Thielo.com Affiliate Terms and Conditions
To be an authorized affiliate at Thielo Inc., you must agree to abide by the terms and conditions set forth in this agreement. We request that all individuals and companies interested in utilizing the Thielo Inc. affiliate program read through this Agreement, since usage of our program will constitute a binding contract as stipulated below.
DEFINITIONS
“Program” shall mean the affiliate program that Thielo Inc. offers Thielo Affiliates, located at thielo.com/affiliate-area/ – This shall include all agreements, materials and resources provided by Thielo Inc. to Affiliates. URL of the program can change at the discretion of Thielo Inc.
“Affiliate” shall mean any individual or company that signs up at thielo.com/affiliate-area/ for the purposes of advertising the Thielo Inc. products and services on a commission or performance basis.
“Tracking Link” shall mean the URL(s) that the program provides the Affiliate for the purposes of advertising Thielo Inc. products. These tracking links shall ensure that customers referred by Affiliate are adequately attached to the Affiliate account for the payment of commissions. Tracking link can take the form of a special non standard tracking coupon code, video or other online media that has been verified by Thielo Inc. as belonging to the Affiliate.
“First Time Customer” or “FTC” – Means a client who does not have an account, and has not previously purchase, that an Affiliate sends the program via a tracking link or coupon code and whom completes a first time purchase after having clicked the Affiliatetracking link or having used the Affiliate’s coupon code.
“Active Affiliate” shall mean any Affiliate who has sent at least 2 FTCs. Affiliates must be active to receive commission.
“Inactive Affiliate” shall mean any Affiliate who has not sent at least 2 FTD since obtaining an affiliate account.
“Commission Month” shall mean a calendar month starting from the first minute of the first day of the month until the last minute of the last day of the month.
“Net Revenue” shall mean the amount of sales in USD generated by an Affiliate’s customers. This amount will not include taxes and will be subject to adjustments due to charge backs, replaced product, fraud or refunds. Refunds are passed on as is. Charge backs will have an additional $100 fee deducted on top of the charge back amount.
“Commission” this is the revenue earned by an Affiliate as a percentage of Net revenue generated during a commission month.
“Website” or “Affiliate Site” shall mean the URL provided by Affiliate at the time of registration or as indicated by Affiliate at a later time and approved by Thielo Inc. where the advertising for Thielo Inc. will take place.
“Marketing Materials” shall mean all materials provided by Thielo Inc. to Affiliate for the purposes of advertising Thielo Inc. This shall include but not be limited to: Banners, videos, text links, emails, coupon codes, interactive media and any other form of media provided by Thielo to Affiliate.
PROGRAM ENROLLMENT
To begin the enrollment process potential Affiliates need to complete the form located on the Thielo Inc. website with full and accurate information. Approval or rejection of the application will be completely at the discretion of program based on program’s criteria for suitable Affiliate sites and/or media. Thielo Inc. may require additional information from Affiliate other than what is originally requested via the enrollment form. Under no circumstances will program accept promotion of Thielo Inc. on websites that feature: hate content, pornography, underage contest participation, violation of intellectual property, illegal activity, violence, viruses, hacking, exploitation, prescription medication, discrimination based on age, sex, religion, race, ethnicity, sexual orientation or nationality. This is not a complete list and Thielo Inc. retains the right to amend this list at any time without previous warning. Affiliate agrees to not promote the program on such websites.
Additionally, Affiliate understands that the program retains the right to cancel any Affiliate account at any time and for any reason deemed appropriate at the sole discretion of Thielo Inc.
MARKETING MATERIALS
Approved Affiliate will have access to appropriate and approved marketing materials for the advertising of Thielo Inc. on Affiliate site. The marketing materials provided will come with specific guidelines as to the proper use, placement and utilization of such media.
Only activity generated through properly used marketing materials in accordance with these terms and conditions will result in the tracking of FTCs and payment thereof of commissions. Thielo Inc. will not be liable for incorrect usage of marketing materials that result in the loss of revenue by Affiliate.
Affiliate agrees that the usage of such marketing materials will result in the collection of website and user data that will be obtained and stored, indirectly and directly by Thielo Inc. and 3rd party services utilized by Thielo Inc. Additionally, Affiliate agrees that by participating in the program Thielo Inc. will retain the right to manually and automatically scan, monitor and retrieve website data to verify proper functioning of tracking links, placement of links, content on website and for other purposes.
Participation in the program and usage of marketing materials constitutes the Affiliate’s unconditional and complete consent and authorization for Thielo Inc. to access Affiliate website.
Marketing materials must be used in the manner intended and no other manner. Marketing materials are to be utilized as provided without modification. Usage of marketing materials is for the Affiliate site or media channel only and is not to be sold, redistributed, sublicensed or transferred in any manner whatsoever including the re-purposing of marketing materials for the promotion of services that are not directly approved in this agreement. Affiliate agrees to remove, amend or change marketing materials as requested by Thielo Inc. Earnings can be withheld pending completion of change requests.
AFFILIATE RESPONSIBILITIES
Affiliate shall be responsible for making a reasonable effort to promote the Thielo Inc. through the authorized marketing materials in a professional and lawful manner. Affiliate shall be solely liable for the content of website and all marketing efforts related to the promotion of Thielo Inc. All marketing efforts must comply with local, state and federal regulations and laws relating to advertising and affiliate marketing, including but not limited to those stipulated by the Federal Trade Commission’s Endorsement and Testimonial Guides. Affiliates will be responsible for disclosing affiliate links and advertising on website.
Affiliate will be solely responsible for the development, maintenance, operation and content on affiliate site including web server equipment, accuracy of materials posted, disclosure of use of private date collected and utilized on affiliate site directly and indirectly through 3rd party services via a privacy policy or other sanctioned means of disclosure.
Affiliate will be completely responsible and shall hold Thielo Inc. harmless for the use of material protected by laws including copyrights, trademark and other proprietary rights. Affiliate shall be responsible for any illegal or libelous material.
Affiliate shall not, nor shall Affiliate authorize, assist, or encourage any third party to:
Directly or indirectly offer to any individual or entity any non-Thielo approved reward, rebate, incentive, discount or other benefit for utilizing marketing materials to access Thielo Inc. or any other Thielo related products. Such activity is strictly prohibited and shall be grounds for termination of this agreement and withholding of any earnings accrued through Affiliate account.
Confuse end users on the relationship between Thielo Inc. and Affiliate that could reasonably result in end user’s believing that there exists an ownership, endorsement or association outside of the Affiliate program between Thielo Inc. and Affiliate.
Intercept, record, redirect, interpret or in any way modify the transmission of data between end users and the Thielo site in such a way that interferes with regular site usage. In no way may the Affiliate modify, redirect, suppress or edit any forms, links or any interaction between end users and Thielo Inc. outside of the provided marketing materials.
Utilize any form of spam, unsolicited messaging, robo-dialing, cold calling, automated messaging through chat, email, twitter, Facebook, phone, SMS or any other electronic means. Abuse of 3rd party websites such as craigslist, private forums, MySpace, LinkedIn, Instagram or others is strictly prohibited and will result in account closure and forfeiture of accrued funds, notwithstanding any other measures that Thielo Inc. might seek to obtain from Affiliate in such events.
Implement any technology techniques to open or in any way display the Thielo Inc. website without the explicit intent of clicking by end users. No iframes, popup windows, form transmission or other methods of circumventing regular usage of the Thielo Inc. website are allowed in any manner whatsoever.
Register, fill out a form, deposit or transmit data on behalf of users.
Intend to, or successfully register any words relating to Thielo or that can reasonably be confused with Thielo Inc. on a domain name, social media profile, 3rd party website, or in the keyword advertisements on search engine websites, portals, sponsored advertising or referral site or in any way that can be damaging or detracting from Thielo Inc. or Thielo Inc. associates intellectual property.
Utilize our Affiliate program to obtain benefits for family, friends and associates.
Post promotional codes on any discount or promotional code website, forum or group, or in any way optimize your website through the usage of copyright terms in URLs, title tags or other such material that include or feature in any way the keywords discount code, promotional code, promo code or other such variants.
Thielo Inc. explicitly disclaims all liability and responsibility for the aforementioned matters and for any matter relating to the Affiliate’s promotion of Thielo Inc. Affiliate shall indemnify and hold Thielo Inc. and its associates, directors, affiliates and 3rd party providers harmless for including, but not limited to attorney fees, loss of revenue, reputation or costs arising from the usage of the program. Affiliates who violate program terms and conditions will be subject to account closure and forfeiture of any revenue derived through any means that breach these terms and conditions.
PROGRAM RESPONSIBILITIES
Thielo Inc. will be responsible for the registration and processing of new customer purchases and the tracking of payments and commissions to Affiliate from such customers who utilize correctly implemented marketing materials. Thielo Inc. reserves the right, in its sole discretion to reject any registrations, purchases or payments that do not comply with Thielo Inc. requirements. The program will make available to the Affiliate reporting and a summary of sales and commission activity in a periodic manner. The manner and frequency of such reporting will vary at the discretion of Thielo Inc.
COMMISSIONS AND PAYMENTS
Affiliate commission payments will be paid per commission month. Affiliate will receive commission as a percentage of net revenue from FTCs brought by Affiliate. Standard commission is 15% – Commission is based on monthly results and may be withheld to verify accuracy of reporting.
Subject to Active Affiliate status, identity and tax form provisions, commissions are paid between 2 and 6 weeks after the last day of commission month. Calculation and payment of Affiliate commissions will be at the sole discretion of Thielo Inc. Payments shall be made in United States dollars and will be subject to reasonable processing fees. A minimum balance of $300 is required before Affiliate payment is released. Amounts below that shall be accrued until the $300 threshold is reached. Additionally no payment will be made to a Affiliate who has not sent a minimum of 2 FTCs. Affiliate must request payment in order for affiliate payment to be processed. Affiliate is solely responsible for the accuracy of payment information, Thielo Inc. will not be held responsible for payments sent to incorrect payment information.
In no event will Thielo Inc. be held liable for payments related to end user customers who did not follow approved and properly utilized marketing materials. Thielo Inc. retains the right to amend or change marketing materials and it is the sole responsibility of the Affiliate to remain compliant with such changes.
In the event that Thielo Inc., in its sole and complete discretion suspects a Affiliate and/or the FTCs sent by the Affiliate to be engaged in any form of fraud, illegal or unauthorized behavior, the program retains the right to withhold payment and investigate such activity for up to 180 days. Thielo Inc. will not be held responsible for any loss of revenue or interest from such withholdings. In the even that Thielo Inc. in its sole discretion finds any form of fraudulent activity, no commissions will be derived and any existing reporting will be amended to reduce the fraudulent portion of earnings or the entirety of earnings both past and present in respect to such violations.
It is the Affiliate’s sole responsibility to comply with any taxation, reporting and/or money laundering laws and regulations related to Affiliates payment method and local, state, and federal jurisdiction and/or in Affiliate’s country of residence. The program has a policy to request IRS Form 1099-MISC and/or other appropriate forms to any Affiliate who receives any payment in a calendar year. Thielo Inc. reserves the right to withhold payment and any amount required to be withheld by law until all appropriate forms have been completed and received.
Affiliate understands that all customer data and accounts are the sole property of Thielo Inc. and that the current agreement in no way constitutes the relinquishment of such property. As such, Thielo Inc. has the right to close or refuse customer purchases in the program’s sole discretion.
RELATIONSHIP OF PARTIES
Thielo Inc. and the Affiliate are independent contractors and nothing in this agreement shall be construed to imply, create or in any way assume any other relationship including but not limited to partnership, agency, franchise, employment, investor, sales representative, joint venture, endorsement or contribution between the two parties.
LIMITED LICENSE AND INTELLECTUAL PROPERTY
Thielo Inc. provides Affiliates with “Licensed Materials” for the promotion of Thielo Inc., which include all media and intellectual property made available to Affiliates via the program website. These include but are not limited to trade name, trademarks, logos, coupons, service marks, API access and others. Program grants the Affiliate a non-transferable, non-exclusive right to use such Licensed Materials. Thielo Inc. grants express permission to use Licensed Materials for the purposes of identifying participation in the program and advertising of the Thielo Inc. services and products to obtain FTCs. Affiliate may not modify Licensed Materials in any way nor shall the Affiliate use the Licensed Materials for purposes not expressly specified in this agreement. Thielo Inc. retains all intellectual property rights to all Licensed Materials and retains the right to modify guidelines for Licensed Materials use at any time and revoke such license without prior notice to the Affiliate.
Licensed Materials cannot be sold, re-assigned, sub-licensed or in any way transferred by Affiliate to any other party for any reason whatsoever. Additionally Affiliate may not use licensed materials to register domain names, use in website URLs, bid on trademark names on advertising platforms or register trademarks related to Thielo Inc. intellectual property.
MARKETING PRACTICES DISCLOSURE
Affiliates are required to disclose all sources of user acquisition in full. Thielo Inc. will request Affiliates disclose such information at the time of program enrollment, as well as at any time during the Affiliate’ promotional efforts. Itemized breakdown with sign up list by source of all sources can be required of Affiliate who are engaged in media buys, affiliate networks, lead generation or other such efforts. Failure to comply with this or any other part of this agreement can result in account closure and earnings withholding, notwithstanding any other remedy available to Thielo Inc. based on unauthorized behavior.
TERM AND THE AGREEMENT AND TERMINATION
The term of this agreement shall begin on the date that Thielo Inc. approves Affiliate enrollment application and shall end at the time either party terminates agreement as set forth in these Terms and Conditions. Termination can be initiated at any time, with or without cause, by either party providing the other party with written notice of termination. Upon termination, it is the Affiliate’s responsibility to immediately cease use of all Marketing Materials and Thielo Inc. trademarks provided by the program and remove all mentions of Thielo from Affiliate site. Commissions shall only be paid on FTCs acquired and customer deposits made during the active term of this agreement, and only for customers and deposits acquired in accordance the terms and conditions set forth herein. In the event of an outstanding balance being owed to Affiliate at the time of termination, Thielo Inc. retains the right to withhold such balance for a reasonable time to ensure against fraud and program abuse. Termination of this agreement shall not extinguish the obligation of Affiliate or program toward each other on any points of this agreement that are designed to survive termination of agreement.
LIMITATION OF LIABILITY
AFFILIATE EXPRESSLY AGREES THAT ANY USE OR ACCESS OF THE PROGRAM AND PARTICIPATION IN THE PROGRAM IS AT THE AFFILIATE’S OWN RISK AND THAT THE PROGRAM IS PROVIDED ON AN ‘AS IS’ BASIS WITHOUT ANY IMPLIED, EXPRESS OR ANY TYPE OF WARRANTY WHATSOEVER. IN NO EVENT SHALL THIELO INC, ITS LICENSORS, SUPPLIERS, 3RD PARTY PROVIDERS, EMPLOYEES, DIRECTORS, OFFICERS, SHAREHOLDERS OR REPRESENTATIVES BE HELD LIABLE FOR ANY SPECIAL, CONSEQUENTIAL DIRECT OR INDIRECT DAMAGES, LOSSES OR ISSUES ARISING FROM THE USE OF THE PROGRAM, EVEN IF THEY ARISE FROM NEGLIGENCE, FRAUD OR ABUSE BY THIELO INC’S LICENSORS, SUPPLIERS, 3RD PARTY PROVIDERS, EMPLOYEES, DIRECTORS, OFFICERS, SHAREHOLDERS OR REPRESENTATIVES OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH CLAIMS.
NO WARRANTIES
THIELO INC DISCLAIMS ANY AND ALL WARRANTIES EXPRESSED OR IMPLIED ON BEHALF OF THIELO INC, THE PROGRAM, ITS LICENSORS, SUPPLIERS, 3RD PARTY PROVIDERS, EMPLOYEES, DIRECTORS, OFFICERS, SHAREHOLDERS OR REPRESENTATIVES INCLUDING BUT NOT LIMITED TO THE TITLE OR MERCHANTABILITY OF SERVICES, THE PROFITABILITY OF THE PROGRAM, THE AVAILABILITY OF SERVICES AND/OR PRODUCTS, THE ACCURACY OF INFORMATION OR CONTENT, THE FUNCTIONING OF SYSTEMS, REPORTING, PRODUCTS, PROCESSING, TRACKING OR RELIABILITY OF SUCH PRODUCTS OR ANY AND ALL SERVICES OFFERED BY THIELO INC DIRECTLY OR INDIRECTLY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THIELO INC MAKES NO WARRANTIES AS TO ANY FUNCTIONING, RELIABILITY, ACCESS OR ACCURACY OF ANY OF OF THE PRODUCTS THIELO INC OFFERS, SERVICES OR PROGRAMS UNLESS SPECIFICALLY STATED OTHERWISE IN THIS AGREEMENT.
AFFILIATE AGREES TO HOLD THIELO INC AND THE PROGRAM, ITS LICENSORS, SUPPLIERS, 3RD PARTY PROVIDERS, EMPLOYEES, DIRECTORS, OFFICERS, SHAREHOLDERS OR REPRESENTATIVES HARMLESS FOR ANY INTERPRETED OR IMPLIED WARRANTIES AND FOR THE LOSS OR POTENTIAL LOSS OF REVENUE, REPUTATION, DATA, CONTENT, SYSTEMS, OR ATTORNEY FEES THAT MIGHT ARISE FROM SUCH INTERPRETATIONS, EVEN IF THE LOSSES, POTENTIAL LOSSES OR ISSUES ARISE FROM NEGLIGENCE OR ABUSE BY THIELO INC AND THE PROGRAM, ITS LICENSORS, SUPPLIERS, 3RD PARTY PROVIDERS, EMPLOYEES, DIRECTORS, OFFICERS, SHAREHOLDERS OR REPRESENTATIVES, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH CLAIMS.
INDEMNITY
Affiliate shall indemnify and hold harmless Thielo Inc. and the Program, its licensors, suppliers, 3rd party providers, employees, directors, offices, shareholders or representatives from any loss, damages or injury or other losses arising from the access, use or promotion of the services and products offered by the aforementioned parties, including, but not without limitation to the use of systems, breach of Terms and Conditions contained herein, performance of Affiliate duties in accordance this agreement, injury directly or indirectly caused by Affiliate’s negligence, omissions, unauthorized use of marketing materials and intellectual property or intentional or unintentional acts that contradict local, state or federal legislation or the terms and conditions contained herein.
CONFIDENTIALITY
Expect as required by law or as specifically stated in this agreement, both parties agree to keep private and not disclose any information related to this agreement, the marketing materials, the terms of this agreement, the financial results of promotion, pricing and sales information, vender information, trade secrets and any and all information exchanged between the two parties collected directly or indirectly through the use of the program and the Thielo Inc. services and products and the information disclosed by Thielo Inc. licensors, suppliers, 3rd party providers, employees, directors, offices, shareholders or representatives, except to the extent that any such information is already public information or can be sourced through public information databases. This provision shall survive for 5 years after termination of agreement. In the event that the Affiliate publishes any piece of confidential information for public or private group viewing, Thielo Inc. retains the right to publish additional information to the same source or to similar sources to clarify or place in perspective any information originally published by Affiliate.
MODIFICATIONS
Thielo Inc. may at their sole discretion, amend, edit or modify this Agreement in part or in whole at any time and without prior notice to the Affiliate. The Affiliate will be bound and subject to any such editions upon the publishing of such changes on the Thielo Inc. website or via the communication of such changes by Thielo Inc. via any electronic or written medium. Thielo Inc. therefore encourages Affiliates to regularly review the terms and conditions to ensure acceptability of such changes. In the event that the Affiliate finds any part of this agreement or any change or modification to this agreement unacceptable, the only available recourse the Affiliate shall have is the severance of the agreement as stipulated within this agreement. Continued participation in the program constitutes unwavering acceptance of any and all points contained herein.
INDEPENDENT COUNSEL
By utilizing the program and any and all Thielo Inc. services and products the Affiliate agrees to have conducted full and independent investigation as to the viability, legality and desirability of the program and the terms and conditions associated to the program and contained on this and other pages related to Thielo Inc. and the program. Affiliate agrees that usage of the program is not based on the warranties or statements provided by the program as part of the program’s marketing materials or any other materials published by Thielo Inc. or company representatives or any other company in any way associated or connected to the company.
GOVERNING LAW
This agreement shall be construed and governed by the laws of the United States of America and the state of Delaware. Any disputes shall be settled by the courts of this state and shall be binding to both parties. A failure of enforcement of the terms and conditions contained in this agreement or the laws of the United States of America or Delaware will in no way constitute a waiver by Thielo Inc. to the rights and enforcement provided by this agreement and related laws.