Affiliate Terms

Affiliate Agreement

In accepting any payment(s) from or by submitting an affiliate application to Equalize Digital (the “Company”), you (the “Affiliate”) agree that you have read, understood, and agreed to be bound by these Affiliate Terms (the “Agreement”) in their entirety. This Agreement supersedes all other prior affiliate agreements, advertising agreements, or other arrangements whereby the Affiliate receives compensation for their referrals, whether explicit or implied, between the Affiliate and the Company.

General Definitions

“Agreement” means these Affiliate Terms.

“Affiliate” shall mean any person, business, or entity that has received approval for a commercial arrangement with Company, whereby they are compensated for referrals. May be referred to as “Party” and as part of a collective “Parties”.

“Company” shall mean Equalize Digital, Inc. May be referred to as “Party” and as part of a collective “Parties”.

Affiliate Application

In order to become an Affiliate, one must submit an affiliate application and Company must review and approve the application.

Company reviews all affiliate applications carefully and may contact the applicant to ask follow-up questions. As such, Company does not guarantee a minimum or maximum turnaround time for application review. Company will, in its sole discretion, determine whether or not to accept an affiliate application. Applicants will be notified if their application is accepted or declined. Company decision(s) are final and there is no appeals process.

If approved, Affiliate will receive a unique referral ID that can be used to promote Company’s products via special referral links. Company will also provide Affiliate with a private account dashboard where they can view their profile, referral pay-outs, and other account details.

Applying for Agency Partner Status

For affiliates interested in gaining Agency Partner status, be sure to select the relevant option in the affiliate application form. The following types of organizations typically qualify for Agency Partner status:

• Digital Marketing Agencies
• Web Development Agencies
• SEO Agencies
• Business Consultancies (with a digital focus)

Affiliate Commissions & Payouts

Affiliates that have received Company approval and have a currently active account will earn 20% affiliate commission when a customer purchases a new Accessibility Checker Pro license. The affiliate commission will be calculated against the total dollar amount in a customer’s cart (after any discounts) when referred through Affiliate’s referral ID. Affiliate commissions are only paid for purchases that can be tracked through Company’s eCommerce checkout system.

Company pays all affiliate commissions in US Dollars via PayPal. Affiliate commission pay-outs occur on a rolling monthly basis for new product purchases. In order for a pay-out to be released, all of the following conditions must be met:

1. Affiliate’s account is approved, active, and in good standing.
2. Affiliate has a working PayPal email address on file with Company.
3. Qualifying purchases are at least 30 days old and were not refunded.
4. Purchases were not made by the Affiliate or Affiliate’s subsidiaries.
5. The total pay-out balance is $25 or higher.

Upon Company’s request, Affiliate agrees to promptly submit a completed IRS W-9 form for tax reporting purposes. Failure to provide this form may result in account suspension. Company will hold any affiliate commissions earned for a maximum of 90 days.

Agency Partner Benefits

Affiliates who take the additional step to apply as an Agency Partner and are subsequently approved to receive Agency Partner status are eligible for a 20% discount on all accessibility services. Please see the “Affiliate Application” section for information on our application review and approval process. Approved Agency Partners are also eligible for a 10% referral commission on the total dollars paid over a 12-month period for qualified service-based referrals.

Qualifying for the 10% Referral Commission

Company pays Agency Partner commissions in US Dollars via PayPal or Direct Wire Transfer. Affiliate commission pay-outs occur on a rolling monthly basis and are based on the dollar value paid for services by qualified referrals for the 12-month period directly following the referral date. In order for a pay-out to be released, all of the following conditions must be met:

1. The Agency Partner’s account is currently active and has not been suspended.
2. The referred customer has never previously worked with the Company.
3. It has been 12 months or less since the referred customer was originally referred.
4. Company has received funds from the referred customer for accessibility audits, accessibility remediation, website hosting/maintenance, or a custom website project. Only services or products explicitly listed on this list item (#3) qualify.

Promotion of Company’s Products

The Parties must work together to ensure that promotional practices are forthright, ethical, and represent Company’s products in a positive light. Utilizing only allowed methods for promotion will bring legitimate, loyal customers.

Allowed Methods

This list of allowed methods is non-exhaustive and there may be additional methods that Affiliate can use to promote Company’s products. Affiliates are encouraged to contact Company with questions regarding specific promotional practices not listed here. Affiliates should always include a referral link with any promotional efforts or link from their approved direct link domain, as this is the only way that a referral can be tracked.

1. Email customers or friends and recommend Company’s products to them directly.
2. Publish a detailed article related to Company’s products.
3. Post about Company’s products on social media.
4. Answer people’s questions with helpful responses that mention Company’s products.
5. Tastefully ask people to share and promote content that contains a referral link.
6. Communicate openly and share ideas with Company. — We want you to succeed!

Prohibited Methods

This list of prohibited methods is non-exhaustive. Engaging in these or similar methods will result in suspension of Affiliate’s account without notice.

1. Promotion on coupon sites, deal sites, or sites that re-sell or re-package plugins.
2. Sharing incorrect or misleading information, offering false promises, click-baiting.
3. Posting or sharing an affiliate link as part of a paid advert.
4. Any and all types of spam, regardless of platform or medium.
5. Activity deemed illegal or offensive by Company’s personnel.
6. Representing oneself as an employee or officer of Company.
7. Falsely claiming that Company endorses or professionally associates with Affiliate.

Account Suspension

Company will, in its sole discretion, determine whether an Affiliate’s account should be suspended. Suspensions may occur with or without notice. Company decision(s) related to suspension are final and there is no appeals process. Reasons an Affiliate’s account might get suspended:

1. Affiliate requests to have their account suspended.
2. Affiliate has not qualified for a pay-out in over twelve (12) months.
3. Company suspects Affiliate has violated one or more provision(s) of this Agreement.
4. Company ceases to operate or decides to shut down its affiliate program.

Once an Affiliate account is suspended, any unpaid affiliate commissions are immediately forfeited.

Emails

Company may also send Affiliate occasional emails relating to affiliate program updates, sales or promotions, and other communications deemed appropriate by Company personnel. Company will never sell or release your email to any third party vendors. Affiliate may opt-out of emails at any time without penalty.

General Provisions

Affiliate’s Obligation to Indemnify. Affiliate shall defend, indemnify and hold harmless Company, its affiliates and their respective present, former and future officers, directors, employees and agents, and their respective heirs, legal representatives, successors and assigns (collectively the “Company Indemnitees”), from and against any and all losses, damages, costs, liabilities and expenses (including, without limitation, amounts paid in settlement and reasonable attorneys’ fees) which any of the Company Indemnitees may suffer, incur or sustain resulting from or arising out of (i) Affiliate’s breach of any representation, warranty, or covenant contained in the Agreement, (ii) the Affiliate’s promotion of Company’s products or services, (iii) violation by Affiliate or any of its officers, directors, employees or agents of any applicable law, and (iv) claims or actions by third parties relating to or arising out of Affiliate’s participation in Company’s affiliate program

Independent Contractor Relationship. Affiliate is serving as an independent contractor to Company under this Agreement.  Nothing in this Agreement shall be deemed or construed to create the relationship of partnership or joint venture between the Parties, it being understood that neither the method of computing compensation nor any other provision contained in this Agreement shall be deemed to create any relationship between the Parties other than the relationship of independent Parties contracting for services.  Neither Party has, and shall not hold itself out as having, any authority to enter into any contract or create any obligation or liability on behalf of, in the name of, or binding upon the other Party.

Non-Exclusivity. This Agreement does not in any way obligate either Party to perform or acquire any services (including services of the same nature as the Professional Services), exclusively for or from the other Party.

Amendment or Waiver. No amendment or modification of this Agreement (as it is posted on this web page) shall be valid unless it is in writing and signed by both Parties.  No waiver of any provision of this Agreement shall be valid unless it is in writing and signed by the Party who is asserted to have made the waiver; any waiver of a breach or observance of any provision of this Agreement shall not operate or be construed as a waiver of any subsequent breach.

Headings; Captions. The headings and captions of this Agreement are included for convenience only and shall not be considered in construction of the provisions hereof.

Governing Law. This Agreement shall be construed according to, and the rights of the Parties shall be governed by, the laws of the State of Texas, without regard to its conflicts of laws principles.  All legal proceedings relating to the subject matter of this Agreement shall be maintained in the state or federal courts of Travis County, Texas and each Party consents that jurisdiction and venue for any such legal proceedings shall lie exclusively with such courts.

Mediation. All claims, disputes, and controversies arising out of or in relation to the performance, interpretation, application, or enforcement of this agreement, including but not limited to breach thereof, shall be referred to mediation before, and as a condition precedent to, the initiation of any adjudicative action or proceeding.

Survival. The provisions of Sections covering Indemnification shall survive any expiration or termination of this Agreement for a period of two (2) years thereafter.  The provisions of Governing Law shall survive any expiration or termination of this Agreement indefinitely.

Severability. If any provision of this Agreement shall be determined by any court of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability shall not affect the remainder of this Agreement, which shall be construed as if such invalid or unenforceable provision had never been a part of this Agreement but in a manner so as to carry out as nearly as possible the Parties’ original intent.

Binding Effect. This Agreement shall be binding upon and shall benefit the Parties and their respective successors and permitted assigns.

No Third-Party Beneficiaries. There are no third-party beneficiaries of this Agreement.

Counterparts. This Agreement may be executed simultaneously in several counterparts, each of which shall be deemed an original but which together shall constitute one and the same instrument.  The counterparts of this Agreement may be executed and delivered by facsimile or other electronic signature and each Party may rely on such signature as if the original had been received.

Entire Agreement. This Agreement, constitutes the entire agreement between the Parties regarding the subject matter hereof and supersedes any letters of intent, memorandums of understanding, confidentiality agreements, and other agreements and communications, oral or written, between the Parties regarding such subject matter.