COACHING ADVOCATES AFFILIATE TERMS
By accepting these terms and conditions, you are agreeing to either (but not both) the:
In the event of any uncertainty, the default terms that will apply to you will be the THIRD PARTY AFFILIATE TERMS. The COACHING ADVOCATES’ COACHES TERMS only ever apply to coaches who are employed or engaged by Coaching Advocates to provide services for and/or on behalf of Coaching Advocates.
1. THIRD PARTY AFFILIATE TERMS
1.1 WELCOME
These terms (Affiliate Terms or Agreement) apply specifically to those people with whom we have agreed may refer our goods and services via our website to new customers (Affiliates). New customers are customers who have not previously purchased from us either before they used your affiliate link or who have indicated via our drop-down menu that they heard about us from you.
By agreeing to be an Affiliate of Coaching Advocates, these Affiliate Terms shall form an Agreement between us and you.
When we say ‘us’, ‘we’ or ‘our’ in these Affiliate Terms we are referring to Coaching Advocates Pty Ltd.
1.2 YOUR RIGHTS AND RESPONSIBILITIES
You must comply with all laws or regulations governing advertising and marketing in the jurisdiction in which you are located.
1.3 OUR RIGHTS AND RESPONSIBILITIES REGARDING THE PROGRAM
As an approved affiliate of Coaching Advocates, you may be entitled to either a 10% commission payment on our goods and services based on your eligible referrals, be allocated a transferable non-cash reward in the form of a 10% discount off our goods and services based on your eligible referrals or receive a combination thereof (Benefit) on the terms stated herein.
The Benefit may either be:
- a payment to you of ten percent (10%) of engagement revenue/sales by us (net of taxes) based on your eligible referrals or
- the granting by us of a 10% discount off engagement revenue/sales by us (net of taxes) to the person or entity that is your eligible referral or
- any combination of the preceding options that is agreed with us.
In the absence of you having made an election of the nature of the Benefit at the time the person or entity referred to Coaching Advocates engages with us, we will contact you to understand your preference.
Unless the Benefit is in the form of a discount (which will be applied at the point of sale), the Benefit (if taken as commission) will typically be paid to you within thirty (30) days of full payment having first been received by us from your eligible referral.
From time to time we may offer you additional opportunities to earn other fees or benefits from us (Other Opportunities). You will only be rewarded once and cannot rely on more than one policy, promotion or program offered by us to claim an entitlement to multiple rewards pursuant to this program and Other Opportunities. In the event of any inconsistency between Other Opportunities and this program, this program applies in priority.
Your link will not apply to purchases of:
- Coaching Advocates’ gift vouchers or
- goods or services on sale or otherwise already discounted.
1.4 OUR RIGHTS AND RESPONSIBILITIES REGARDING YOUR PARTICIPATION IN THE PROGRAM
You consent to your name being listed in drop down menus on our website whereby customers may indicate that they heard about us from you.
We have the right to monitor your content only to determine if you are following these Affiliate Terms, to notify you of any changes to your content that we feel should be made, to make sure that your link to our website is appropriate and to notify you of any changes that we feel should be made.
If you do not make the changes we feel are necessary, we reserve the right to terminate your participation in our Affiliate program at our sole discretion.
All prices for our products and services are set at our sole discretion and may change at any time.
All agreements relating to sales to customers will be between us and the customer.
This Agreement will begin upon our acceptance of you as an Affiliate and will continue unless and until terminated.
1.5 THINGS YOU MUST AVOID
You must not refer customers to us by:
- confusing them (or potentially confusing them) about whether your site is operated or endorsed by us (for example, by copying design elements from our site)
- sending unsolicited email or other messaging that in any way may constitute spam
- doing anything that would amount to a breach of any laws including, but not limited to, privacy, intellectual property and spam
- doing anything that might be confusing, misleading or deceptive to users or may impact upon our reputation (in our sole discretion)
- doing anything that is directly or indirectly in contravention of these Affiliate Terms.
We reserve the right to decide whether or not you have complied with these Affiliate Terms. If we decide that your participation in the Affiliate program does not comply with these Affiliate Terms we may, based on our sole discretion, withhold your commissions and may disable your account.
1.6 TERMINATION
Either party may end this Agreement at any time and with immediate effect, with or without cause, by giving the other party written notice. Written notice can be in the form of mail or email.
1.7 MODIFICATION
We may modify any of the terms and conditions in this Agreement, other than the quantum of the Benefit, at any time in our sole discretion on the provision of 20 business days’ notice to you.
Your continued participation in our Affiliate program following any change notice will indicate your acceptance of all changes therein.
If any modification is unacceptable to you, your sole recourse is to end this Agreement.
1.8 PAYMENT OF CASH BENEFITS AND REVERSALS
We will pay any commissions on all qualifying Affiliate sales (net of taxes) made via our website. Sales mean the paid sale or subscription initiating from any new customer you referred who either makes their purchase of goods or services from our website using your unique generated link or links (as the case may be), or who indicates via our drop down menus that they heard about us from you, but does not include amounts collected for taxes, duties, or credits for refunds or charges.
Use of the link/s and the drop down menus by the customer is dependent upon the:
- customer’s server remembering the unique generated link/s for 30 days, meaning if the customer makes a purchase from our website within 30 days of using the link/s, you will be recorded as the source of referral (assuming the customer has not wiped their cookies/cache) and
- customer correctly using the drop down menu.
We accept no responsibility for referrals that occur after 30 days or that are not attributed to you due to the customer’s set up or the lack of action or incorrect action by the customer.
Subsequent or additional sales by the person or entity engaged post the first sale (and following the payment of the commission) will not entitle you to any further fees.
Commission payments will typically be paid by us to you within thirty (30) days and are dependent upon full payment having first been received by us from the customer.
Whenever we make a payment to you as an Affiliate, you are responsible for all costs of converting the amount of the payment from Australian dollars into your preferred currency.
We do not generally permit refunds on our goods or services however, we reserve the right to do so at our sole discretion. In such a case, your commission payments may be reversed or withheld by us, acting reasonably.
1.9 GRANT OF LICENSES
We grant to you a non-exclusive, non-transferable, revocable right to:
- use the link or links we provide
- use our logos, trade names, trademarks, and similar identifying material
(collectively, the Licensed Materials) that we provide to you or authorise for such purpose in connection with such links.
You are only entitled to use the Licensed Materials to the extent that you are a member in good standing of our Affiliate program and favourably promoting Coaching Advocates’ services.
You agree that all uses of the Licensed Materials will be on behalf of Coaching Advocates and the goodwill associated therewith will inure to the sole benefit of Coaching Advocates.
You agree that we may use your proprietary materials, including but not limited to your trademark, trade name, service mark, and any other intellectual property, to reflect that you are an approved affiliate of Coaching Advocates. Our right to use said proprietary materials will cease immediately upon termination of this Agreement.
Both parties agree not to use the other’s proprietary materials in any manner that is disparaging, misleading, obscene or that otherwise portrays the party in a negative light.
Both parties reserve all of their respective rights in the proprietary materials covered by this license.
Other than the license granted in this Agreement, each party retains all right, title, and interest to its respective rights and no right, title, or interest is transferred to the other.
1.10 DISCLAIMER
We make no express or implied representations or warranties regarding our service and website or the products or services provided therein. Unless prohibited by law, any implied warranties are expressly disclaimed and excluded.
In addition, we make no representation that the operation of our website or the external provider we use to generate and track links will be uninterrupted or error free, and we will not be liable for the consequences of any interruptions or errors.
Furthermore, we accept no responsibility for the set up or operation of the customer’s or your server or IT set up.
1.11 REPRESENTATIONS AND WARRANTIES
You represent and warrant that:
- This Agreement constitutes your legal, valid, and binding obligation, enforceable against you in accordance with its terms.
- You have the full right, power, and authority to enter into and be bound by the terms of this Agreement and to perform your obligations under this Agreement, without the approval or consent of any other party.
- You have sufficient right, title, and interest in and to the rights granted to us in this Agreement.
1.12 LIMITATIONS OF LIABILITY
Neither party shall be liable to the other with respect to any subject matter of this Agreement under any contract, negligence, tort, strict liability or other legal or equitable theory for any indirect, incidental, consequential, special or exemplary damages (including, without limitation, loss of revenue or goodwill or anticipated profits or lost business), even if advised of the possibility of such damages.
Further, notwithstanding anything to the contrary contained in this Agreement, in no event shall our or your cumulative liability to you arising out of or related to this Agreement, whether based in contract, negligence, strict liability, tort or other legal or equitable theory, exceed the total commission fees paid to you under this Agreement.
1.13 INDEMNIFICATION
Each party hereby agrees to indemnify and hold harmless the other, and its subsidiaries and affiliates, and their directors, officers, employees, agents, shareholders, partners, members, and other owners or members, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable legal fees) (any or all of the foregoing hereinafter referred to as “Losses”) insofar as such Losses (or actions in respect thereof) arise out of or are based on
- any claim that its use of its trademarks infringes on any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of any third party
- any misrepresentation of a representation or warranty or breach of a covenant and agreement made by that party herein
- any claim related to its site, including, without limitation, content therein not attributable to the other party.
1.14 CONFIDENTIALITY
All confidential information, including, but not limited to, any business, technical, financial, and customer information, disclosed by one party to the other during negotiation or the effective term of this Agreement will remain the sole property of the disclosing party, and each party will keep in confidence and not use or disclose such proprietary information of the other party without express written permission of the disclosing party.
1.15 MISCELLANEOUS
You agree that you are an independent contractor, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on Your site or otherwise, that reasonably would contradict anything in this Agreement.
Neither party may assign its rights or obligations under this Agreement to any party.
This Agreement shall be governed by and interpreted in accordance with the laws of New South Wales, Australia. Both parties agree and hereby submit to the exclusive jurisdiction and venue of the courts of New South Wales, Australia with respect to any and all disputes arising from this Agreement.
This Agreement represents the entire agreement between us and you and shall supersede all prior agreements and communications of the parties, oral or written.
The headings and titles contained in this Agreement are included for convenience only and shall not limit or otherwise affect the terms of this Agreement.
If any provision of this Agreement is held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of the parties is effectuated, and the remainder of this Agreement shall have full force and effect.
2. COACHING ADVOCATES’ COACHES TERMS (LIMITED TO THE MODERN LAWYER PROGRAM)
2.1 WELCOME
These terms (Affiliate Terms or Agreement) apply specifically to those people with whom we have agreed may refer our website and courses to new customers (Affiliates), for the purpose of earning a referral fee. New customers are customers who have not previously purchased from us before they used your affiliate link.
By agreeing to be an Affiliate of Coaching Advocates, these Affiliate Terms shall form an Agreement between us and you.
When we say ‘us’, ‘we’ or ‘our’ in these Affiliate Terms we are referring to Coaching Advocates Pty Ltd.
2.2 YOUR RIGHTS AND RESPONSIBILITIES
The maintenance and the updating of your link will be your responsibility. It is imperative that you use your unique generated link for the Modern Lawyer Program page on the Coaching Advocates’ website when advertising the program. The link will not work and we will not be liable if you use any other website page on our site.
You must comply with all laws or regulations governing advertising and marketing in the jurisdiction in which you are located.
2.3 OUR RIGHTS AND RESPONSIBILITIES
We have the right to monitor your content which refers to us to determine if you are following these Affiliate Terms, to notify you of any changes to your content that we feel should be made, to make sure that your link to our website is appropriate and to notify you of any changes that we feel should be made.
If you do not make the changes we feel are necessary, we reserve the right to terminate your participation in our Affiliate program at our sole discretion.
All prices for our products and services are set at our sole discretion and may change at any time.
All agreements relating to sales to customers will be between us and the customer.
This Agreement will begin upon our acceptance of you as an Affiliate and will continue unless and until terminated.
Any pending commission balances owed to you will not be paid if your participation in our Affiliate program is terminated due to any breach of any laws or these Affiliate Terms.
2.4 THINGS YOU MUST AVOID
You must not refer customers to us by:
- confusing them (or potentially confusing them) about whether your site is operated or endorsed by us (for example, by copying design elements from our site)
- sending unsolicited email or other messaging that in any way may constitute spam
- doing anything that would amount to a breach of any laws including, but not limited to, privacy, intellectual property and spam
- doing anything that might be confusing, misleading or deceptive to users or may impact upon our reputation (in our sole discretion)
- doing anything that is directly or indirectly in contravention of these Affiliate Terms.
We reserve the right to decide whether or not you have complied with these Affiliate Terms. If we decide that your participation in the Affiliate program does not comply with these Affiliate Terms we may, based on our sole discretion, withhold your commissions and may disable your account.
2.5 TERMINATION
Either party may end this Agreement at any time and with immediate effect, with or without cause, by giving the other party written notice. Written notice can be in the form of mail or email. In addition, this Agreement will terminate immediately upon any breach of this Agreement by you.
2.6 MODIFICATION
We may modify any of the terms and conditions in this Agreement, at any time in our sole discretion on the provision of 5 business days’ notice to you.
Your continued participation in our Affiliate program following any change notice will indicate your acceptance of all changes therein.
If any modification is unacceptable to you, your sole recourse is to end this Agreement.
2.7 PAYMENT OF COMMISSIONS, AND REVERSALS
We will pay commissions on all qualifying Affiliate sales (net of taxes).
Sales mean the paid sale or subscription initiating from a new customer you referred who makes their purchase of the Modern Lawyer Program using your unique generated link, but does not include amounts collected for taxes, duties, or credits for refunds or charges.
Use of the link by the customer is dependent upon the customer’s server remembering the unique generated link for 30 days, meaning if the customer makes a purchase within 30 days of using the link, you will be recorded as the source of referral (assuming the customer has not wiped their cookies/cache). We accept no responsibility for referrals that occur after 30 days or that are not attributed to you due to the customer’s set up.
Subsequent or additional sales by the person or entity engaged post the first sale of the Modern Lawyer Program (and following the payment of the commission) will not entitle you to any further fees.
Commission payments will typically be paid by us to you within thirty (30) days and are dependent upon full payment having first been received by us from the customer.
Whenever we make a payment to you as an Affiliate, you are responsible for all costs of converting the amount of the payment from Australian dollars into your preferred currency.
We do not generally permit refunds on our products however, we reserve the right to do so at our sole discretion. In such a case, your commission payments may be reversed or withheld by us, acting reasonably.
2.8 GRANT OF LICENSES
We grant to you a non-exclusive, non-transferable, revocable right to:
- use the link or links we will enable you to generate
- in connection with such links, to use our logos, trade names, trademarks, and similar identifying material
(collectively, the “Licensed Materials”) that we provide to you or authorise for such purpose.
You are only entitled to use the Licensed Materials to the extent that you are a member in good standing of our Affiliate program and favourably promoting Coaching Advocates’ services.
You agree that all uses of the Licensed Materials will be on behalf of Coaching Advocates and the goodwill associated therewith will inure to the sole benefit of Coaching Advocates.
You agree that we may use your proprietary materials, including but not limited to your trademark, trade name, service mark, and any other intellectual property, to reflect that you are an approved affiliate of Coaching Advocates.
Both parties agree not to use the other’s proprietary materials in any manner that is disparaging, misleading, obscene or that otherwise portrays the party in a negative light.
Both parties reserve all of their respective rights in the proprietary materials covered by this license.
Other than the license granted in this Agreement, each party retains all right, title, and interest to its respective rights and no right, title, or interest is transferred to the other.
2.9 DISCLAIMER
We make no express or implied representations or warranties regarding our service and website or the products or services provided therein. Unless prohibited by law, any implied warranties are expressly disclaimed and excluded.
In addition, we make no representation that the operation of our website or the external provider we use to generate and track links will be uninterrupted or error free, and we will not be liable for the consequences of any interruptions or errors.
Furthermore, we accept no responsibility for the set up or operation of the customer’s or your server or IT set up.
2.10 REPRESENTATIONS AND WARRANTIES
You represent and warrant that:
- This Agreement constitutes your legal, valid, and binding obligation, enforceable against you in accordance with its terms.
- You have the full right, power, and authority to enter into and be bound by the terms of this Agreement and to perform your obligations under this Agreement, without the approval or consent of any other party.
- You have sufficient right, title, and interest in and to the rights granted to us in this Agreement.
- Unless otherwise agreed with us, you will not promote or sell goods or services that compete with us.
2.11 LIMITATIONS OF LIABILITY
Neither party shall be liable to the other with respect to any subject matter of this Agreement under any contract, negligence, tort, strict liability or other legal or equitable theory for any indirect, incidental, consequential, special or exemplary damages (including, without limitation, loss of revenue or goodwill or anticipated profits or lost business), even if advised of the possibility of such damages.
Further, notwithstanding anything to the contrary contained in this Agreement, in no event shall our cumulative liability to you arising out of or related to this Agreement, whether based in contract, negligence, strict liability, tort or other legal or equitable theory, exceed the total commission fees paid to you under this Agreement.
2.12 INDEMNIFICATION
You hereby agree to indemnify and hold harmless Coaching Advocates, and its subsidiaries and affiliates, and their directors, officers, employees, agents, shareholders, partners, members, and other owners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable legal fees) (any or all of the foregoing hereinafter referred to as “Losses”) insofar as such Losses (or actions in respect thereof) arise out of or are based on:
- any claim that our use of your trademarks infringes on any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of any third party
- any misrepresentation of a representation or warranty or breach of a covenant and agreement made by you herein
- any claim related to your site, including, without limitation, content therein not attributable to us.
2.13 CONFIDENTIALITY
All confidential information, including, but not limited to, any business, technical, financial, and customer information, disclosed by one party to the other during negotiation or the effective term of this Agreement will remain the sole property of the disclosing party, and each party will keep in confidence and not use or disclose such proprietary information of the other party without express written permission of the disclosing party.
2.14 MISCELLANEOUS
You agree that you are an independent contractor, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on Your site or otherwise, that reasonably would contradict anything in this Agreement.
Neither party may assign its rights or obligations under this Agreement to any party.
This Agreement shall be governed by and interpreted in accordance with the laws of New South Wales, Australia. Both parties agree and hereby submit to the exclusive jurisdiction and venue of the courts of New South Wales, Australia with respect to any and all disputes arising from this Agreement.
This Agreement represents the entire agreement between us and you and shall supersede all prior agreements and communications of the parties, oral or written.
The headings and titles contained in this Agreement are included for convenience only and shall not limit or otherwise affect the terms of this Agreement.
If any provision of this Agreement is held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of the parties is effectuated, and the remainder of this Agreement shall have full force and effect.
