08/16/2024
Last Revised Date
08/30/2024
This AuroMaxx Affiliate Agreement ("Agreement") contains the complete terms and conditions that apply to your participation in the AuroMaxx Affiliate Program ("Program"). The purpose of this Agreement is to allow HTML linking between your website and the AuroMaxx website for the purposes of promoting AuroMaxx services and earning commissions based on sales generated through your referrals. By joining the Program, you confirm that you have read, understood, and agree to comply with the terms and conditions of this Agreement. If you do not agree with any part of this Agreement, you must not participate in the Program.
To begin the enrollment process, you must submit a completed Program application. We reserve the right to accept or reject any application at our sole discretion. Your acceptance into the Program does not imply any rights to future participation, and we may suspend or terminate your participation in the Program at any time.
3.1. Active Client Requirement: You must be an active, paying client of AuroMaxx to remain eligible for the Program. If you cancel your AuroMaxx subscription, your participation in the Program will be terminated, and you will forfeit any unpaid commissions.
3.2. Accurate Information: You must provide accurate and complete information in your Program application and maintain up-to-date information during your participation in the Program. This includes, but is not limited to, your contact information, payment details (PayPal Account), W-9 and tax identification number.
3.3. Compliance with Laws: As an Affiliate, you must comply with all applicable laws, regulations, and guidelines, including the Federal Trade Commission (FTC) guidelines on advertising and endorsements. You agree not to engage in any deceptive, misleading, or unethical marketing practices.
3.4. Marketing Practices: You may use only the promotional materials provided or approved by AuroMaxx. Unauthorized use of any AuroMaxx trademarks, logos, or other intellectual property is strictly prohibited. You must not make any false or misleading claims about AuroMaxx products or services.
3.5. Prohibited Content: Your website, social media profiles, or any other promotional materials must not contain any content that is obscene, illegal, discriminatory, or otherwise inappropriate as determined by AuroMaxx at its sole discretion.
4.1. Use of Links: After you have been notified that your application has been approved, you will be provided with a unique referral link to promote AuroMaxx services. You are solely responsible for ensuring that your referral link is properly formatted and functional.
4.2. Link Placement: You may place the referral link on your website, blog, social media profiles, or other digital channels that comply with this Agreement. You may not use the referral link in any way that violates applicable laws or regulations.
4.3. Prohibited Methods: You may not use the referral link in any manner that is deceptive, misleading, or manipulative. This includes, but is not limited to, using unauthorized pop-up or pop-under advertisements, cookie stuffing, or any other method that artificially increases the number of referrals.
4.4. Maintenance of Links: You are responsible for regularly monitoring and maintaining the links you use to ensure they are functioning correctly. AuroMaxx is not responsible for any losses or damages arising from your failure to properly maintain your links.
4.5. Tracking and Reporting: AuroMaxx will track the sales generated through your referral link. You will be able to view your referral activity and commissions through your Affiliate dashboard. AuroMaxx's tracking and reporting data will be considered final and binding.
5.1. Commission Structure: Commissions will be paid based on the referral activity tracked by AuroMaxx's system. The specific commission rates, payment thresholds, and payment schedule will be determined by AuroMaxx and are subject to change at any time.
5.2. Commission Eligibility: Commissions are earned only on sales that are tracked through your referral link and processed by AuroMaxx. If a customer cancels their order, requests a refund, or disputes a charge, any associated commissions will be deducted from your balance.
5.3. Payment Schedule: Commissions will be paid on a Net-15 schedule. Payments will be processed 15 days after the end of the month in which the commission becomes eligible for payout. Payments will be made via the payment method selected in your Affiliate account, and you are responsible for providing accurate payment information.
5.4. Forfeiture of Commissions: If you cancel your AuroMaxx subscription or if your participation in the Program is terminated for any reason, you forfeit all unpaid commissions. Additionally, if your Affiliate account remains inactive for a specified period, as determined by AuroMaxx, your account may be closed, and any accrued commissions may be forfeited.
5.5. Tax Obligations: You are responsible for all tax obligations related to the commissions you earn. AuroMaxx will not withhold taxes from your payments, and you must comply with all tax laws applicable to your earnings.
5.6. Client Retention Requirement: Affiliates are eligible to receive commission payments only if the new client they refer remains an active subscriber of AuroMaxx for a minimum of 31 calendar days from the date of their initial signup. If the client cancels their subscription before the 31-day period is completed, the affiliate will not be eligible for any commission on that referral. This requirement ensures that commissions are earned based on clients who demonstrate sustained engagement with AuroMaxx services.
Example:
If an affiliate refers a client who signs up on January 1st, the affiliate’s commission becomes eligible for payout only if the client remains an active subscriber until February 1st. Following the Net-15 payment schedule, the affiliate’s commission would then be processed and paid out on February 16th.
6.1. Prohibited Activities: Affiliates are prohibited from engaging in any of the following activities:
Misrepresenting the relationship between you and AuroMaxx. Offering unauthorized discounts, coupons, or incentives to encourage purchases. Engaging in any activity that is fraudulent, deceptive, or misleading. Using unauthorized or misleading promotional materials. Using any marketing method that violates applicable laws or regulations.
6.2. Compliance Monitoring: AuroMaxx reserves the right to monitor your marketing practices to ensure compliance with this Agreement. If we determine, at our sole discretion, that you have violated this Agreement, we may suspend or terminate your participation in the Program and withhold any unpaid commissions.
6.3. Confidentiality: You must maintain the confidentiality of all non-public information provided by AuroMaxx, including, but not limited to, pricing, marketing strategies, and technical information. You may not disclose this information to any third party without the prior written consent of AuroMaxx.
6.4. Intellectual Property: You are granted a limited, non-exclusive, revocable license to use AuroMaxx’s trademarks, logos, and other intellectual property solely for the purpose of promoting the Program. You may not alter, modify, or create derivative works based on AuroMaxx’s intellectual property.
7.1. Term of the Agreement: This Agreement will begin upon your acceptance into the Program and will continue until terminated by either party. You or AuroMaxx may terminate this Agreement at any time, with or without cause, by providing notice to the other party.
7.2. Termination by AuroMaxx: AuroMaxx reserves the right to terminate your participation in the Program immediately and without notice if you breach any terms of this Agreement, if you engage in unethical or unlawful behavior, or if you fail to comply with applicable laws, regulations, or guidelines. Upon termination, you must immediately cease using all AuroMaxx intellectual property, including trademarks, logos, and any other promotional materials.
7.3. Effect of Termination: Upon termination of this Agreement, you will no longer be eligible to earn commissions for any sales made after the termination date. Any unpaid commissions accrued before termination will be forfeited if the termination is due to a breach of this Agreement or cancellation of your AuroMaxx subscription.
7.4. Survival of Provisions: Sections of this Agreement that, by their nature, should survive termination will survive, including but not limited to provisions related to confidentiality, intellectual property, indemnification, and limitation of liability.
8.1. Disclaimer of Warranties: AuroMaxx makes no express or implied warranties or representations with respect to the Program or any products or services sold through the Program (including, without limitation, warranties of fitness, merchantability, non-infringement, or any implied warranties arising out of a course of performance, dealing, or trade usage). In addition, AuroMaxx makes no representation that the operation of its website or the affiliate links will be uninterrupted or error-free, and AuroMaxx will not be liable for the consequences of any interruptions or errors.
8.2. Limitation of Liability: AuroMaxx will not be liable for any indirect, special, or consequential damages (or any loss of revenue, profits, or data) arising in connection with this Agreement or the Program, even if AuroMaxx has been advised of the possibility of such damages. Further, AuroMaxx’s aggregate liability arising with respect to this Agreement and the Program will not exceed the total commissions paid or payable to you under this Agreement.
9.1. Affiliate Indemnity: You agree to indemnify, defend, and hold harmless AuroMaxx and its affiliates, directors, officers, employees, agents, and contractors from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to
(i) your participation in the Program,
(ii) your breach of this Agreement,
(iii) any content you create or distribute as part of your marketing activities, or
(iv) your violation of any applicable law or the rights of any third party.
9.2. AuroMaxx Indemnity: AuroMaxx agrees to indemnify, defend, and hold you harmless against any claims, damages, or expenses (including reasonable attorneys’ fees) directly resulting from a claim that the AuroMaxx trademarks, as provided by AuroMaxx, infringe upon any third party’s intellectual property rights.
10.1. Independent Contractors: You and AuroMaxx are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. You have no authority to make or accept any offers or representations on behalf of AuroMaxx.
10.2. Non-Exclusivity: This Agreement does not create an exclusive relationship between you and AuroMaxx. You are free to promote products and services of other companies, provided that you comply with the terms of this Agreement and do not promote any direct competitors of AuroMaxx during the term of this Agreement.
11.1. Right to Modify: AuroMaxx reserves the right to modify the terms and conditions of this Agreement at any time at its sole discretion. Such modifications may include, but are not limited to, changes in the scope of available commissions, commission schedules, payment procedures, and Program rules.
11.2. Notification of Changes: If any material changes are made to this Agreement, AuroMaxx will notify you via email or by posting a notice on the AuroMaxx website. Your continued participation in the Program following the posting of any changes will constitute your binding acceptance of the modified terms.
11.3. Disagreement with Changes: If you do not agree to any modification of this Agreement, your sole recourse is to terminate your participation in the Program. Termination will not affect your obligations or rights accrued under this Agreement before the effective date of termination.
12.1. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of North Carolina, without regard to its conflict of laws principles.
12.2. Dispute Resolution: Any disputes arising out of or relating to this Agreement shall be resolved through binding arbitration in Mecklenburg County, North Carolina. The arbitration shall be conducted by a single arbitrator under the rules of the American Arbitration Association. The decision of the arbitrator shall be final and binding on the parties.
12.3. Individual Arbitration and Class Action Waiver: YOU AND AUROMAXX AGREE THAT ANY DISPUTE THAT CANNOT BE RESOLVED THROUGH THE PROCEDURES SET FORTH ABOVE WILL BE RESOLVED ON AN INDIVIDUAL BASIS. CLASS ACTIONS AND CLASS ARBITRATIONS ARE NOT ALLOWED. YOU MAY BRING A CLAIM ONLY ON BEHALF OF YOURSELF AND CANNOT SEEK RELIEF THAT WOULD AFFECT OTHER USERS OF OUR SERVICES OR THE PROGRAM. The parties expressly waive any right to pursue any claims on a class or collective basis or to join claims in arbitration by or against others.
12.4. Binding Effect: Any decision or award rendered in arbitration shall be final and binding on the parties and may be entered as a judgment in any court of competent jurisdiction.
13.1. Entire Agreement: This Agreement constitutes the entire understanding between you and AuroMaxx regarding the Affiliate Program and supersedes all prior agreements, communications, and understandings, whether written or oral, concerning the subject matter herein.
13.2. Amendments: AuroMaxx reserves the right to modify or amend any terms of this Agreement at any time. Any changes will be communicated to you, and your continued participation in the Program after such notice will constitute your acceptance of the modified terms.
13.3. Severability: If any provision of this Agreement is deemed invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. The invalid or unenforceable provision shall be modified to the minimum extent necessary to render it valid and enforceable.
13.4. Waiver: No waiver of any provision of this Agreement by AuroMaxx shall be deemed a further or continuing waiver of such provision or any other provision, and AuroMaxx’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
13.5. Assignment: You may not assign or transfer your rights or obligations under this Agreement without the prior written consent of AuroMaxx. Any attempted assignment without such consent shall be null and void. AuroMaxx may freely assign or transfer this Agreement, in whole or in part, without restriction.
13.6. Force Majeure: AuroMaxx shall not be liable for any failure or delay in performance under this Agreement due to causes beyond its reasonable control, including, but not limited to, acts of God, war, terrorism, strikes, supply shortages, or interruptions in communications or internet services.
13.7. Relationship of Parties: Nothing in this Agreement shall be construed to create a partnership, joint venture, agency, or employment relationship between you and AuroMaxx. You are an independent contractor, and you have no authority to make or accept any offers or representations on behalf of AuroMaxx.
13.8. Notices: Any notices or communications required or permitted under this Agreement shall be in writing and shall be deemed delivered when sent by email, certified mail, or recognized courier service to the contact details provided by each party.
13.9. Headings: The section headings used in this Agreement are for convenience only and have no legal or contractual effect.
Code Of Conduct
1. Compliance with AuroMaxx Policies: Affiliates must adhere to all AuroMaxx policies and promptly follow any instructions from AuroMaxx, including the removal of specific content or materials as requested.
2. Honest Representation: Affiliates must provide truthful and genuine opinions about AuroMaxx and its offerings. If your views change, making it impossible to honestly endorse AuroMaxx, you must notify AuroMaxx immediately, which may result in the termination of this Agreement.
3. Accuracy and Truthfulness: Any content you publish must be fair, accurate, and reflective of what an average consumer can reasonably expect to achieve. Clearly disclose general expectations in all your promotions.
4. No Misleading Claims: You must not suggest that AuroMaxx offers a business opportunity, franchise, or guaranteed profit program. Additionally, you may not imply that users will make money simply by using AuroMaxx services or becoming an affiliate.
5. Update Incorrect Statements: If any of your published statements become inaccurate, you must correct them immediately.
6. Substantiated Claims Only: Avoid making any claims that are deceptive, misleading, or unsubstantiated. Ensure that you have credible evidence to support all claims made in connection with AuroMaxx.
7. Commenting on Competitors: When discussing competitors, make it clear that your opinions are personal and not on behalf of AuroMaxx. All comments must be factual, fair, and free of defamation or deception.
8. Respectful Communication: Refrain from making defamatory, slanderous, or libelous statements about AuroMaxx, its employees, other affiliates, or associated parties. Avoid unlawful, harassing, or abusive behavior.
9. Respect for Intellectual Property: Only distribute content that you own or have obtained proper permissions to use. This includes photos, videos, music, and other media.
10. No Harmful Software: You may not use or distribute software that could damage, intercept, or expropriate data, such as viruses, Trojan horses, or worms.
11. No Traffic Interception: Affiliates may not use software or technology to intercept, divert, or manipulate web traffic, including tools like browser plugins or extensions that could reroute affiliate payments.
12. No Misrepresentation: You must not impersonate AuroMaxx or its employees or imply that you have the authority to represent or bind AuroMaxx in any capacity.
13. Proper Use of Affiliate Links: Your affiliate link must be used as intended, without alteration or manipulation. Sharing your link with other affiliates is strictly prohibited.
14. Prohibited Content: Affiliates may not create or share content that is hateful, racist, or violent, or that promotes bigotry, slurs, or offensive language.
15. No Offensive Material: Affiliates may not distribute pornography, obscene material, or sexually explicit content. Use of vulgar or inappropriate language is also prohibited.
16. Prohibited Substance Promotion: Affiliates may not promote excessive alcohol consumption, drug use, or illegal activities.
17. Honest Content Source: You must accurately represent the source of your content. Do not impersonate other individuals or entities in your published materials.
18. No Third-Party Advertising: Your content should not include advertisements for other affiliates or third-party services that conflict with AuroMaxx’s guidelines, such as money-making schemes or online surveys.
19. Paid Advertising Compliance: Affiliates may run paid advertising campaigns as long as they comply with applicable laws and AuroMaxx’s terms.
20. SEO Integrity: Affiliates must not engage in deceptive practices related to search engine optimization, including black-hat SEO tactics.
21. No Monetary Incentives: You may not offer rewards, prizes, or cash incentives to prospects in exchange for responding to your advertisements.
22. Contest and Prize Restrictions: Affiliates must obtain written approval from AuroMaxx before running any contests or offering prizes. All such activities must comply with applicable laws.
23. No Self-Referral: Affiliates may not generate commissions through self-referrals. Only transactions by other individuals using your affiliate link will count toward commissions.
24. Ethical Conduct: Avoid engaging in deceptive, manipulative, or fraudulent activities to acquire additional commissions. Any actions that undermine the integrity of the Program are strictly prohibited.
25. No Mimicking AuroMaxx: Affiliates must not copy, resemble, or mirror the look and feel of AuroMaxx’s website or create any impression that their content is directly from AuroMaxx.
26. No Cookie Stuffing: Affiliates may not use cookie stuffing techniques, pop-ups, or deceptive links to generate clicks or commissions.
27. Transparent Referral Sources: You may not mask the referring URL or otherwise obscure the origin of the traffic you generate.
28. No Unsolicited Communication: Sending unsolicited bulk emails, text messages, or social media spam is prohibited. All communications must be opt-in and comply with applicable regulations.
29. Email Compliance: Affiliates must follow all laws and regulations regarding email communications, including CAN-SPAM and privacy laws. Emails must clearly indicate they are from the affiliate and not AuroMaxx, and must include opt-out options.
30. Text Messaging Compliance: Text communications must comply with the TCPA and relevant state laws. Affiliates must obtain consent before texting third parties and must honor opt-out requests.
31. Privacy Compliance: Affiliates must comply with all privacy laws when collecting personal information from prospects and customers. Your privacy policy must align with AuroMaxx’s Privacy Policy.
32. Export and Sanctions Compliance: Affiliates must adhere to export and sanctions laws when engaging with prospects or customers and must not sell to sanctioned parties or countries without prior approval from AuroMaxx.
33. Appropriate Advertising: Advertisements must not appear on websites or apps that promote adult content, violence, illegal activities, or any offensive material. Ads must not be placed on fake news sites.
34. Content Usage Restrictions: Affiliates may not use any AuroMaxx-provided images, text, or content without authorization, nor may they modify the content without permission. All rights to AuroMaxx’s intellectual property are reserved.
35. Promotional Offers: Affiliates may not offer discounts, coupons, or promotional codes without explicit authorization from AuroMaxx. Compliance with all promotional terms is required.
36. Sub-Affiliate Networks: Affiliates may not promote AuroMaxx through sub-affiliate networks unless explicitly approved in writing by AuroMaxx.
37. Prohibited External Links: You may not create links to external sites that violate AuroMaxx’s Code of Conduct.
38. Content Maintenance: Affiliates are responsible for keeping their content, accounts, and sites up to date. AuroMaxx may request changes, and you must comply promptly.
39. Reporting Misconduct: Affiliates should report any misconduct or violations of this Code of Conduct to AuroMaxx for review and action.
40. Consequences of Violations: Failure to comply with this Code of Conduct may result in termination from the Program, forfeiture of commissions, and potential legal action.
AuroMaxx Disclosure Requirements
As an AuroMaxx Affiliate, transparency with your audience is critical. Proper disclosure of your relationship with AuroMaxx ensures that all content adheres to legal standards and maintains trust with your followers. Below are comprehensive guidelines to help you disclose material connections effectively.
I. Importance of Disclosure: As an Affiliate, you must openly disclose any material connections with AuroMaxx in your content. Material connections include, but are not limited to, monetary payments, free products, discounts, and any other incentives you receive from AuroMaxx. The purpose of these disclosures is to inform your audience of any potential bias in your endorsements or reviews.These disclosures are not optional; they are required by law, including under the Federal Trade Commission (FTC) guidelines. Proper disclosure helps maintain transparency and aligns with both legal obligations and ethical marketing practices.
II. Clear and Conspicuous Disclosures
A. Clarity of Disclosure: Disclosures must be easy to understand by anyone who views your content. This means:
● Simple Language: Use straightforward language that clearly explains your connection to AuroMaxx. For example, you might say, "I’m a paid partner of AuroMaxx," or "I receive commissions for purchases made through this link."
● Accurate Representation: Your disclosure must accurately describe the nature of your relationship with AuroMaxx. It should not be misleading or downplayed.
B. Conspicuous Placement
● Prominence: Place disclosures where they are easily noticeable. Avoid burying them in long text, hiding them in small fonts, or placing them where viewers are likely to skip over them. The goal is to ensure the disclosure is seen and understood before the viewer engages with the rest of the content.
● Timing and Placement: Disclosures should appear at the beginning of the content, especially in videos or long-form content, to ensure they are noticed. For example, in a video, a visual or verbal disclosure should occur within the first few seconds.
III. Specific Disclosure Guidelines by Content Type
A. Text-Based Content (e.g., Social Media Posts, Blogs)
● Early Placement: Disclosures should be placed within the first few lines of a post or article. Do not hide them at the end or within a list of hashtags where they may be overlooked.
● Hashtag Use: If using hashtags to disclose a relationship, make sure they are immediately visible. Hashtags like #ad or #SponsoredByAuroMaxx should be used clearly and prominently. Avoid ambiguous hashtags like #spon or #collab, which may not be universally understood.
B. Visual Content (e.g., Videos, Stories, Live Streams)
● Video Content: Disclosures should be both in the video itself and in any accompanying text descriptions. The disclosure should be on- screen long enough to be read and understood by viewers. It is not sufficient to have a disclosure only at the end of the video or hidden in a video description.
● Stories and Live Content: For short-lived content like Stories, the disclosure should be superimposed over the content, clearly readable, and well-contrasted against the background. For live streams, disclosures should be repeated periodically to ensure all viewers, regardless of when they join, are aware of your relationship with AuroMaxx.
IV. Disclosure for Affiliate Links
When promoting products or services through affiliate links, you must disclose that you may receive a commission from sales generated through those links. The disclosure should be clear and appear close to the link. For example, if the link is included in a blog post or social media update, the disclosure should be in the same section and visible without additional clicks.
Examples:
● "I earn commissions from purchases made through this link."
● "As an AuroMaxx affiliate, I receive compensation if you make a purchase using this link."
V. Inadequate Disclosures
Avoid vague or unclear disclosures that do not meet the legal requirements. This includes:
● Abbreviations that are not widely understood (e.g., #sp, #spon).
● Simply tagging or mentioning AuroMaxx without a clear explanation of your relationship.
● Relying solely on branded content tools provided by social media platforms without additional disclosures.
VI. Platform-Specific Disclosure Requirements
When posting content across different social media platforms, it's essential that your disclosures adhere to the specific guidelines of each platform while also meeting the overarching requirements of clarity and prominence. Here are some examples:
1. Instagram and Facebook: For in-feed posts, disclosures must appear within the first two lines of text to ensure visibility without requiring users to click “more.” Avoid burying disclosures among hashtags or at the bottom of the post.
2. YouTube: Include a verbal disclosure at the beginning of your video and a written disclosure in the video description. The disclosure should be clearly visible in the video itself, either superimposed or as part of the content.
3. Twitter (X): Disclosures should be within the first 100 characters of your tweet, ensuring they are seen without requiring users to expand the tweet.
4. TikTok, Stories, and Reels: Superimpose a clear and readable disclosure over the video content. The disclosure must remain visible for the duration of the content. For short-lived content like Stories, position the disclosure where viewers’ attention is naturally drawn, such as in the center of the screen.
5. Live Streams: Because live streams can have viewers joining at different times, it’s crucial to repeat the disclosure throughout the broadcast. For instance, mention the disclosure verbally every few minutes or whenever there’s a significant mention of AuroMaxx or its products.
VII. Syndicated Content
If your content is shared across multiple platforms, ensure that disclosures are carried over and remain prominent on all platforms. For example, if a post is created on Instagram and then shared on Facebook, the disclosure must be visible and clear on both platforms.
VIII. Factors Affecting Disclosure Conspicuousness
Several factors influence whether a disclosure is considered conspicuous:
● Font Size and Color: The text of the disclosure should be easy to read, with sufficient contrast against the background.
● Timing: In video content, disclosures should be displayed long enough for the average viewer to read and understand them. In live content, repetition is key.
● Clarity: Avoid jargon or abbreviations that may not be universally understood. Stick to straightforward language that clearly communicates your material connection to AuroMaxx.
IX. Consequences of Inadequate Disclosure
Failure to properly disclose your relationship with AuroMaxx can lead to penalties, including removal from the Affiliate Program and forfeiture of any earned commissions. Moreover, non-compliance with FTC guidelines can result in legal action, both for you and AuroMaxx.
To avoid these consequences, always err on the side of transparency. When in doubt, include a disclosure that clearly outlines your relationship with AuroMaxx.
X. Continuous Monitoring and Updates
Affiliate marketing guidelines and laws can evolve. It’s your responsibility as an Affiliate to stay informed about any changes in disclosure requirements. AuroMaxx reserves the right to update these guidelines as necessary to comply with legal standards and best practices. Any updates to disclosure requirements will be communicated to Affiliates, and compliance with the updated guidelines will be mandatory.
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