Affiliate Terms

Last modified Dec 2013
Accepting these Terms
In order to use the Affiliate Program, you must first agree to these Terms. If you do not agree to these Terms, you may not use the Affiliate Program.

You can accept these Terms by:
— Clicking to accept or agree to these Terms, where the option is made available to you by Enjin during the registration process.
— By using the Affiliate Program. In this case, you understand and agree that Enjin will treat your use of the Affiliate Program as acceptance of these Terms from the point of use and onwards.

Do not use the Affiliate Program if (a) you are not of legal age in your jurisdiction to form a binding contract with Enjin, or (b) have not received explicit consent from a parent or legal guardian.
In this Agreement

"Affiliate Program" means a performance-based marketing program operated by Enjin that enables Affiliates to promote Enjin and its content in exchange for commission fees.

"Affiliate Panel" means a web based application which provides Affiliates access to tracking and reporting tools and other support services.

"Enjin Website" means

"Distribution Media" means Affiliate's Internet web site(s), email lists, other segments or spaces on Affiliate web site(s) and web-based services upon which Affiliate Links may be displayed;

"Affiliate Link(s)" is the tracking code that Enjin makes available to Affiliate that is used for linking from Affiliate's Distribution Media to Enjin Website, and may include banners, text, search boxes, buttons, or other graphics or devices. All Links used in the Program will be indicated in the Enjin Affiliate Panel;

"Referred User" means a user who:
(i) Clicked on an Affiliate Link on the Affiliate Distribution Media, and lands on the Enjin Website;
(ii) Receives an active cookie from Enjin Website that will expire and no longer be active after 30 days;
(iii) Successfully signs up with Enjin Website with an active cookie;
(iv) Has no other active cookie associated with another Affiliate of Enjin;
(iiv) Has not created an Enjin website before

"Qualified Transaction" means a sale transaction where a Referred User:
(i) Purchases one or more Enjin plans on a monthly subscription, layouts or headers.
(ii) Remits full payment to Enjin;

"Intellectual Property Rights" includes all existing, contingent and future intellectual property rights (in all countries and territories and by all manner and means and in all forms, languages, formats and media now known or in the future invented) including rights of copyright and moral rights, confidential information and trade secrets, patents, registered and unregistered trade marks and designs (whether registrable or not);

"Notice" is any notice, communication or statement relating to this Agreement will be in writing and deemed effective: (a) upon delivery when delivered in person; (b) when delivered from and to the email addresses of the parties as follows;

Enjin at the email address listed on its website or; Affiliate at the email address listed in their own Affiliate Panel
Enjin hereby grants to Affiliate a revocable, limited, non-exclusive, non-transferable, non-sub-licensable license to display the Affiliate Links provided by Enjin to Affiliate subject to the terms and conditions of this Agreement and any usage guidelines communicated, in advance, by Enjin to Affiliate from time to time.

The parties acknowledge and agree that, except for the rights and licenses expressly granted by each party to the other party under this Agreement, each party will retain all right, title and interest in and to its intellectual property and all content, information and other materials on its respective Web sites, and nothing contained in this Agreement will be construed as conferring upon such party, by implication, operation of law or otherwise, any other license or other right.
Commissions & Payments
Enjin agrees to pay Affiliate 25% of commission fees for each Qualified Transaction.

Enjin agrees to pay Affiliate commissions fees for all Qualified Transactions on a minimum $50 increment basis and requires a minimum 2 unique Referred Users with Qualified Transactions.

All payment obligations will be based upon tracking and reporting provided by Enjin.

All Affiliate payments will be made in U.S dollars.

Affiliates will have the option to click "Pay me" on their commissions on a minimum $50 increment basis and requires 2 unique Referred Users with Qualified Transactions.

Enjin will pay to the designated Paypal email address set by the Affiliate in the Affiliate Panel, within thirty (30) days Affiliate clicks the "Pay Me" button in the Affiliate Panel via the following method:
(i) Paypal

A user's purchase of multiple items as part of one transaction will count as one transaction, regardless of the number of products purchased.

If a sale is canceled or refunded, any paid commission will be deducted from a subsequent commission payment.

Affiliate commissions will not be paid based upon amounts that are attributable to
(i) Credit card fraud, charge backs, payment reversals.
(ii) Paypal fees, third party transaction fees, credit card merchant fees.
(iii) Credits given to customers, discounts, rebates granted.
(iv) Over-payments to Affiliate, duplicate entries or other clear bona-fide errors.

Enjin reserves the right to deduct any commission paid for a product or service for any reason where the previous commission was overpaid or later subject to reduction.

Amounts credited to Affiliates account will not bear interest.
Responsibilities of Affiliate
At Your own discretion, You may determine which Link to display through your Distribution Media. Any Link displayed by You will be displayed on the terms and conditions in this Agreement.

You agree and warrant that you will not engage in any of the following prohibited activities:
(i) promote or conduct any illegal or fraudulent activity through the Distribution Media;
(ii) engage in any pop-up or pop-under advertising provided, supported or involving any third party to generate impressions, clicks, or transactions;
(iii) use any cookie, device, program, robot, iframes, hidden frames, popup windows or any other operation or process that interferes with Enjin's ability to properly identify and track Qualified Transactions;
(iv) use invisible methods to generate impressions, clicks, or transactions that are not initiated by the affirmative action of the end user;

In addition to any other remedies that may be available, if you engage in any such prohibited activities, Enjin may immediately terminate this Agreement or the display of any particular Link.

You will be solely responsible for the development, operation, and maintenance of all your Distribution Media.

You may use Links within e-mails that you send to Your registered users. Use of such Links is subject to all of the requirements and restrictions respecting Links generally as set forth in this Agreement. E-mails making reference to Enjin, that include Links, or that concern any other aspect of the Program, may be sent only to individuals who have elected to receive such e-mails. "Spamming," including the sending of unsolicited electronic communications, will not be tolerated and may lead to termination of this Agreement.
Disclaimer & Warranties
Enjin makes no representation of warranties whatsoever, regarding potential income that may result from participation in Affiliate Program and Enjin specifically disclaims any and all warranties in regards to the Affiliate's earning potential.

Enjin will make every reasonable effort to accurately track and pay commission fees for all Qualified Transactions that belong to or are credited to Affiliate. Enjin is not responsible for technical problems, acts by third parties, or other events outside Enjin's reasonable control which may temporarily interfere with, disrupts or diminish tracking or service.

Enjin shall not be held liable for any indirect, incidental, special or consequential damages or any loss of revenue or profits arising under or with respect to this Agreement or Affiliate Program. Enjin's total liability arising from this Agreement or Affiliate Program shall not exceed the total commissions paid or payable by Enjin.

Enjin is responsible for handling all customer inquiries, fulfilling product and service orders, customer billing and collection of monies.

Enjin's pricing of products and services is totally within Enjin's discretion and Enjin reserves the right to change the pricing structure, terminate any special offers, discontinue products or services, or change the terms under which products or services are offered at any time, without any advance notice to Affiliate.
Term & Termination
Affiliate can terminate this Agreement at any time for any reason by providing twenty (20) days' prior notice to Enjin.

Enjin can terminate this Agreement at any time for any reason by providing twenty (20) days' notice to Affiliate.

The definitions in this Agreement, will survive the termination of this Agreement, along with any other provisions that by their express terms do, or by their nature should, survive.

The term of this Agreement will begin by Your acceptance of this agreement.

Upon termination, Affiliate will promptly remove all Affiliate Links and Program-related content from Your Distribution Media.

Enjin agrees to continue to provide access to the Affiliate Panel to view all Qualified Transactions from all Referred Users created during the Term of this agreement, and for a further 3 months after termination of this agreement.

Enjin agrees to pay Affiliate commission fees for all Qualified Transactions from Referred Users created during the Term of this agreement within 30 days after termination of this agreement.
Ownership of Trademarks and Proprietary Rights
Nothing contained in this Agreement will give Affiliate any right, title or interest in or to the Links, Enjin Website or any intellectual property of Enjin or the goodwill associated therewith.

Neither party will use the other party's Intellectual Property in a manner that disparages the other party, its products or services, blurs, dilutes or otherwise diminishes the other party's trade names, trademarks, service marks or other intellectual property, or portrays the other party or its products or services in a false, competitively adverse or negative light.

Referred users who buy Enjin products or services will be deemed to be customers of Enjin. Accordingly, all Enjin rules, policies, and operating procedures concerning customer orders, customer service, and product sales will apply to such customers with respect to their transactions at Enjin. We may change our policies and operating procedures at any time consistent with applicable laws.

Each party owns and shall retain all right, title and interest in its Intellectual Property.
Reporting Disputes
If Affiliate disputes the content of any reporting provided by Enjin via the Affiliate Panel, Affiliate will notify Enjin, in writing, within thirty (30) days, after which time such report, and any payment related thereto, will be deemed final and correct. Any dispute between Enjin and Affiliate regarding such report will be investigated and resolved by and between Enjin and Affiliate.
Relationship of Parties
The parties are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties.
Indemnity, Limitation of Liability
Both parties agree to indemnify, defend and hold harmless each party (and its respective officers, directors, employees, shareholders and agents) from and against any and all liability claims, losses, damages, injuries or expenses (including reasonable attorneys' fees) directly or indirectly arising from or relating to any breach of this Agreement or any applicable law or regulation by each party.
Force Majeure
Neither party will be liable by reason of any failure or delay in the performance of its obligations on account of strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, governmental action, labor conditions, earthquakes or any other cause which is beyond the reasonable control of such party.
Governing Law
This Agreement must be interpreted and governed by the law of the State of and the Commonwealth of Australia as applicable. If a dispute arises in relation to this Agreement it must be subject to the exclusive jurisdiction of the courts of New South Wales and the Commonwealth of Australia.
Entire Agreement
This Agreement sets forth the entire agreement and understanding of the parties pertaining to its subject matter, and merges all prior discussions and writings between them with respect to the contents of this Agreement. If any provision of this Agreement is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable.
Headings of sections are for the convenience of reference only.

Enjin's failure to enforce your strict performance of any provisions of this Agreement, will not constitute a waiver of Enjin's right to subsequently enforce such provisions or any other provision of this Agreement.
The individual who accepts this agreement, has read and accepted the terms, conditions and disclosures associated with this Agreement.