The Ecademy Press Affiliate Terms
Affiliates Programme Terms and Conditions
Welcome to the Affiliates Programme on Ecademy Press This Agreement contains the complete terms and conditions that apply to thr participation of an individual or entity in the Affiliates Programme on www.ecademy-press.com (the “Programme”).
As used in this Agreement, “we” (and “us” and “our”) means Ecademy Press Ltd (a UK company) and “you” (and “your”) means the applicant. “Site” means a World Wide Web site and, depending on the context, refers either to our site at www.ecademy-press.com or to your site.
1. Enrolment in the Programme
To enrol in the programme, you need to submit a complete application via our site. Applications will normally be accepted automatically and we will notify you by email of this. We serve the right to reject your application or revoke your membership, if we determine (at our sole discretion) that your site is unsuitable for the Programme. Unsuitable sites include, but are not limited to, those that:
promote sexually explicit materials
promote violence
promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
promote illegal activities
breach intellectual property rights
Participation in the Programme is limited to parties that lawfully can enter into and form contracts under applicable law. For example, minors are not allowed to participate in the Programme.
2. Links on Your Site
We grant you a revocable, non-exclusive, worldwide, royalty-free licence for the duration of the term of this Agreement, solely for purposes of facilitating referrals from your site to our site, to establish and maintain lists and links as set out below:
Product Links: You may select one or more Products to list on your site. A “Product” is any product or service listed on the ecademy-press.com Site that is fulfilled or carried out by us or on our behalf. For each selected Product, you will display on your site a short description, review, or other reference. You will be responsible for the content, style and placement of these references. You will provide a Special Link (as defined below) from each Product reference on your site to the corresponding ecademy-press.com online catalogue entry. Each link will connect directly to a single item in our online catalogue. You may add or delete Products (and related links) from your site at any time without our approval. You may not list products on your site that are not “Products” as defined above.
General Links to Ecademy Press: You may provide a general link on your site to our homepage www.ecademy-press.com or to our bookshop directly at www.ecademy-press.com/catalog . We will provide you with guidelines and graphical artwork to use in linking to Ecademy Press pages.
To permit accurate tracking, reporting, and referral-fee accrual, we will provide you with special “tagged” link formats to be used in all links between your site and our site. You must ensure that each of the links between your site and our site properly utilizes such special link formats. Links to our site placed on your site pursuant to this Agreement and which properly utilize such special link formats are referred to as “Special Links.” You will earn referral fees only with respect to activity on our site occurring directly through Special Links; we will not be liable to you with respect to any failure by you to use Special Links, including to the extent that such failure may result in any reduction of amounts that would otherwise be paid to you pursuant to this Agreement.
You acknowledge that, by participating in the Affiliates Programme and placing any of the above links within your site, we may receive information from or about visitors to your site or communications between your site and those visitors. Your participation in the Affiliates Programme constitutes your specific and unconditional consent to and authorization for our access to, receipt, storage, use, and disclosure of any and all such information, consistent with the policies and procedures set forth in our most recent Privacy Policy.
Except for the licence granted under this Section 2, you do not obtain any rights under this Agreement in any intellectual property, including, without limitation, any intellectual property with respect to the Special Links, link formats, technical specifications, guidelines or graphical artwork referenced above, or with respect to the ecademy-press.com domain name.
You acknowledge and agree that you will:
use any data, images, text, or other information obtained by you from us or our site in connection with this Agreement (“Content”) only in a lawful manner and only in accordance with the terms of this Agreement
not modify or alter any Content that consists of a graphic image, other than to resize it;
not edit any Content that consists of text, other than to shorten its length;
not sell, redistribute, sublicense or transfer any Content;
not use any Content in a manner intended to send sales to any site other than the Ecademy Press Site
promptly delete any Content that is no longer displayed on the Ecademy Press Site or that we notify you is no longer available for your use.
3. Order Processing
We will process Product orders placed by customers who follow Special Links from your Site to the Ecademy Press Site. We reserve the right to reject orders that do not comply with any requirements that we periodically may establish. We will be responsible for all aspects of order processing. Among other things, we will prepare order forms; process payments, cancellations and returns; and handle customer service. We will track sales made to customers who purchase Products using Special Links from your site to our site and will make available reports summarising this sales activity. The form, content and frequency of the reports may vary from time to time at our discretion. To permit accurate tracking, reporting and fee accrual, you must ensure that the Special Links between your site and our site are properly formatted. We will not be liable for paying referral fees on purchases that are not correctly tracked and reported because the links between your site and our site are not properly formatted.
4. Referral Fees
In consideration for the advertising services provided by you under this Agreement we will pay you Referral Fees on certain Product sales to third parties in accordance with sections 5 and 6 below. For a product sale to generate a referral fee, the customer must follow a Special Link (in the format specified by us) from your site to the Ecademy Press Site and add the Product to his or her shopping cart. The session ends when 4 hours elapses from the customers initial click-through, or the customer orders the Product. We will only pay referral fees on such Products after order, payment and shipping have occurred. We will not, however, pay referral fees on any Products that are added to a customers Shopping Basket or purchased by any other method offered by Ecademy Press from time to time, after the customer has re-entered our site (other than through a Special Link from your site), even if the customer previously followed a link from your site to our site. Further, we will not pay referral fees on any Products purchased from any other site operated by us.
5. Referral Fee Schedule
During each calendar quarter, for Qualifying Products sold during sessions initiated through Special Links on your site, you will earn (subject to the other terms of this Agreement) referral fees at the rate set out in your Affiliate Profile on the Ecademy Press site.
6. Fee Payment
We will pay you referral fees on a quarterly basis. We will send you payment for the referral fees earned on Qualifying Products that were dispatched during that quarter, less any taxes that we are required by law to withhold. We will pay your referral fees by one of the following methods: (a) by PayPal to the user details set up on your account or by (b) by sending you a cheque (a UK cheque drawn on a UK bank) for the referral fees earned. We will make one or more of these payment methods available to you, in our sole discretion. You may select your preferred payment method only from those that we make available to you. We will withhold referral fees until the total amount due is at least £30.00 (or until this Agreement terminates, if earlier). If a Product that generated a referral fee is returned by the customer, we will deduct the corresponding fee from your next quarterly payment. If there is no subsequent payment, we will send you an invoice for the fee. All payments under this Agreement will be made in Great British Pounds sterling.
7. Policies and Pricing
For the avoidance of doubt, customers who buy Products through this Programme will be customers of the Ecademy Press Site. Accordingly, all Ecademy Press Site rules, policies and operating procedures concerning customer orders, customer service and Product sales will apply to those customers. We may change our policies and operating procedures at any time. For example, we will determine the prices to be charged for Products sold under this Programme in accordance with our own pricing policies. Product prices and availability may vary from time to time. Because price changes may affect Products that you already have listed on your site, you must not include price information in your Product descriptions unless we serve those prices through our links. We will use commercially reasonable efforts to present accurate information, but we cannot guarantee the availability or price of any particular Product.
8. Identifying Yourself as an Affiliate
You may not issue any press release with respect to this Agreement or your participation in the Programme without our prior written consent, which may be given or withheld in our sole discretion. Doing so may result in your termination from the Programme. You may contact us via an our Contactpage if you wish to apply for written consent. In addition, you may not in any manner misrepresent or embellish the relationship between us and you, or express or imply any relationship or affiliation between us and you or any other person or entity except as expressly permitted by this Agreement (including by expressing or implying that we support, sponsor, endorse, or contribute money to any charity or other cause. We may make available to you a small graphic image that identifies your site as a Programme participant. You must display this logo or the phrase “In association with Ecademy Press” somewhere on your site. We may modify the text or graphic image from this notice from time to time.
9. Limited Licence
We grant you a nonexclusive, revocable right to use the graphic image and text described in Section 8 and such other text or images for which we grant express permission, solely for the purpose of identifying your site as a Programme participant and to assist promote the sale of Products on our Site. You may not modify the graphic image and text or any of our images in any way. We reserve all of our rights in the graphic image and text, any other images, our trade names and trademarks, and all other intellectual property rights. You agree to follow our Trademark Guidelines, as those guidelines may change from time to time. We may revoke these rights at any time by giving you written notice.
10. Responsibility for Your Site
You will be solely responsible for the development, operation and maintenance of your Site and for all materials that appear on your Site. For example, you will be solely responsible for:
the technical operation of your site and all related equipment;
creating and posting Product descriptions on your Site and linking those descriptions to the Ecademy Press Site catalog using Special Links;
the accuracy and appropriateness of materials posted on your Site (including, among other things, all Product-related materials)
ensuring that materials posted on your Site do not breach or infringe upon the rights of any third party (including, for example, copyrights, trademarks, database rights, privacy or other personal or proprietary rights);
ensuring that materials posted on your Site are not defamatory or illegal.
We disclaim all liability for these matters. Further, you will indemnify and hold us harmless from all claims, damages and expenses (including, without limitation, legal fees) relating to the development, operation, maintenance and contents of your Site.
11. Term of the Agreement
The term of this Agreement will begin upon our acceptance of your Programme application (notified by email) and will end when terminated by either party. Either you or we may terminate this Agreement at any time, with or without cause, by giving the other party written notice of termination. You are only eligible to earn referral fees on sales of Qualifying Products occurring during the term and fees earned up to the date of termination will remain payable only if the related orders are not cancelled or returned. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid.
12. Modification
We may modify any of the terms and conditions contained in this Agreement, at any time and at our sole discretion, by posting a change notice or a new agreement on our site. Modifications may include, for example, changes in the scope of available referral fees, fee schedules, payment procedures and Programme rules. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT. YOUR CONTINUED PARTICIPATION IN THE PROGRAMME FOLLOWING OUR POSTING OF A CHANGE NOTICE OR NEW AGREEMENT ON OUR SITE WILL CONSTITUTE BINDING ACCEPTANCE OF THE CHANGE.
13. Relationship of Parties
You and we are independent contractors and nothing in this Agreement will create any partnership, joint venture, agency, mandate (“Mandat”) or representation, franchise, sales representative, or employment relationship between the parties. You will have no authority to make or accept any offers or representations, declarations, guarantees, obligations or warranties on our behalf, including with respect to our Products or services. You will not make any statement or representation, whether on your site or otherwise, that that reasonably would contradict anything in this section.
14. Limitation of Liability
We will not be liable for any business loss (including loss of profits, revenue, contracts, anticipated savings, data, goodwill or wasted expenditure) or any other indirect or consequential loss arising in connection with this Agreement or the Programme if such losses were not reasonably foreseeable to both you and us when this Agreement was formed. Further, our aggregate liability arising with respect to this Agreement and the Programme will not exceed the total referral fees paid or payable to you under this Agreement at the time that the event giving rise to the liability arises.
Notwithstanding the previous paragraph, nothing in this Agreement will operate to exclude: (i) liability for death or personal injury arising as a result of the negligence of either party, its employees, agents or authorised representatives, (ii) either party’s contractual liability for gross negligence or wilful misconduct, or (iii) any liability which may not be excluded or limited under the applicable law.
15. Disclaimers
To the fullest extent permitted by law, we make no express or implied warranties or representations with respect to the Programme or any Products sold through the Programme (including, without limitation, warranties of fitness, merchantability, non-infringement or any implied warranties arising out of a course of performance, dealing, or trade usage), and the same are hereby excluded. In addition, we make no representation, declarations or guarantees that the operation of our site will be uninterrupted or error-free and none of us will be liable for the consequences of any interruptions or errors.
16. Independent Investigation
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO ALL ITS TERMS AND CONDITIONS. YOU UNDERSTAND THAT WE MAY AT ANY TIME (DIRECTLY OR INDIRECTLY) SOLICIT CUSTOMER REFERRALS ON TERMS THAT MAY DIFFER FROM THOSE CONTAINED IN THIS AGREEMENT OR OPERATE WEB SITES THAT ARE SIMILAR TO OR COMPETE WITH YOUR WEB SITE. YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THE PROGRAMME AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE OR STATEMENT OTHER THAN AS SET FORTH IN THIS AGREEMENT.
17. Miscellaneous
This Agreement will be interpreted, construed and enforced in all respects in accordance with the laws of England without reference to the rules governing choice of laws, and you irrevocably submit to the non-exclusive jurisdiction of the English Courts. You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of and enforceable against the parties and their respective successors and assigns. Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Agreement. Notwithstanding any other provision in this Agreement, nothing in this Agreement is intended to confer on any third party any right to enforce any terms of this Agreement.