Introduction
Rewardful Inc. (“Rewardful”, “we”, “our”, or “us”) provides a platform to help affiliates like you (“Affiliate”, “you”, or “your”) identify and participate in customer referral programs offered by merchants (“Merchants”) available via our website at www.rewardful.com (“Platform”) and the services we make available to Affiliates through our Platform (the “Services”).
Affiliate Terms
These Affiliate Terms of Service (the “Affiliate Terms”) constitute a legal agreement between you and Rewardful and govern your access to and use of the Platform and Services. These Affiliate Terms are in addition to and not in place of the General/Website Terms of Service www.rewardful.com/terms (the “General Terms”). The General Terms are incorporated into these Affiliate Terms by reference. In the event of a conflict between a provision in these Affiliate Terms and a provision in the General Terms, the provision in these Affiliate Terms will control. Capitalized words used in these Affiliate Terms but not otherwise defined have the meanings given to them in the General Terms.
By registering for an Affiliate Account and accessing the Platform and the Services, you are agreeing to be bound by these Affiliate Terms. If you violate any of these Affiliate Terms, in addition to all other remedies available to us by law or equity, we reserve the right to cancel your Account, restrict your access to the Platform, and cease providing some or all of the Services without notice. If you do not agree to these Affiliate Terms, please do not use our Platform or the Services.
Your Account
In order to access and use the Platform and Services as an Affiliate, you are required to create an Affiliate account (“Account”). You must keep your payment and address details updated at all times. We are relying on the accuracy of this information and will not be liable for any incorrect or inaccurate payment or address information that you provide.
Working With Merchants
We do not engage Affiliates or Merchants directly. If you wish to engage with a Merchant, you must enter into a separate binding agreement with each such Merchant (an “Affiliate Agreement”). Merchants determine the details of your engagement, including details relating to any commission that may be payable to you (“Commission”). Rewardful is not and will not be a party to any Affiliate Agreement.
Rewardful tracks and facilitates the payment of Commission based solely on the information provided by the Merchant and on behalf of the Merchant. Rewardful is in no way responsible for your relationship with any Merchants, including any disputes between you and any Merchant, your participation in their referral program, or errors or omissions related to any Commission payments.
Using our Affiliate marketplace available via our Platform (the “Affiliate Marketplace”), you can identify and connect with potential Merchants. We make no representations or warranties about Merchants, including whether or not they are suitable for your particular purpose. If you choose to engage with a Merchant, you do so at your own discretion.
All Merchants are required to create a Merchant Account and accept Rewardful’s Merchant Terms of Service prior to their use of our Platform. Rewardful reserves the right to cancel a Merchant’s Account and ban the Merchant from our Platform if the Merchant breaches the General Terms or the Merchant Terms, without notice to you.
Third-Party Payment Processors
Rewardful uses third-party payment processors to assist with payments. You may need to enter into separate agreements with such third-party payment processors. Rewardful is not a party to any agreements between you and a third-party payment processor, and Rewardful is in no way responsible for any disputes arising from any such agreements.
You agree to pay any transaction fees or other fees charged by a third-party payment processor in connection with your use of our Platform or Services.
If you have not withdrawn Commissions payable to you via our Managed Payment Services for a period of 24 months, Rewardful will charge you an administrative fee of 5.56% per month. You will also be charged a fee for rejected payments resulting from incorrect Affiliate payment information.
Fees
[Rewardful’s subscription fee is billed in advance in accordance with our pricing schedule [insert link] (the “Fees”), and all monthly and annual payments are non-refundable. There will be no refunds or credits for partial periods of service, upgrade/downgrade refunds, or refunds for service periods unused with an open Account. All Fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties. You agree to pay for any such taxes that might be applicable to your use of the Platform, Services, and Fees paid by you herein. All Fees are subject to change at Rewardful’s discretion, and Rewardful shall not be liable to you or to any third party for any such changes. We will provide you with reasonable notice of any Fee increases. Any Fee increases will automatically apply to your next billing cycle. If you do not wish to accept a Fee increase, your only remedy is to cancel your Account and stop using the Rewardful Marketplace or our Services. You hereby authorize us to credit the bank account associated with your Account for the payment of such fees.]
Billing Information and Invoices
[As a condition of your access to and use of our Rewardful Platform and Services, you agree to provide Rewardful with updated, accurate, and complete payment method and billing information at all times.] [Invoices of all Commissions accrued and paid out to your Account are generated monthly or at your request, and can be accessed through your Account (each, an “Invoice”). If there are any discrepancies or disputes with an Invoice, please contact us at hello@rewardful.com.
Amendments to Affiliate Terms
Rewardful reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services (including the Affiliate Marketplace) or any part thereof, with or without notice to you. Rewardful shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Services.
Rewardful reserves the right, in our sole discretion, to change, modify, add to, supplement or delete any portion of these Affiliate Terms at any time, effective with or without prior notice; provided, however, that we will use reasonable efforts to provide you with notification of any material changes (as determined in our sole discretion) by email. If any future changes to these Affiliate Terms are unacceptable to you or cause you to no longer be in compliance, you must immediately stop accessing and using the Platform and the Services. Your continued use of the Platform and Services following any revision to these Affiliate Terms constitutes your complete acceptance of any and all such changes. Any new features that augment or enhance the current Services offered to Affiliates, including the release of new tools and resources, will be subject to these Affiliate Terms.
Violation of Affiliate Terms
If you violate any of these Affiliate Terms, in addition to all other remedies available to us by law or equity, we reserve the right to cancel your Account and restrict your access to our Platform and Services without notice. Rewardful reserves the right to investigate and prosecute violations of any provisions of these Affiliate Terms to the fullest extent of the law. Rewardful may involve and cooperate with law enforcement authorities in prosecuting users who violate these Affiliate Terms. You acknowledge that Rewardful has no obligation to pre-screen or monitor your access to or use of the Platform or any information, materials or other content provided or made available through the Platform but has the right to do so. You hereby agree that Rewardful may, in its sole discretion, remove or delete any entries, information, materials or other content that violates these Affiliate Terms or that is otherwise objectionable.
Indemnification
You agree to indemnify and hold Rewardful, its parents, subsidiaries, affiliates, officers, partners and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of any violation of: (i) payment of any Commission, (ii) disputes between you and any Merchant or third party payment processor, or (iii) any violation of these Affiliate Terms by you or any third party using your Account.
Limitation of Liability
UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL REWARDFUL OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS OR SUPPLIERS, BE LIABLE TO YOU FOR ANY LOST PROFITS OR SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES THAT RESULT FROM OR RELATE TO THE SERVICES, EVEN IF REWARDFUL OR AN REWARDFUL AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL REWARDFUL OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS OR SUPPLIERS’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE SERVICES EXCEED EITHER THE AMOUNT OF COMMISSIONS PAID TO YOU VIA THE PLATFORM IN THE SIX (6) MONTH PERIOD PRECEDING THE EVENTS THAT GIVE RISE TO THE APPLICABLE CLAIM OR FIFTY CANADIAN DOLLARS, WHICHEVER IS GREATER.
Disclaimer
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTY OR REPRESENTATIONS OF ANY KIND, WHETHER EXPRESSED OR IMPLIED. WITHOUT LIMITING THE FOREGOING, REWARDFUL SPECIFICALLY DISCLAIMS ALL WARRANTIES AND REPRESENTATIONS IN CONNECTION WITH THE SERVICES, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS. REWARDFUL DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. YOU FURTHER ACKNOWLEDGE THAT REWARDFUL IS NOT RESPONSIBLE FOR THE PAYMENT OF ANY COMMISSIONS OWED TO YOU, AND THAT ALL ISSUES WITH YOUR RELATIONSHIP WITH A MERCHANT OR THE PAYMENT OF COMMISSIONS SHOULD BE HANDLED DIRECTLY WITH THE MERCHANT.
Jurisdiction
These Affiliate Terms will be governed by and construed in accordance with the laws of the Province of Alberta, without giving effect to its conflict of law provisions or your actual state or country of residence.
Enforceability
If for any reason a court of competent jurisdiction finds any provision of these Affiliate Terms to be unenforceable, the remainder of these Affiliate Terms will continue in full force and effect.
No Waiver
Any waiver of any provision of these Affiliate Terms will be effective only if in writing and signed by an authorized representative of Rewardful. Unless expressly granted in writing and signed by the party granting the waiver or that party’s authorized representative, no waiver will extend to any subsequent non-satisfaction of a condition or non-performance of an obligation under these Affiliate Terms, whether or not of the same or similar nature to that which was waived. No waiver will affect the exercise of any other rights or remedies under these Affiliate Terms. Any failure or delay in exercising any right or remedy will not constitute, or be deemed to constitute, a waiver of that right or remedy. No single or partial exercise of any right or remedy will affect further exercise of any right or remedy.
Assignment
You may not transfer any rights or obligations you have under these Affiliate Terms without our prior written consent.
Contact:
Any questions or concerns about these Affiliate Terms can be directed to us via email at hello@rewardful.com or via mail to the following address:
Rewardful Inc.
Suite 3810 Bankers Hall West, 888 3rd Street SW,
Calgary Alberta, Canada
T2P 5C5
