Affiliate Program Agreement for Code Blue Essays

Definitions

As used in these terms and conditions: (i) “We”, “us”, “merchant”, or “our” refers to Code Blue Essays LLC and our website; (ii) “you” or “your” refers to the Affiliate; (iii) “our website” refers to the Code Blue Essays website located at www.CodeBlueEssays.com; (iv) “your website” refers to any websites that you will link to our website; (v) “Program” refers to the Code Blue Essays Affiliate Program.

Enrollment

To start the enrollment process, please complete and submit the online application. Upon receiving your application, we will review your website and notify you of your acceptance or rejection into our Program. Please allow up to 48 hours for your application to be reviewed.

Note: Automatic approval of applications does not guarantee that we will not re-evaluate your application at a later time.We reserve the right to reject any application for any reason. If you believe we have made an incorrect decision, we encourage you to reach out to us. Providing a complete list of all websites you intend to use in your profile will assist us in making a more informed decision.

Website Restrictions

As an Affiliate, your participating website(s) must adhere to the following restrictions:

Linking to Our Website

Upon your acceptance into the Program, you will have access to links through the affiliate interface. Here, you can review program details, access previous affiliate newsletters, download HTML code for linking to various web pages within our site, obtain banner creatives, and get tracking codes for our coupons and deals.

By participating in our program, you agree to the following terms:

1. You will only use the linking code provided to you for each banner, text link, or any other affiliate link obtained from the affiliate interface, without any modifications.We reserve the right to review your link placements at any time and may require you to change the placement or usage to comply with our guidelines.
2. All domains that use your affiliate link must be listed in your affiliate profile.
3. Your website must not copy, resemble, or mirror the look and feel of our website. You may not use any methods that create the impression that your website is our website or any part of it, including framing our website in any manner.
4. You may not engage in cookie stuffing or include pop-ups, false, or misleading links on your website. Whenever possible, you must avoid masking the referring URL information (i.e., the page from which the click originates).
5. Using redirects to bounce a click off of a domain other than the originating domain to give the appearance that it came from that domain (known as cloaking) is strictly prohibited.If you are found to be redirecting links to hide or manipulate their original source, your current and past commissions will be voided, or your commission level may be set to 0%. Note that “out” redirects from the same domain where the affiliate link is placed are permitted.
6. You are responsible for maintaining and updating your site. We may monitor your site as needed to ensure it is up-to-date and to suggest any changes that could enhance your performance.
7. It is your responsibility to adhere to all applicable intellectual property laws and other regulations pertaining to your site. You must have express permission to use any person’s copyrighted material, including writings, images, or other copyrightable works. We will not be responsible for any violations of copyright or intellectual property rights that occur as a result of your actions.
8. You may not display or reference any trademarks or logos of third-party sellers appearing on our website unless you possess an independent license for such use. Use any data, images, text, or other information obtained from us or our website in a lawful manner and in accordance with the terms of this agreement.
9. We grant you a limited, non-exclusive, non-transferable, revocable right to use the graphic images and text solely for your participation in the Program. You may not modify these graphic images or text in any way. All rights to our graphic images, text, trade names, trademarks, and other intellectual property are reserved. If we decide to revoke your license, we will provide you with notice.
10. You acknowledge our ownership of all licensed materials and agree not to act inconsistently with our ownership. All use of licensed materials will benefit the Program. If requested, you agree to assist us in recording this agreement with the appropriate government authorities. Nothing in this agreement grants you any right, title, or interest in the licensed materials beyond the right to use them in accordance with this agreement. You also agree not to contest our title to the licensed materials or the validity of this agreement.

PPC Guidelines

Trademarked Terms

The following list of trademarked terms is not exhaustive but includes some of the prohibited terms:Code Blue Essayscodeblueessays.comwww.CodeBlueEssays.comCode Blue Essays couponCode Blue Essays coupon codeCode Blue Essays discountCode Blue Essays discount codeCode Blue Essays promoCode Blue Essays promo codeCode Blue Essays saleCode Blue Essays salesCode Blue Essays dealCode Blue Essays deals

Coupon Guidelines

If you are enrolled in our Program and your website promotes coupon codes, you must adhere to the following guidelines:

1. You may ONLY advertise coupon codes that are provided to you through the affiliate program.
2. Posting information on how to circumvent coupon/promotion requirements (e.g., first-time customers only) will result in removal from the program.
3. Coupons must be displayed in their entirety, including the full offer, valid expiration date, and code.
4. You may NOT use any technology that obscures the coupon code and generates affiliate clicks by revealing the code(s).
5. You may NOT advertise coupon codes obtained from non-affiliate advertising, customer emails, paid search, or any other campaign.
6. You may NOT give the impression that any ongoing offer requires customers to click from your website to redeem. For instance, if all items on the site have free shipping over $100, you cannot imply that customers must click from your site to obtain this deal.
7. If your website ranks on the first page of any search engine for terms related to our website or company names combined with words such as coupon, coupons, coupon code, promo code, etc., and/or your conversion rate exceeds 25%, you may be offered a lower commission rate than our standard rate to offset the reduced profitability of orders.

Coupon Attribution & Authentication

Affiliates primarily focused on posting coupons and identified as coupon sites or tagged as coupon affiliates in our system will not receive commissions for sales generated without a corresponding valid coupon code. Valid codes are defined as those made available to the affiliate channel through newsletters, the respective section in your affiliate interface, or directly to affiliates.

• Invalid Codes:
  • Codes that are not real, expired, or not specific (e.g., “up to 40% off sale items”).
  • Long-term, sitewide offers that do not require a code.

Affiliates will not receive commissions on orders utilizing these invalid codes.

Sub-Affiliate Networks

Promoting our program through a sub-affiliate network is permitted, provided you maintain full transparency regarding the traffic source of your sub-affiliates. Key points include:

• Sub-affiliate networks must ensure all participating sub-affiliates comply with our terms and conditions, including:
  • Restrictions on advertising via toolbars, browser extensions, and paid placements such as PPC campaigns.
• Approval is required before allowing any coupon sub-affiliate to promote the program.

Failure to comply with these terms may lead to a loss or reduction of commissions from sales made through any non-compliant sub-affiliate.

Domain Names

Using our trademarked terms as part of the domain or sub-domain for your website is strictly prohibited.

• Allowed:
  • www.website.com/CodeBlueEssays
• Not Allowed:
  • CodeBlueEssays.website.com
  • www.CodeBlueEssays-coupons.com

Advertising & Publicity

You must not create, publish, distribute, or print any written material referencing our program without prior written consent. For email promotions, adhere to the following guidelines:

1. Comply with the CAN-SPAM Act of 2003 (Public Law No. 108-187).
2. Emails must be sent on your behalf and must not imply they are sent on behalf of us.
3. Submit emails for approval before sending, or send us a copy of the email.

Social Media

Promotion on platforms like Facebook, Twitter, Instagram, and YouTube is permitted under these guidelines:

• Allowed:
  • Promote offers to your lists using your affiliate links on your personal social media pages. For example: “25% off sale at Code Blue Essays through Wednesday with code GET25.”
• Prohibited:
  • Posting affiliate links on our official social media accounts or pages to generate affiliate sales.
  • Running Facebook ads using our trademarked company name.
  • Creating social media accounts that include our trademarks in the page name or username.

Operations Outside the United States

If you conduct business in or take orders from individuals in other countries, you are responsible for complying with the laws of those countries. For instance, if operating within the European Union, you must comply with the Privacy and Electronic Communications Directive and the General Data Protection Regulation (GDPR).

FTC Disclosure Requirements

You must include a disclosure statement on all pages, blog posts, or social media posts where you post affiliate links for our program, particularly when making endorsements or reviews. This statement should be:

• Clear and Concise: Indicate that you are being compensated for your review or endorsement.
• Product Disclosure: If you received the product for free for review, this must also be clearly stated.

Key Guidelines:

• Placement: Disclosures should be made as close as possible to the claims and placed above the fold (i.e., visible without scrolling).
• Prohibited Methods: Pop-up disclosures are not allowed.

For further information on FTC disclosure requirements, please refer to the FTC’s Dot Com Disclosures Guidelines and the FTC’s Endorsement Guidelines.

Merchant Rights and Obligations

We retain the right to monitor your site at any time to ensure compliance with this Agreement’s terms and conditions. We may notify you of necessary changes to your site or links to our website. Failure to implement these changes may result in the termination of your participation in the Program.

• We reserve the right to terminate this Agreement and your participation immediately and without notice for any fraudulent activity or abuse of the Program. In such cases, we are not liable for commissions on any fraudulent sales.
• This Agreement will commence upon our acceptance of your Affiliate application and will continue until terminated.

Termination

Either party may terminate this Agreement at any time, with or without cause, using the functionality of the affiliate platform. Additionally, this Agreement will terminate immediately upon any breach by you.

Upon termination, you must:

• Cease Use: Immediately stop using all links to our website and remove our trademarks, trade dress, logos, and any other materials provided.
• Commissions: You are eligible to earn commissions only on sales of qualifying products made during the term. Commissions earned up to the termination date will remain payable if related orders are not canceled or returned. We may withhold your final payment for a reasonable time to ensure accurate payment.

Modification

We may modify any terms and conditions in this Agreement at our sole discretion at any time. If modifications are made, you will be notified via email. Changes may include alterations to payment procedures or Program rules.

• Acceptance of Changes: If any modification is unacceptable to you, your only option is to terminate the Agreement. Continuing participation in the Program after a modification will indicate your acceptance of the changes.

Our Customers

Customers purchasing products through this Program are considered our customers. All standard policies and operating procedures will apply to these customers. We may change our policies and procedures at any time, and product prices and availability may vary periodically.

Order Processing

• Definition of Direct Sales: Only items purchased by customers using the Program Affiliate Link from your site to our website are considered ‘direct sales.’ Direct sales are subject to reductions for items that are not shipped, canceled by customers, returned, charged back, or refunded later.
• Exclusions: We reserve the right to exclude orders made by you using the Program Affiliate Link from commission eligibility if we determine it’s necessary to prevent abuse of the Program or if the orders do not comply with our periodically established requirements.
• Order Processing Responsibility: We will handle all order processing and customer service issues. We will track sales made by customers through your Program Affiliate Link. You can access a statement of activity through your affiliate interface.

Payment

• Payment Method: Payments will be made monthly via the PayPal account you registered during sign-up.

Access to Affiliate Account Interface

Account Setup: You will create a password to access your secure affiliate account interface.

Reports: Through this interface, you can receive reports detailing our calculation of commissions owed to you.

Transaction Lock Dates

Sales Pending Period: All sales will enter a ‘sales pending period’ and will not lock until the conditions of our Program’s locking period parameters are met.

Processing Payments: All locked payments will be processed by us after the specified lock date.

Reversal & Communication Policy

• Reversal Rights: We take pride in maintaining a low reversal rate, attributed to open communication with our affiliates. However, we reserve the right to reverse orders for reasons such as:
  • Order cancellations
  • Duplicate tracking
  • Returns
  • Disputed charges
  • Violations of program terms and conditions
• Clarification Requests: If we request clarification or additional information on orders or clicks that may violate our terms, you are expected to respond promptly and honestly.

Violations of Communication Policy:

• Being uncooperative, intentionally vague, or dishonest.
• Failing to respond within a reasonable timeframe after multiple contact attempts using the information in your network profile.
• Inability to substantiate or validate the source of your traffic to our program with clear and demonstrable proof.

If any of the above apply, we reserve the right to:

• Reverse orders
• Set your commission to 0%
• Suspend you from the program for the duration of the orders in question
• Terminate your participation in the program altogether

While we recognize that some violations may stem from automated processes, it is each affiliate’s responsibility to implement appropriate checks and balances to proactively address these issues and comply with our program rules.

Grant of Licenses

• License Grant: We grant you a non-exclusive, non-transferable, revocable right to:
  1. Access our site through HTML links in accordance with the terms of this Agreement.
  2. Use our logos, trade names, trademarks, and similar identifying materials (collectively referred to as the “Licensed Materials”) that we provide or authorize for use in connection with these links.
• Conditions of Use:
  • You are entitled to use the Licensed Materials only while you are a member in good standing of the Program.
  • All uses of the Licensed Materials must be on behalf of the Program, with the goodwill associated with such use benefiting us exclusively.
• Proprietary Materials:
  • Each party agrees not to use the other’s proprietary materials in a way that is disparaging, misleading, obscene, or that portrays the other party negatively.
  • Each party retains all rights to its proprietary materials, and no rights, titles, or interests are transferred under this Agreement.
• Intellectual Property: Except for the limited license granted, you do not obtain any rights under this Agreement concerning any intellectual property, including but not limited to, our Affiliate Link, link formats, technical specifications, guidelines, graphical artwork, or domain name.

Representations and Warranties

You represent and warrant that:

1. This Agreement has been duly executed and constitutes your legal, valid, and binding obligation, enforceable against you according to its terms.
2. You have the full right, power, and authority to enter into this Agreement and perform your obligations under it, without requiring the approval or consent of any other party.
3. You possess sufficient rights in the rights granted to us under this Agreement.

Disclaimer

• No Warranties: The Merchant makes no express or implied representations or warranties regarding our Program, service, website, or the products or services provided therein.
• Exclusions: Any implied warranties regarding our ability, fitness for a particular purpose, and non-infringement are expressly disclaimed and excluded.
• Operational Guarantees: We do not guarantee that the operation of our site will be uninterrupted or error-free, and we will not be liable for any consequences resulting from interruptions or errors.

Limitations of Liability

• No Liability for Damages: We will not be liable to you regarding any subject matter of this Agreement under any legal theory, including contract, negligence, tort, strict liability, or otherwise, for any indirect, incidental, consequential, special, or exemplary damages (including, but not limited to, loss of revenue, goodwill, anticipated profits, or lost business), even if we have been advised of the possibility of such damages.
• Cumulative Liability: Notwithstanding anything contrary contained in this Agreement, in no event shall the Merchant’s cumulative liability to you arising out of or related to this Agreement exceed the total commission fees paid to you under this Agreement.

Indemnification

• Agreement to Indemnify: You agree to indemnify and hold harmless Code Blue Essays, along with its subsidiaries, affiliates, directors, officers, employees, agents, shareholders, partners, members, and other owners (collectively referred to as “Indemnitees”), against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys’ fees) (hereinafter referred to as “Losses”) that arise from:
  1. Any claim that our use of the affiliate trademarks infringes on any third-party trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right.
  2. Any misrepresentation or breach of a representation, warranty, covenant, or agreement made by you herein.
  3. Any claim related to your site, including, without limitation, content therein that is not attributable to us.

Confidentiality

• Confidential Information: All confidential information disclosed by one party to the other during negotiations or the effective term of this Agreement, which is marked “Confidential,” will remain the sole property of the disclosing party.
• Obligation of Confidentiality: Each party agrees to keep confidential the proprietary information of the other party and shall not use or disclose such information without the express written permission of the disclosing party.

Miscellaneous

• Independent Contractor Status: You agree that you are an independent contractor. This Agreement does not create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and us. You have no authority to make or accept offers or representations on our behalf.
• Assignment of Rights: Neither party may assign its rights or obligations under this Agreement to any other party, except to a party that obtains all or substantially all of the business or assets of a third party.
• Governing Law: This Agreement shall be governed by and interpreted in accordance with the laws of the United States and the State of New York, without regard to conflict of laws principles.
• Amendments: You may not amend or waive any provision of this Agreement unless it is in writing and signed by both parties.
• Entire Agreement: This Agreement represents the entire agreement between the parties and supersedes all prior agreements and communications, whether oral or written.
• Headings: The headings and titles in this Agreement are for convenience only and do not affect the terms of this Agreement.
• Severability: If any provision of this Agreement is found to be invalid or unenforceable, that provision shall be limited to the minimum extent necessary to maintain the intent of the parties, and the remainder of the Agreement shall remain in full force and effect.
• Non-Waiver: Our failure to enforce any provision of this Agreement shall not constitute a waiver of our right to enforce that provision or any other provision subsequently.

Independent Investigation

• Acknowledgment of Agreement: You acknowledge that you have read this Agreement and agree to all its terms and conditions.
• Program Admission: You understand that we may admit others into the Program on terms that may differ from those in this Agreement at any time.
• Independent Evaluation: You have independently evaluated the desirability of participating in the Program and are not relying on any representation, guarantee, or statement other than those explicitly set forth in this Agreement.