This Agreement contains the complete terms and conditions governing your relationship with Big Boost Marketing LLC and your participation in the Big Boost Marketing Affiliate Program (the “Program”). The purpose of this Agreement is to allow your promotion of the BBM program in exchange for financial compensation as described in this Agreement. Please note that throughout this Agreement, “we,” “us,” and “our” refer to Big Boost Marketing LLC, and “you,” “your,” and “yours” refer to the Affiliate.
2. Affiliate Obligations
2.1. To begin the enrollment process, you will complete and submit the online application at the BBM Affiliate Sign Up page. We will evaluate your application and approve/reject your application at our sole discretion.
We will reject your application or cancel an existing affiliate account if we determine that your site is unsuitable for our Program, including if it:
- Promotes sexually explicit materials.
- Promotes violence.
- Promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
- Incorporates any materials which infringe or assist others to infringe on any copyright, trademark or other intellectual property rights or to violate the law.
- Is otherwise in any way unlawful, harmful, threatening, defamatory, obscene, harassing, or racially, ethnically or otherwise objectionable to us in our sole discretion.
- Contains software downloads that potentially enable diversions of commission from other affiliates in our program.
- Promotes get-rich-quick schemes that have no tangible business value.
You may not create or design your website or any other website that you operate, explicitly or implied in a manner which resembles our website nor design your website in a manner which leads customers to believe you are Big Boost Marketing LLC or any other affiliated business.
2.2. All affiliates that send advertisements via email must have the consent of the recipient to send such email and shall maintain records evidencing such consent including, without limitation: (a) Consumer opt-in date; (b) Registration source; (c) Email address
- Unless otherwise approved in writing by Big Boost Marketing LLC, affiliates may not offer incentives to users as a means to enhance the performance of any program; incentives include but are not limited to awarding them cash, points, prizes, contest entries, etc.
- Affiliates may not bid on any variations of Big Boost Marketing LLC or BBM brand terms in any keyword-based pay-per-click search engines, including, without limitation, Google and Bing.
- Affiliate websites must be fully functional at all levels;
- Affiliate’s policies must be compliant with state and federal laws and regulations including but not limited to the CAN-SPAM Act of 2003;
- Spawning process pop-ups are prohibited;
2.3. As a member of the BBM Affiliate Program, you will have access to the Affiliate Resource Center. Here you will be able to review our download HTML code for text links and banner creatives (that provide for links to landing pages within the BBM web site). In order for us to accurately keep track of all guest visits from your site to ours, you must use the HTML code that we provide for each banner, text link, or other affiliate link we provide you with.
2.4. Big Boost Marketing LLC reserves the right, at any time, to review your placement and reject the use of links and require that you change the placement or use to comply with the guidelines provided to you.
2.6. It is entirely your responsibility to comply with all applicable intellectual property and other laws that pertain to your site. You must have express permission to use any person’s copyrighted material, whether it be a writing, an image, or any other copyrightable work. We will not be responsible (and you will be solely responsible) if you use another person’s copyrighted material or other intellectual property in violation of the law or any third party rights.
3. Our Rights and Obligations
3.1. We have the right to monitor your site at any time to determine if you are following the terms and conditions of this Agreement. We may notify you of any changes to your site that we feel should be made, or to make sure that your links to our web site are appropriate and to notify further you of any changes that we feel should be made. If you do not make the changes to your site that we feel are necessary, we reserve the right to terminate your participation in the program.
3.2. We actively monitor traffic for fraud. If fraud is detected, your account will be made inactive pending further investigation. Fraud traffic includes but is not limited to, click-through or conversion rates that are much higher than industry averages and where solid justification for such higher click-through or conversion rates is not evident to the reasonable satisfaction of Big Boost Marketing LLC; fraudulent leads as determined and reported by Big Boost Marketing LLC’s clients; use of fake redirects, automated software, and/or other fraudulent mechanisms to generate payable actions from the program.
If you fraudulently add leads or clicks, or inflate leads or clicks by fraudulent traffic generation, as determined solely by Big Boost Marketing LLC, you will forfeit your entire commission for all Programs and your account will be terminated. In addition, in the event that you have already received payment for fraudulent activities, we reserve the right to seek credit or remedy from future earnings or to demand re-imbursement from you.
Big Boost Marketing LLC reserves the right to terminate this Agreement and your participation in the program Affiliate Program immediately and without notice to you should you commit fraud in your use of the BBM Affiliate Program or should you abuse this program in any way. If such fraud or abuse is detected, Big Boost Marketing LLC shall not be liable to you for any commissions for such fraudulent sales.
4. Term and Termination
This Agreement will begin upon our acceptance of your affiliate application, and will continue unless terminated hereunder. Either you or we may end this Agreement on three (3) business days’ written advance notice to the other party, with or without cause Termination notice may be provided via email and will be effective immediately, including that you must immediately cease all advertising activities. All moneys then due will be paid during the next billing cycle, subject to any final accounting.
We may modify any of the terms and conditions in this Agreement at any time at our sole discretion. In such event, you will be notified by email, (which may be provided by email to the email address provided in the course of your registration with Big Boost Marketing LLC). Modifications may include, but are not limited to, changes in the payment procedures and the BBM Affiliate Program rules. If any modification is unacceptable to you, you may terminate this Agreement. Your continued participation in the Program following the email of the change notice and the new Agreement on our site will indicate your agreement to the changes.
6. Commissions & Payment
6.1. Big Boost Marketing LLC will pay affiliates a 5% percentage commission on all sales of any Big Boost Marketing products and services. Commissions are paid to first referrer, and referral cookies will expire after 12 months.
6.2. Commissions will be paid out only via paypal within 45-60 days after the 30-day money-back guarantee has expired — for example, commissions for any sales in the month of March will be sent out on June 1. In addition to any other remedies that may be available to Big Boost Marketing LLC, in the event of any breaches by you of this Agreement, you shall forfeit your rights to any amounts owed by Big Boost Marketing LLC to you. All payments are made in U.S. dollars only.
6.3. Big Boost Marketing LLC shall compile, calculate and electronically deliver data required to determine your billing and compensation. Any questions or disputes regarding the data or payout provided by Big Boost Marketing LLC needs to be submitted in writing within five (5) business days of receipt, otherwise the information will be deemed accurate and accepted as such by you.
6.4. Big Boost Marketing LLC will only pay Affiliates for commissions that are earned and tracked through their termination as an Affiliate. Any Affiliate that is removed from the program because of non-compliant behavior will not receive commissions.
6.5. If commission does not exceed $30 for U.S. based affiliates or $50 for all others during prior period, Big Boost Marketing LLC reserves the right to hold payment until commissions accumulate to the minimum amount.
6.6. As required by U.S. Law, U.S. Residents will be required to submit a W-9 form (as required by the Internal Revenue Service) beore any payouts can be made.
7. Access to Affiliate Resource Center
We will create, and email you a password so that you may enter your secure affiliate account interface. You will be able to change your password on your first log-in.
You may not share your password with any other person. You are responsible for any actions taken through the use of your password.
8. Promotion Restrictions
8.1. You are free to promote your own websites, but any promotion mentioning Big Boost Marketing LLC and/or BBM could be perceived by the public or the press as a joint effort. To avoid confusion, the following promotional restrictions are to be followed by all participating affiliates.
Certain forms of advertising are always prohibited by Big Boost Marketing LLC. For example, advertising commonly referred to as “spamming” is unacceptable to us and could cause damage to our name. Other generally prohibited forms of advertising include the use of unsolicited commercial email (UCE), postings to non-commercial newsgroups and cross-posting to multiple newsgroups at once. In addition, you may not advertise in any way that effectively conceals or misrepresents your identity, your domain name, or your return email address. You may use mailings to customers to promote the program so long as the recipient is already a customer or subscriber of your services or web site, and recipients have the option to remove themselves from future mailings. Also, you may post to newsgroups to promote the program so long as the news group specifically welcomes commercial messages. At all times, you must clearly represent yourself and your web sites as independent from Big Boost Marketing LLC and its clients. If it comes to our attention that you are spamming, we will consider that cause for immediate termination of this Agreement and your participation in the BBM Affiliate Program. Any pending balances owed to you will not be paid if your account may be forfeited because of unacceptable advertising.
8.2. Affiliates are prohibited from keying in prospect’s information into the lead form with the intent of misrepresenting or falsifying leads.
8.3. Affiliate shall not transmit any so-called “interstitials,” “Parasiteware™,” “Parasitic Marketing,” “Shopping Assistance Application,” “Toolbar Installations and/or Add-ons,” “Shopping Wallets” or “deceptive pop-ups and/or pop-unders” to consumers from the time the consumer clicks on a qualifying link until such time as the consumer has fully exited BBM site (i.e., no page from our site or any BBM content or branding is visible on the end-user’s screen). As used herein a. “Parasiteware™” and “Parasitic Marketing” shall mean an application that (a) through accidental or direct intent causes the overwriting of affiliate and non affiliate commission tracking cookies through any other means than a customer initiated click on a qualifying link on a web page or email; (b) intercepts searches to redirect traffic through an installed software, thereby causing, pop ups, commission tracking cookies to be put in place or other commission tracking cookies to be overwritten where a user would under normal circumstances have arrived at the same destination through the results given by the search (search engines being, but not limited to, Google, Bing, Yahoo, AOL and similar search or directory engines); (c) set commission tracking cookies through loading of BBM’s sites in IFrames, hidden links and automatic pop ups that open BBM’s site; (d) targets text on web sites, other than those web sites 100% owned by the application owner, for the purpose of contextual marketing; (e) removes, replaces or blocks the visibility of Affiliate banners with any other banners, other than those that are on web sites 100% owned by the owner of the application.
8.4. BBM affiliates are rewarded for networking and bringing in new customers through their own marketing efforts. Big Boost Marketing LLC prohibits affiliates from utilizing their affiliate link to refer their own customer account(s) to receive commission. This also includes accounts that are not under their name but are paid for using a payment medium that they own. This includes forms of online payment (Credit/Debit cards) but also checks and money orders.
9. Grant of Licenses; Confidentiality
9.1. Big Boost Marketing LLC grants to you a non-exclusive, non-transferable, revocable right to (i) access our site through HTML links solely in accordance with the terms of this Agreement and (ii) solely in connection with such links, to use our logos, trade names, trademarks, and similar identifying material (collectively, the “Licensed Materials”) that we provide to you or authorize for such purpose. You are only entitled to use the Licensed Materials to the extent that you are a member in good standing of the BBM Affiliate Program. You agree that all uses of the Licensed Materials will be on behalf of Big Boost Marketing LLC and the good will associated therewith (including any data derived from the Program) will inure to the sole benefit of Big Boost Marketing LLC.
Confidentiality. Each party agrees to use the other party’s Confidential Information solely for the purposes contemplated by this Agreement, and to refrain from disclosing the other party’s Confidential Information to any third-party, unless (a) any disclosure is necessary and permitted in connection with the receiving party’s performance of its obligations or exercise of its rights under this Agreement or any other agreement between the parties; (b) any disclosure is required by applicable law; provided, that the receiving party uses reasonable efforts to give the disclosing party reasonable advance notice thereof so as to afford the disclosing party an opportunity to intervene and seek an order or other appropriate relief for the protection of its Confidential Information from any unauthorized use or disclosure; or (c) any disclosure is made with the consent of the disclosing party. For the purposes of this Agreement “Confidential Information” includes, without limitation, the terms of this Agreement (including pricing) and information regarding existing or contemplated service, products, Advertisers, processes, techniques, or know-how, or any information or data developed pursuant to the performance of the services. Notwithstanding the foregoing, Big Boost Marketing LLC may divulge its personal and/or otherwise Confidential Information to a legal or regulatory authority, person or entity relating to investigations, claims or actions that an Affiliate has violated this Agreement or any applicable law or regulation. Each party reserves all of its respective rights in the proprietary materials covered by this license. Other than the license granted in this Agreement, each party retains all right, title, and interest to its respective rights and no right, title, or interest is transferred to the other.
BIG BOOST MARKETING LLC MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING ITS SERVICE AND WEB SITE OR THE PRODUCTS OR SERVICES PROVIDED THEREIN, ANY IMPLIED WARRANTIES OF BIG BOOST MARKETING’S ABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED AND EXCLUDED. IN ADDITION, WE MAKE NO REPRESENTATION THAT THE OPERATION OF OUR SITE WILL BE UNINTERRUPTED OR ERROR FREE, AND WE WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
11. Representations and Warranties
You represent and warrant that:
11.1. This Agreement has been duly and validly executed and delivered by you and constitutes your legal, valid, and binding obligation, enforceable against you in accordance with its terms;
11.2. You have the full right, power, and authority to enter into and be bound by the terms and conditions of this Agreement and to perform your obligations under this Agreement, without the approval or consent of any other party;
11.3. You have sufficient right, title, and interest in and to the rights granted to us in this Agreement.
12. Limitations of Liability
WE WILL NOT BE LIABLE TO YOU WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE OR GOODWILL OR ANTICIPATED PROFITS OR LOST BUSINESS), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, IN NO EVENT SHALL COMPANY’S CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL COMMISSION FEES PAID TO YOU UNDER THIS AGREEMENT.
You hereby agree to indemnify and hold harmless Big Boost Marketing LLC and their subsidiaries and affiliates, and their directors, officers, employees, agents, shareholders, partners, members, and other owners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys’ fees) (any or all of the foregoing hereinafter referred to as “Losses”) insofar as such Losses (or actions in respect thereof) arise out of or are based on (i) any claim that your infringed on any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of any third party, (ii) any misrepresentation of a representation or warranty or breach of a covenant and agreement made by you herein, or (iii) any claim related to your site.
You will immediately notify Big Boost Marketing LLC of any current, impending, or potential legal action against it by a third party for matters relating to email, email complaints, email deployment, and violations of CAN-SPAM.
Big Boost Marketing LLC reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by the indemnifying party hereunder.
14.1. You agree that you are an independent contractor, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and Big Boost Marketing LLC. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on your site or any other of site or otherwise, that reasonably would contradict anything in this section.
14.2. Neither party may assign its rights or obligations under this Agreement to any party, except, that the assignment to a third party who obtains all or substantially all of the business or assets of a party shall be permitted subject to the reasonable consent of the other party (i.e. the non-assigning party).
14.3. This Agreement shall be governed by and interpreted in accordance with the laws of the State of New Jersey without regard to the conflicts of laws and principles thereof. Further, the parties hereby consent to the general jurisdiction of the federal and state courts located in Hudson County, New Jersey and agree that any action or proceeding concerning this Agreement shall be brought exclusively in such courts.
14.4. You may not amend or waive any provision of this Agreement unless in writing and signed by both parties.
14.5. This Agreement represents the entire agreement between us and you, and shall supersede all prior agreements and communications of the parties, oral or written.
14.6. The headings and titles contained in this Agreement are included for convenience only, and shall not limit or otherwise affect the terms of this Agreement.
14.7. If any provision of this Agreement is held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of the parties is effectuated, and the remainder of this agreement shall have full force and effect.