Affiliate Program Agreement

The Training Center Affiliate Program Agreement

This Agreement, made and entered by and between The Training Center ("The Training Center", "we", "us" or "our"), and you the affiliate ("you" or "Affiliate"), contains the complete terms and conditions that apply to your participation in The Training Center Affiliate Program (the "Affiliate Program" or "Program").

Enrollment In The Program

Acceptance and participation in the Program is made at our sole discretion, and is based primarily upon the relevance of your website(s) and marketing method(s) with the mission of The Training Center.

Promotion Of Our Affiliate Program

Upon your acceptance as an Affiliate, we will make available to you a variety of links, which, subject to the terms and conditions hereof, you may display as often and in as many areas of your site, legal emails, and appropriate search engines as you see fit. The Links will serve to identify you as a member of our Affiliate program and will: a) establish a link from your promotions to our websites, and b) act as a tracking mechanism for commission payments

Commissions Overview:

Our affiliate partners earn 10% of each purchase made by website visitors they refer to any of our websites. Commissions are paid monthly when your account has reached a minimum of $100. Accounts with a balance of less than $100 will roll over to the next month. Order payment must be received in full by The Training Center to be approved for affiliate partner commissions.

Affiliate Agrees To:

  • Observe The Training Center's exclusive rights as to the names of its properties, including but not limited to CPATrainingCenter.com, ABTrainingCenter.com, HRTrainingCenter.com, HealthCare-TrainingCenter.com, HRcertification.com, and EmailsPlus.com. Affiliate may not claim to be The Training Center or any of our websites in any pay-for-placement or other search engines or in any other context; however, use of the The Training Center trademark and our website names is acceptable and may be bid on in pay-for-placement search engines.
  • Strictly abide by no spam e-mail policies.
  • Use The Training Center Links as provided to you by us.
  • Have sole responsibility for the development, operation, and maintenance of your site and for all the materials that appear on your site.
  • Ensure that all materials posted on your site are not illegal and do not infringe on the rights of any person or entity of any kind. We disclaim all liability for all materials on your site.
  • Indemnify, defend, and hold us harmless from all claims, damages, and expenses relating to the development, operation, and contents of your site.
  • Make sure that your site does create the impression that your site is our site or a part of our site in ways other than what we directly offer you.

Publicity

You shall not create, publish, distribute, or permit any written material that makes reference to us without first submitting such material to us and receiving our consent.

Confidentiality

Except as otherwise provided in this Agreement or with the consent of the other party hereto, each of the parties hereto agrees that all information, including, without limitation, the terms of this Agreement, business and financial information, customer and vendor lists, and pricing and sales information, concerning us or you, respectively, or any of our Affiliates provided by or on behalf of any of them shall remain strictly confidential and secret and shall not be utilized, directly or indirectly, by such party for its own business purposes or for any other purpose except and solely to the extent that any such information is generally known or available to the public through a source or sources other than such party hereto or its affiliates.

Limitation of Liability

We will not be liable for indirect, special, or consequential damages, or any loss of revenue, profits, or data, arising in connection with this Agreement or the Affiliate Network, even if we have been advised of the possibility of such damages. Further, our aggregate liability arising with respect to this Agreement and the Affiliate Program will not exceed the total commissions paid or payable to you under this Agreement.

Limited License

We grant you a nonexclusive, nontransferable, revocable right to access our site through the Links solely in accordance with the terms of this Agreement, for the sole purpose of linking your promotions to our site, solely for the purpose of identifying your promotions as a participant in the Program. You are only entitled to use the Links to the extent that you are a member in good standing of the Affiliate Program. We may revoke your license at anytime for any reason.

Disclaimers

We make no express or implied warranties or representations with respect to our websites or Affiliate Program (including, without limitation, warranties of fitness, merchantability, non-infringement, or any implied warranties arising out of course of performance, dealing, or trade usage). In addition, we make no representation that the operation of our site or our affiliate tracking system will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors.

Termination

The terms of this Agreement will begin on the date that we accept and approve you as an Affiliate. It shall continue thereafter in full force and effect until terminated at any time by either party by giving the other party written notice of termination. Upon termination of this Agreement for any reason, you will immediately cease use of, and remove from your promotions, all Links to our site, and all trademarks, trade dress, logos, and all other materials provided by or on behalf of us to you pursuant hereto or in connection with the Program.

Modifications

We may modify any of the terms and conditions of this Agreement at any time. If the modifications are unacceptable to you, your only recourse is to terminate this Agreement. Your continued participation in this Affiliate Program after a change has been posted will constitute binding acceptance of the change.

Independent Contractors

Your participation in this Program is as an independent contractor and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. You will have no authority to make or accept any offers or representations on our behalf.

Representations and Warranties

You hereby represent and warrant to us as follows:
  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.
  2. The development, operation, and contents of your site do not infringe upon the copyright, trademark, or any other right of any person or entity.

Independent Investigation

You acknowledge that you have read this Agreement and agree to all its terms and conditions. You understand that we may at any time (directly or indirectly) solicit customer referrals on terms that may differ from those contained in this Agreement or operate websites that are similar to or compete with your website. You have independently evaluated the desirability of participating in the Program and are not relying on any representation, guarantee, or statement other than as set forth in this Agreement.

Fraud

If you commit fraud or falsify information in connection with participation in this Program, this Agreement will be terminated immediately. In addition, you will be liable for any and all damages that result from such actions. You will also be responsible for returning all commissions received by fraudulent/falsified activities, and we will not hesitate to pursue all legal causes of action against you to the fullest extent possible under the law.

Anti-Predatory Advertising Policy

Affiliates will be removed from the Affiliate Program and forfeit any pending commissions if they are utilizing or distributing software downloads that potentially enable diversions of commission from other affiliates in our program.

Assignment

This Agreement and the rights and obligations hereunder may not be assigned by you without our prior written consent.

Reservation of Rights

We may terminate this Agreement at any time if your site is determined (at our sole discretion) to be unsuitable for the Program, even if your site has not changed since the time that you joined the program, or if your promotional methods are deemed inappropriate, or for any other reason at our discretion. We also reserve the right to monitor Affiliate sites at any time to determine whether they are in compliance with this Agreement.

Governing Law

This Agreement will be governed by the laws of the United States, without reference to rules governing choice of laws. You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and enforceable against the parties and their respective successors and assigns. Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such a provision or any other provision of this Agreement.

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EMAIL COMPLIANCE AGREEMENT

For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Affiliate agrees to comply with the requirements of the CAN-SPAM Act of 2003 (the Act) in its distribution of email that contains messaging regarding our Program. More specifically, email that meets this criteria:
  • May only be sent to recipients who have expressly agreed directly with Affiliate, in advance, to receive such communications from Affiliate;
  • Must clearly and conspicuously identify that the message is an advertisement or solicitation, unless recipient has given prior affirmative consent to receipt of the message. Affirmative consent means that the recipient expressly consented to receive the message either in response to a clear and conspicuous request for such consent or at the recipient's own initiative;
  • Must clearly and conspicuously notify the recipient of the opportunity to decline to receive further commercial email from Affiliate;
  • Must provide a valid physical postal address of Affiliate;
  • Must provide a functioning return email address or other Internet-based mechanism, clearly and conspicuously displayed, that a recipient may use to submit, in a manner specified in the commercial email, a reply email or other Internet-based mechanism a request not to receive future commercial email from Affiliate. The return address or Internet-based mechanism must be capable of receiving such messages for at least thirty (30) days after the transmission of the original message. Affiliate may not send subsequent commercial emails more than ten (10) business days after the recipient's request not to receive further emails has been received (unless there is a subsequent affirmative consent by the recipient to receive such emails.) Once Affiliate receives such a request, Affiliate may not sell, lease, exchange or otherwise transfer or release the email address of the recipient;
  • May not contain materially false or materially misleading header information, or deceptive subject heading;
  • May not contain sexually oriented material.
Additional e-mail practices that are unacceptable per this agreement are as follows:
  • Sending any e-mail with our name or any associated web site addresses as the return address.
  • Faxing, or Fax Blasting any message with our name or any associated web site addresses, to any recipient that has not requested the information first.
Upon our request, Affiliate shall provide us with documentation demonstrating that the recipients consented to receive the email at issue.

In addition, in the event of a breach of this Email Agreement by Affiliate and/or a third party or licensee, in addition to all other remedies available to it, we shall have the right to refuse to make payments to Affiliate as a result of Affiliate's efforts in promoting the Program, which efforts cannot be verified by Affiliate as having complied with the terms and conditions of this Email Agreement.

Affiliate agrees to indemnify, defend and hold us harmless from any cost, expense or liability arising out of any breach or alleged breach of your obligations under this Email Agreement.

All terms and conditions of this Operating Agreement remain in full force and effect.