This agreement contains the terms and conditions that apply to your participation in the OB Desk Inc.(Obdesk) affiliate program.
As used in this agreement, "we" means OB Desk Inc. (Ob desk) and "you" means the applicant, "website(s)" means world wide website(s) and, depending on the context, refers either to InsuranceHotline.com's website located at http://www.obdesk.com, or to the website(s) that you will link to our website. “Our program” means the OB Desk Inc. (Obdesk) affiliate program.
THIS AGREEMENT is entered into as of the date of your acknowledgement of these terms, by and between Insurance Hotline, a general partnership formed under the laws of the Province of BC (and owner of the OB Desk Inc. (Ob desk) website), located at 201, 8356 120 Street BC Canada (“Obdesk.com”), and the individual or entity desiring to participate in the OB Desk Inc. (Ob desk) affiliate program.
1. How to Enrol in the OB Desk Inc. (Ob desk) Affiliate Program:
To enrol in the program, you are required to submit a complete affiliate application through our website. We will notify at our earliest opportunity as to whether your application has been accepted or declined. We may decline your application for any reason in our sole discretion. In addition, we reserve the right to terminate this agreement and your participation in our affiliate program at any time with or without prior notice.
2. OB Desk Inc. (Ob desk) links:
Once we have accepted your website(s) into our affiliate program, we will provide you with graphic and text links to use to link to our website. To allow us to track and report the fees payable to you under this Agreement, you must not modify the provided links in any manner. Any modification of our links requires our prior consent. It is your responsibility to ensure that our links are properly displayed and integrated within your website(s). We shall have no liability arising from the improper display or integration of links that we provide including in respect of any reduction in fees that might otherwise have been earned by you under this Agreement.
These guidelines apply to your use of the Obdesk.com™ , and Obdesk™ trademarks (the "Trademarks") in materials which have been provided by Obdesk.com.
• You may use the Trademarks only for the purposes authorized by Obdesk.com.
• You may not alter the Trademarks in any manner.
• You may not display the Trademarks in any manner that implies sponsorship or endorsement by OB Desk Inc. (Ob desk)beyond your involvement in our affiliate program.
You acknowledge that all rights to our trademarks are the exclusive property of OB Desk Inc. (Ob desk) and its affiliates, and all goodwill generated through your use of our trademarks will be to the benefit of OB Desk Inc. (Ob desk)and its affiliates.
4. Restrictions on Promotional Activities and use of the OB Desk Inc. (Ob desk)Brand
You are strictly prohibited from using the OB Desk Inc. (Ob desk)brand or trade name in any online promotions which have the intention or effect of reducing the amount of direct web traffic to OB Desk Inc. (Ob desk) including traffic generated through search engines. Without limiting the foregoing, you may not:
(a) Participate in the promotion of our program through indiscriminate or unsolicited commercial emails otherwise known as “spamming”;
(b) Diminish the value of our trademarks, and/or services in any manner.;
(c) Cause or enable any insurance quotes to be made that are not in good faith, including, but not limited by, any device, program, robot, I frame, redirect, hidden frame or by any other means;
(d) Bid on or register search engine keywords, "Google® AdWords", search terms or other identifying terms or domain names that include the word "InsuranceHotline.com" or any variations thereof for use in any search engine, portal, sponsored advertising service or other search or referral service.
(e) Use any existing or future software products or services, or by any means, interfere with, replace, intercept, disrupt, hinder, or otherwise alter the web user's access, or interfere with the web user's experience at the website(s) of any affiliate of ours in a manner that causes or results in a different experience from what was intended by us;
(f) Use any existing or future software products or services or by any means block, alter, redirect, direct, substitute, insert, intercept or interfere in any manner with any click through that originates from the website(s) of any affiliate of ours resulting in the reduction of any fees or other payments earned by or owing to that affiliate.
(g) Alter any of the links we provide in such a way that they contain harmful programming subroutines such as worms or viruses.
Restrictions on paid search listings:
If you choose to participate in our affiliate program using pay per click advertising to generate leads, then you agree to the following guidelines to avoid conflict with our paid search program.
(a) your display URL must match the ultimate actual destination URL;
(b) you may not frame our website as a landing page;
(c) you may not create “redirects” or “jump pages” that immediately direct to our website.
Any claims reflected in your copy/advertising must be true and correct at any time that your ad is running.
Rules regarding promotion:
(a) You may not promote our program via postings to non-commercial newsgroups or cross-postings to multiple newsgroups at once.
(b) You may promote our program through mailings to customers or subscribers to your website, provided that the subscribers have the option to remove themselves from future mailings from you, and provided that you comply with all the applicable laws within your jurisdiction. You are allowed to promote our program via newsgroup postings to newsgroups that welcome and invite commercial messages.
(c) You must clearly represent yourself and your website as independent from OB Desk Inc. (Ob desk) the OB Desk Inc. (Ob desk) website, Obdesk.com ’s partners and their associated and affiliates companies, and any of their respective companies' websites.
You may not directly or indirectly offer any person or entity any consideration or incentive other than company agree upon, to generate leads through your affiliate links.
If we, in our sole discretion, determine that you have engaged in any activities that violate any of our rules or guidelines, we may (without sacrificing any other rights available to us) withhold fees otherwise payable to you under this agreement and/or terminate this Agreement. If we are required to enforce any of our terms, you will be liable for all of our costs of enforcing the terms of this agreement including reasonable legal fees and expenses.
All users who obtain quotes through this affiliate program are customers of OB Desk Inc. (Ob desk)and as such, all OB Desk Inc. (Ob desk)rules, policies, and operating procedures concerning these users will govern.
We may change our policies, fees paid and operating procedures from time to time in our sole discretion. If you do not agree with any changes we may make, your recourse will be to terminate your participation in our program. If you decide to no longer participate in our program, you must remove all affiliate links that were provided by us, and, if you have outstanding earnings that have not yet reached our previously stated payment threshold, you must immediately notify us, so that your account can be closed.
6. Representations and warranties:
You hereby represent and warrant as follows:
(a) This agreement constitutes your legal, valid, and binding obligation, enforceable against you in accordance with its terms.
(b) The execution, delivery, and performance by you of this agreement and the fulfillment by you of the transactions contemplated herein, shall not, with or without the giving of notice, the passing of time, or both, violate or conflict with (i) any law, rule, or regulation to which you are subject, (ii) any order, judgment, or decree that applies to you or is binding upon your property or assets, (iii) any provision of your by-laws or certificate of incorporation, (iv) any other agreement pertaining to you or binding upon your property or assets.
(c) You are the sole and exclusive owner of your trademarks, names and logos and have the right and power to use such in the manner outlined in this agreement. Your use of such trademarks, names and logos do not infringe upon any trademark(s), trade name(s), service mark(s), copyright(s), or other right(s) of any other person or entity.
You hereby agree to indemnify and hold us and our affiliates harmless from and against any and all liabilities, damages, expenses, costs and legal claims that may arise from your breach of this Agreement or other arise from your websites including, without limitation, any claims that your websites or the content of your websites violates applicable law or the rights of any third party (including intellectual property rights), or otherwise results in liability.
8. Limitation of liability:
We will not be liable for any direct, indirect, special, or consequential damages, or any loss of revenue, profits, or data arising in connection with our affiliate program and your participation in our affiliate program, even if we have been advised of the possibility of such damages or loss in advance. Furthermore, our aggregate liability arising with respect to this agreement and our affiliate program can never exceed the total fees paid or payable to you under this agreement for the then previous two (2) months.
You agree to accept the program our website as is where is without express or implied warranties or representations with respect to our program (including, without limitation, warranties of fitness, merchantability, non-infringement, or any implied warranties). We make no representations or warranties that the operation of our website will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors.
9. Term of this agreement: The term of this agreement commences with our notice to you of the acceptance of your application. Either party may terminate this agreement with prior written notice. Upon termination of this agreement for any reason, you will immediately cease use of, and remove from your website(s), all links to our website, any of our trademarks or logos, and all other materials provided by us to you in connection with our affiliate program. You will only be entitled to fees on qualifying quotes generated while this agreement is still in effect.
10. Independent contractors:
You and OB Desk Inc. (Ob desk)are independent contractors. Nothing in this agreement will create any partnership, joint venture, agency, sales representative, or employment relationship between you and OB Desk Inc. You do not have any authority to make any legally binding commitments on behalf of Obdesk Inc (OB Desk).
We may modify the terms and conditions of this agreement from time to time in our sole discretion. If we do so, we will notify affiliate program participants via email or by posting a change notice or by posting a new affiliate agreement on our website. It is your responsibility to check the OB Desk Inc. (Obdesk) website from time to time to inform yourself of any changes that may have been posted. Modifications may include changes in payable fees, payment procedures, and our affiliate program rules. If any change is unacceptable to you, your recourse shall be to terminate your participation in our program. If there are funds owing to you which have not met our payment threshold limits, you must advise us of your decision to terminate participation in our program, in order that we can make final payment (if any) and close your account. If you continue to participate in our program following the posting of a change notice or new agreement on our website you will be deemed to have accepted the change(s) we have made.
12. Governing Law:
This agreement will be governed by the laws of the Province of British Columbia and the Federal laws of Canada applicable therein. Any action relating to this agreement must be brought in the Provincial of Federal courts located in New Westminster, British Columbia and you irrevocably consent to the jurisdiction of such courts.
13. Agreement to Terms and Conditions:
You acknowledge that you have read this agreement and you agree to the terms and conditions contained herein.