation in the Affiliate Programme.
To the maximum extent permitted by applicable law, in no event shall the Company be liable for any direct, indirect, punitive, incidental, special, consequential damages or any damages whatsoever including, without limitation, damages for loss of use, data, or profits arising out of or in any way connected with the use or performance of the Affiliate Programme, with the delay or inability to use the Affiliate Programme or related service, the provision of or failure to provide services, or for any information, software, products, services, and related graphics obtained through the Affiliate Programme, or otherwise arising out of the use of the Affiliate Programme, whether based on contract, tort, negligence, strict liability, or otherwise, even if the Company or any of its suppliers has been advised of the possibility of damages. Because some States of the United States of America, or other jurisdictions in other countries do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitations may not apply to You. If you are dissatisfied with the Affiliate Programme or any portion of it, your sole and exclusive remedy is to terminate your participation in the Affiliate Programme.
Arbitration
You hereby expressly waive any and all claims you may have, now or in the future, arising out of or relating to the Affiliate Programme.
To the extent that you attempt to assert any such claim, you hereby expressly agree to present such claim only through binding arbitration to occur in Auckland, New Zealand. You further agree to and do hereby waive any right to class arbitration and agree, instead, to conduct an arbitration related solely to any individual claims you and/or any entity related to you assert against the Company. To the fullest extent permissible by law, you further agree that you shall be responsible for all costs associated with initiating the arbitration and for the administration of the arbitration.
Dispute Resolution
You hereby expressly waive any and all claims you may have, now or in the future, arising out of or relating to the Affiliate Programme. To the extent that you attempt to assert any such claim, you hereby expressly agree to present such claim only in court in Auckland, New Zealand.
Choice of Law
This Agreement shall be governed by and interpreted under the laws of New Zealand, without regard to any conflict of laws provisions.
Indemnification
You agree to indemnify, defend, and hold harmless the Company, its officers, directors, employees, agents, and third parties for any losses, costs, liabilities, and expenses (including reasonable attorney / solicitor / barristers’ fees) relating to or arising out of: (a) Affiliate’s breach of any provision of this Agreement, including the representations and warranties, (b) any misuse, fraud, or deceptive conduct by Affiliate or any of its agents in connection with the Affiliate Programme, and (c) any claims related to any promotional media created by Affiliate (excluding claims related to any Promotional Material provided by the Company).
The Company hereby agrees to indemnify, defend, and hold harmless Affiliate, its officers, directors, employees, agents, and third parties for any losses, costs, liabilities, and expenses (including reasonable attorneys’ fees) relating to or arising out of an allegation that the Company does not have the right to provide the Promotional Material or that the Promotional Materials violate a third-party’s rights.
Modification
The Company may modify this Agreement at any time by providing Affiliate with notification of the proposed changes by email at Affiliate’s email address, but any such changes will not alter the Company’s obligation to Affiliate with respect to any previously-earned commissions. Any such changes shall become effective ten (10) business days after such notice.
If the proposed modifications are unacceptable to you, you may terminate this agreement pursuant to the Termination clause above. Continued participation in the program shall constitute your acceptance of and agreement to the modification to this Agreement.
Entire Agreement
This Agreement constitutes the entire agreement between You and the Company with respect to the Affiliate Programme, and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between You and the Company with respect to the Affiliate Programme. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
Severability
If any term or provision of this Agreement is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.
Waiver
No waiver by any Party of any of the provisions of this Agreement shall be effective unless explicitly set forth in writing and signed by the Party so waiving. Except as otherwise set forth in this Agreement, no failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from this Agreement shall operate or be construed as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power, or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
Force Majeure
The Company shall not be liable or responsible to You, nor be deemed to have defaulted or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement when and to the extent such failure or delay is caused by or results from acts or circumstances beyond the reasonable control of the Company including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion, or hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest, national emergency, revolution, insurrection, epidemic, lock-outs, strikes or other labour disputes (whether or not relating to either party’s workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.
For correspondence, contact: [email protected]
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FOOT NOTES:
- This enables you to PreSELL over sufficient days if required to educate or sell them the benefits of taking the course prior to starting any form of home improvement project.
- There are situations where payment might be of a one-off referral nature. There are other situations where high-volume affiliates will be paid a higher commission percentage. Both these scenarios will be considered on case-by-case basis.
- This will enable the student to invoke a 60-day money-back guarantee after the course has started – if valid – and minimise chargeback issues for both you and us.
- Use these are your best practice guidelines: https://www.ftc.gov/legal-library/browse/rules/fair-credit-reporting-act-affiliate-marketing