1. YOUR ACCEPTANCE OF THIS AGREEMENT
This is an agreement between You and Novisoft, and
governs the obligations and liability of Novisoft as the Secure-eBooktm
Affiliate Program owner and your rights and liability as
Affiliate of the Secure-eBook Affiliate Program.
2. DEFINITIONS
Novisoft: means 9029-9868 Quebec Inc., having its place of business
at 2810, St-Martin East, Office 105, Laval, Quebec, Canada, H7E 4Y6.
You: means the individual or legal entity who wishes to become a
member of Novisoft's Secure-eBook Affiliate Program.
Affiliate: means the individual or legal entity who wishes to
become a member of Novisoft's Secure-eBook Affiliate Program.
Secure-eBook Web Site: means the Web site www.secure-ebook.com,
property of Novisoft.
Affiliate Program, Secure-eBook Affiliate Program: means the affiliate program for
Secure-eBook offered by Novisoft.
Affiliate Link: means the hyperlink in HTML format or
script provided by Novisoft that the Affiliate
must put on his Web site to redirect his visitor to the Secure-eBook Web
Site.
3. JOINING OUR AFFILIATE PROGRAM
To join, You must fill the Secure-eBook Affiliate
Program application form with all the requested information, in a complete
and truthful way. You must accept to keep that information
up-to-date when required. Novisoft is not liable of the accuracy,
of the honesty, and of the appropriateness of the information You
are providing.
To join the Affiliate Program, You must be at
least 18 years old or be a legal entity.
4. APPLICATION REQUEST ACCEPTANCE
On reception of your application request to join the Secure-eBook Affiliate
Program, Novisoft will evaluate your application request
and will send You a confirmation of your acceptance or a declination
of your application request.
If Novisoft accepts your application request, You
then become an Affiliate of the Secure-eBook
Affiliate Program. You will then receive the
following by e-mail:
- A confirmation of your acceptance
-
The link to the Secure-eBook Affiliate Program with the
information required to get in your account. Through your account, you will
get statistics about visitors You sent to the Secure-eBook
Web Site and sales generated from those visitors.
5. AFFILIATE LINK AND AFFILIATE CODE
To track efficiently visitors You send to the Secure-eBook
Web Site and in order to properly calculate your commission on sales,
Novisoft will give You a unique affiliate code
and access to promotional tools, like banners and texts that
you will be able to show on your promotional Web sites and tools.
You are entirely responsible to correctly use your Affiliate
Link and affiliate code. You may not modify your Affiliate
Link or affiliate code; doing so could result in sales made by visitors
sent by You to not being resgistered in your account and no
commissions would be payable to You, without any right of review
against Novisoft. Only sales made by visitors having clicked on
your Affiliate Link displayed on your Web site and containing
your affiliate code will grant You the commission allowed by
the current agreement.
You accept that, by taking part to the Affiliate
Program and by displaying your Affiliate Link on
your Web site, Novisoft will receive information about your
visitors and your Web site. By participating to the Affiliate
Program, you authorize Novisoft to receive, store
and use that information to efficiently manage the Affiliate
Program.
6. VISITORS TRACKING USING 'COOKIES'
When a visitor clicks on your Affiliate Link to reach the
Secure-eBook Web Site, a 'cookie' containing your affiliate
code is placed on his computer. When that visitor decides to create an account
on the Secure-eBook Web Site and buy an activation pack, the system looks
for that 'cookie' in order to decide which Affiliate that account will be
linked to. For an account to be linked to You, 'cookies' must be allowed on
the visitor's computer; if not, the Affiliate Program system will
try to track the visitor using his connection IP address. An account will be linked
to the first Affiliate who sent the visitor to the
Secure-eBook Web Site.
7. RULES TO FOLLOW WHEN PROMOTING THE SECURE-EBOOK WEB SITE
When promoting the Secure-eBook Web Site on your Web site and
promotion tools using your Affiliate Link and affiliate
code, you must respect the following rules:
Promotional Material
Novisoft provides You with promotional material like
logos and banners helping you promote Secure-eBook. Novisoft does
not allow You to use any other material coming from the Secure-eBook
Web Site to promote Secure-eBook, except resources especially designed for the
Affiliates and specificaly identified for that purpose.
Keywords Campaigns
If You use pay-per-click campaigns to promote Secure-eBook on Web
search engine like Google (Adwords), Yahoo, MSN, etc., You are not
allowed to send visitors directly to the Secure-eBook Web Site.
When using pay-per-click campaigns, You
must send visitors to your own Web site. Also, when using pay-per-click campaigns,
You may not use the terms "Novisoft" or "Secure-eBook" in the
texts You display on the Web search engines.
Pop-Up Windows
You may use advertising pop-up windows on your Web site to promote
the Secure-eBook Web Site. However, you are not allowed to promote
the Secure-eBook Web Site using pop-under windows and opening one or
more Web browser windows on the visitor's computer under your Web site page.
Spamming Activities
You may not post your Affiliate Link on a third
party Web site like user groups, forums, blogs, IRC, instant messaging or similar
resources, except if You were explicitly invited to do so or if
You are answering a related question or contributing to a related
subject or discussion. You may send promotional e-mails including
your Affiliate Link only if they are sent to recipients
You know or with whom You have some kind of
relation (like your Web site visitors), or to recipients who explicitly agreed to
be solicitated or who deliberately asked to be added to an opt-in list. Your e-mails
must clearly indentify your name or your organization name. Also, your e-mailing
activities must respect the laws and rules effective in your country and in the
country where You are sending e-mails.
Novisoft does not tolerate, under any consideration, the sending of unsolicited
e-mails (SPAM) promoting or refering to the Secure-eBook Web Site or to
Novisoft.
Identity Theft
Whether on your Web site or anywhere else or when sending e-mails, You
are not allowed to promote the Secure-eBook Web Site using
misleading advertising hiding your identity or borrowing the identity or personifying
the Secure-eBook Web Site, Novisoft or its
administrators or any other person who is not yourself.
You may not register domain names that could get confused with
Secure-eBook.com or Novisoft.com.
If we judge that You do not respect one of the rules related to Spamming
Activities or Identity Theft, your Affiliate status will be
immediately terminated and no due commissions will be paid for your account.
8. PURCHASE PROCESS LIABILITY
The Secure-eBook purchase process is exclusively done from the Secure-eBook
Web Site. Novisoft is responsible of the whole purchase process,
of the payments collection, of the account cancellations and of the customer service.
9. CUSTOMER OWNERSHIP
All customers coming from your Web site using your Affiliate Link
who activate an account with Secure-eBook will be deemed to be a Novisoft
customer.
10. COMMISSIONS PAYABLE BY NOVISOFT - FIRST TIER
Novisoft will give You a percentage in commission on the amount
before taxes from purchases made by visitors You refered from your
Web site or from your promotions using your Affiliate Link with your
affiliate code. The percentage paid in commission will be based on the following
table:
| Affiliate Category |
Number of referred clients(1) |
Commissions |
| Normal Affiliates |
Below 25 |
15% |
| Intermediate Affiliates |
25 to 99 |
20% |
| Expert Affiliates |
100 to 499 |
25% |
| Professional Affiliates |
500 to 999 |
30% |
| Super Affiliates |
1 000 and over |
35% |
(1) Referred clients must make a purchase before they are taken into account
You will get your commissions everytime the customer You refered
buys new Secure-eBook Activations,
and that from the date the customer activated his Secure-eBook account to two years
after the account activation date. No commission will be paid to You if your
visitor activates his Secure-eBook account from the Secure-eBook Web Site
without having used your Affiliate Link from your Web site or other promotions.
If Novisoft must refund or credit an amount of money to your visitor,
or pay chargeback fees to the credit card company, the commission You
would have received on that amount or the chargeback fees total amount will be
deducted from your other payable commissions.
You may not receive commissions from purchases made by
You, members of your immediate family or individuals from your
organization.
11. COMMISSIONS PAYABLE BY NOVISOFT - SECOND TIER (SUB-AFFILIATES)
Any individual or organization joining the Affiliate Program who came
to the Secure-eBook Web Site using your Affiliate Link
with your affiliate code, becomes your sub-affiliate (if he was not already an
Affiliate).
Novisoft will give You a 5% commission on the amount
before taxes from purchases made by visitors refered by your sub-affiliate from his
Web site or from his promotions using his Affiliate Link with his
affiliate code. You will get your commissions everytime the customer
your sub-affiliate refered buys new Secure-eBook Activations, and that from the date
the customer activated his
Secure-eBook account to two years after the account activation date. No commission will
be paid to You if your sub-affiliate's visitor activates his Secure-eBook
account from the Secure-eBook Web Site without having used your sub-affiliate's
Affiliate Link from his Web site or other promotions.
If Novisoft must refund or credit an amount of money to your
sub-affiliate's visitor, or pay chargeback fees to the credit card company, the
commission You would have received on that amount will be deducted
from your other payable commissions.
You may not receive commissions from a sub-affiliate if he is a
member of your immediate family or an individual from your organization.
You may not receive commissions from purchases made by
You, members of your immediate family or individuals from your
organization.
12. COMMISSIONS PAYMENT SCHEDULE
Your commissions are payable every month, the last day of the month following the
transactions. For example, if a purchase is made September the 22nd, the commission
payment will be made October the 31st. The commission payment is made in US dollars
by check or by PayPaltm, based on your preference configured in your
affiliate account. If the payable commissions amount is lower than 100$ US, the
payment is reported to the next month and that, until the minimum payout amount is
reached. Checks are sent by Canada Post to the postal address entered in your
affiliate account. Your postal address must be verifiable: no checks will be sent to
post office boxes.
13. SALES AND INCOME TAXES, LICENSES...
You admit that You are the only one and completely
responsible of all obligations and all income and sales tax return and tax payments,
licenses, administration fees, etc. to all administrative and governmental instances of
your country, related to your participation in the Affiliate Program.
If You or your organization resides in Canada and that
You must collect sales taxes, You must provide your GST (Goods and
Services Tax), PST (Quebec Product Sales Tax) or HST (Harmonized Sales Tax). No taxes
information is required if You or your organization resides outside of Canada.
14. VISITS AND SALES STATISTICS
As an Affiliate, You have access to statistics about
visits and sales resulting from the visitors coming from your Web site or promotion
tools using your Affiliate Link and your affiliate code. Those
statistics are reported in real time and are managed by Novisoft. They
are accessible through your Affiliate account.
15. PRICE CHANGES
The prices displayed on the Secure-eBook Web Site may change at any
time. Also, some promotions may be effective at any moment. Because those price changes
can affect prices displayed on your Web site, You will need to
periodically verify the Secure-eBook Web Site and the
Affiliates newsletters that Novisoft will send you
by e-mail, in order to know the currently effective Secure-eBook prices.
Price changes will directly affect the amount received on your sales since commissions
are applied on the effective price at the moment of the sale.
16. RESPONSIBILITY FOR YOUR WEB SITE AND FOR YOUR PROMOTIONAL ACTIVITIES
You are entirely responsible for the development, operation, maintenance
and content of your Web site and for your promotions circulation. Consequently,
You redeem Novisoft from any responsibilities regarding your
Web site and your promotional communications. You accept to defend
the Novisoft interests if legal procedures are taken againts
Novisoft by a third party presuming a legal fault related to the
development, operation, maintenance and content of your Web site and to your
promotional activities.
You also accept to indemnify Novisoft from any
monetary conviction in capital and interests and any judicial and lawyer fees that
Novisoft could incur as a result of a legal procedure againts
Novisoft related to the development, operation, maintenance and
content of your Web site and to your promotional activities.
17. LICENSE GRANTED BY NOVISOFT
For the duration of this agreement, Novisoft grants
You an intransferable, non-exclusive and revocable license to use
the logos, banners and all resources specifically proposed to Affiliates
and that, only in order to:
- identify yourself as a Secure-eBook Affiliate on your Web site
- pre-sell Secure-eBook products
- allow your visitors to be directed to the Secure-eBook Web Site.
You may not modify, partially or totally, logos and banners acquired
from the Affiliate Program. You must respect at any
time the Novisoft's rights, trade marks and copyrights.
You may create your own promotions, banners but are always liable to
integrate properly your Affiliate Link and affiliate code.
18. RIGHTS GRANTED BY YOU
For the duration of this agreement, You grant to
Novisoft the right to use your name, your Web site address and your
logo in order to:
-
register and display your information in the affiliate list on the
Secure-eBook Web Site
- promote the Affiliate Program.
19. DISCLAIMER, LIABILITY EXCLUSION, LIABILITY LIMITATION AND RELEASE
Novisoft strives to make your use of the Secure-eBook Web
Site and your Affiliate account a useful and enjoyable
experience. Nevertheless, Novisoft does not accept any liability for
your use of the Secure-eBook Web Site and your
Affiliate account. For that reason, the following provisions apply to
your use of the Secure-eBook Web Site and your
Affiliate account:
DISCLAIMER
THE SECURE-EBOOK WEB SITE AND AFFILIATE ACCOUNT ARE
PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND WITHOUT ANY REPRESENTATIONS,
WARRANTIES OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, AND INCLUDING WITHOUT
LIMITATION FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE OR DURABILITY, ALL OF WHICH
ARE HEREBY DISCLAIMED BY NOVISOFT TO THE FULLEST EXTENT PERMITTED BY LAW.
YOU (AND NOT NOVISOFT) ASSUME THE ENTIRE COST OF ALL
NECESSARY SERVICING, REPAIR OR CORRECTION TO ANY COMPUTER OR OTHER EQUIPMENT ARISING
FROM, CONNECTED WITH, OR RELATING TO YOUR USE OF THE SECURE-EBOOK WEB
SITE AND YOUR AFFILIATE ACCOUNT.
THE OPERATION OF THE SECURE-EBOOK WEB SITE AND YOUR
AFFILIATE ACCOUNT MAY BE AFFECTED BY NUMEROUS FACTORS BEYOND
NOVISOFT'S CONTROL. THE OPERATION OF THE SECURE-EBOOK WEB
SITE AND YOUR AFFILIATE ACCOUNT MAY NOT BE CONTINUOUS OR
UNINTERRUPTED OR SECURE. SECURITY AND PRIVACY RISKS CANNOT BE ELIMINATED.
NOVISOFT IS UNDER NO OBLIGATION TO VERIFY THE IDENTITY OF USERS OF
THE SECURE-EBOOK WEB SITE AND AFFILIATE ACCOUNTS.
THROUGH YOUR USE THE SECURE-EBOOK WEB SITE AND YOUR
AFFILIATE ACCOUNT, YOU MAY HAVE THE OPPORTUNITY TO
ENGAGE IN COMMERCIAL TRANSACTIONS WITH OTHER PERSONS. ALL SUCH TRANSACTIONS ARE AT YOUR
OWN RISK. NOVISOFT IS NOT A PARTY TO ANY SUCH TRANSACTIONS AND
DISCLAIMS ANY AND ALL LIABILITY REGARDING ALL SUCH TRANSACTIONS.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NOVISOFT MAKES NO
REPRESENTATION, WARRANTY OR CONDITION THAT:
-
THE SECURE-EBOOK WEB SITE AND YOUR AFFILIATE
ACCOUNT WILL BE COMPATIBLE WITH YOUR COMPUTER AND RELATED EQUIPMENT AND SOFTWARE
-
THE SECURE-EBOOK WEB SITE AND YOUR AFFILIATE WILL
BE AVAILABLE OR WILL FUNCTION WITHOUT INTERRUPTION OR WILL BE FREE OF ERRORS
-
THE INFORMATION AVAILABLE ON OR THROUGH THE SECURE-EBOOK WEB SITE
AND YOUR AFFILIATE WILL BE ACCURATE, COMPLETE, SEQUENTIAL, OR TIMELY.
AND NOVISOFT DISCLAIMS ANY AND ALL LIABILITY REGARDING SUCH MATTERS TO
THE FULLEST EXTENT PERMITTED BY LAW.
LIABILITY EXCLUSION
NOVISOFT WILL NOT UNDER ANY CIRCUMSTANCES BE LIABLE TO
YOU OR ANY OTHER PERSON FOR ANY LOSS OF USE, LOSS OF PRODUCTION, LOSS
OF INCOME OR PROFITS (ANTICIPATED OR OTHERWISE), LOSS OF MARKETS, ECONOMIC LOSS,
SPECIAL, INDIRECT OR CONSEQUENTIAL LOSS OR DAMAGE OR PUNITIVE DAMAGES, WHETHER IN
CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LAW OR EQUITY, ARISING FROM, CONNECTED WITH,
OR RELATING TO THE USE OF THE SECURE-EBOOK WEB SITE AND YOUR
AFFILIATE ACCOUNT BY YOU OR ANY OTHER PERSON AND
NOTWITHSTANDING THAT NOVISOFT MAY HAVE BEEN ADVISED OF THE POSSIBILITY
OF SUCH LOSS OR DAMAGES BEING INCURRED BY YOU OR ANY OTHER PERSON.
LIABILITY LIMITATION
IN NO EVENT WILL NOVISOFT'S TOTAL LIABILITY TO YOU OR
ANY OTHER PERSON FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES,
AND COSTS, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LAW OR EQUITY EXCEED
$25 (CDN) OR THE AMOUNT DUE TO YOU IN COMMISSIONS, WHICHEVER IS LESS.
RELEASE
YOU HEREBY RELEASE, REMISE AND FOREVER DISCHARGE EACH OF
NOVISOFT AND ALL OF THEIR RESPECTIVE AGENTS, DIRECTORS, OFFICERS,
EMPLOYEES, INFORMATION PROVIDERS, SERVICE PROVIDERS, SUPPLIERS, LICENSORS AND LICENSEES,
AND ALL OTHER RELATED, ASSOCIATED, OR CONNECTED PERSONS FROM ANY AND ALL MANNER OF
RIGHTS, CLAIMS, COMPLAINTS, DEMANDS, CAUSES OF ACTION, PROCEEDINGS, LIABILITIES,
OBLIGATIONS, LEGAL FEES, COSTS, AND DISBURSEMENTS OF ANY NATURE AND KIND WHATSOEVER AND
HOWSOEVER ARISING IN THE ABSENCE OF NEGLIGENCE ON THEIR PART, WHETHER KNOWN OR UNKNOWN,
WHICH NOW OR HEREAFTER EXIST, WHICH ARISE FROM, RELATE TO, OR ARE CONNECTED WITH YOUR
USE OF SECURE-EBOOK WEB SITE AND YOUR AFFILIATE
ACCOUNT.
ADVICE AND INFORMATION PROVIDED BY NOVISOFT OR ITS REPRESENTATIVES,
WHETHER ORAL OR WRITTEN, WILL NOT CREATE ANY REPRESENTATION, WARRANTY OR CONDITION OR
VARY OR AMEND THIS AGREEMENT, INCLUDING THE ABOVE DISCLAIMER, LIABILITY EXCLUSION,
LIABILITY LIMITATION AND RELEASE, AND YOU MAY NOT RELY UPON ANY SUCH
ADVICE OR INFORMATION.
The exclusion of certain warranties and the limitation of certain liabilities are
prohibited by legislation in some jurisdictions. Such legislative limitations may
apply to You.
The disclaimer, liability exclusion, liability limitation and release in this Agreement\
survive indefinitely after the termination of this Agreement
20. TERMINATION OF THIS AGREEMENT AND THE WEB SITE
If You breach any provision of this Agreement,
Novisoft may revoke your access to your Affiliate
account and your Affiliate status.
If this Agreement or your Affiliate status is terminated by
You or Novisoft for any reason, this Agreement will
nevertheless continue to apply and be binding upon You in respect of
your prior use of the Secure-eBook Web Site and your
Affiliate account and anything connected with, relating to or arising
from those matters.
21. GOVERNING LAW AND DISPUTE RESOLUTION
Secure-eBook, the Secure-eBook Web Site and the Affiliate
Program are controlled by Novisoft from Laval, Quebec, Canada.
This Agreement, your use of the Secure-eBook Web Site, your
Affiliate account, and all related matters are governed solely by the
laws of the Quebec, Canada and applicable federal laws of Canada, excluding any rules
of private international law or the conflict of laws which would lead to the
application of any other laws.
Any dispute between Novisoft and You or any other
person arising from, connected with or relating to Secure-eBook, the
Secure-eBook Web Site, the Affiliate Program, this
Agreement or any related matters must be resolved before the Courts of Quebec sitting in
the City of Saint-Jérôme, Quebec, Canada, and you hereby irrevocably submit and attorn
to the original and exclusive jurisdiction of those Courts in respect of any such
dispute or matter.
Any claim or cause of action you may have arising from, connected with, or relating to
your use of Secure-eBook, the Secure-eBook Web Site, the
Affiliate Program, this Agreement, or any related matters must be
commenced in a court of competent jurisdiction in the City of Saint-Jérôme, Quebec,
Canada, within six (6) months after the claim or cause of action arises, after which
time the claim or cause of action is forever barred, regardless of any statute or law
to the contrary.
22. OTHER MATTERS
If any provision of this Agreement is found to be unlawful, void, or for any reason
unenforceable, then that provision shall be deemed to be severed from the rest of this
Agreement and shall not affect the validity and enforceability of any remaining
provisions.
The provisions of this Agreement will ensure to the benefit of and be binding upon each
of Novisoft and each of their respective successors and assigns and
related persons, and You and your heirs, executors, administrators,
successors, permitted assigns, and personal representatives. You may
not assign this Agreement or your rights and obligations under this Agreement without
the express prior written consent of Novisoft, which may be withheld
in Novisoft's sole discretion. Novisoft may assign
this Agreement and its rights and obligations under this agreement without your consent.
No waiver, express or implied, by either party of any breach of or default under this
Agreement will constitute a continuing waiver of such breach or default or be deemed to
be a waiver of any preceding or subsequent breach or default.
You and Novisoft are independent contractors and no
agency, partnership, joint venture, employment or franchise relationship is intended or
created by this Agreement or your use of Secure-eBook, the Secure-eBook Web
Site or the Affiliate Program.
Any rights not expressly granted by this Agreement are reserved to
Novisoft.
This Agreement is subject to change without notice.