Partner Program Terms & Conditions – Courage Creator

Partner Program Terms & Conditions

This Agreement contains the complete terms and conditions upon which we offer you participation in the Courage Creator Partner Program (the "Program"). Acceptance of this Agreement by participation in the Program creates a binding legal agreement that you will use our websites, links and other property of Courage Creator Inc. or its partners only in a manner that is consistent with this Agreement. As used in this Agreement, "we" means Courage Creator, "you" means the applicant, and "our Website" means www.couragecreator.com, and any Courage Creator websites operated by us Courage Creator Inc.

Enrollment In The Program 

The purpose of this Program is to promote the sale of products offered on our Website (the “Purpose”). To begin the enrollment process, you will submit a complete Program application via our Website. We will evaluate your application and notify you of your acceptance or rejection. We may reject your application for any reason at our sole discretion.

If we reject your application, you are welcome to reapply to the Program at any time. If we accept your application, we reserve the right to terminate your participation in the Program for any reason in our sole discretion immediately without prior notice.

Links On Your Website 

Once you have been notified that your Website has been accepted into the Program, you may provide on your Website links to our Website or our products.

We will provide you with guidelines and graphical artwork to use for linking to our Website. To permit accurate tracking, reporting, and accrual of commission credits, we will provide you with special "tagged" link formats ("Affiliate Links"). You must ensure that each link between your website and our Website is a special link. You will only earn commission on sales that originate through Affiliate Links. We are not responsible for any failure by you to use Affiliate Links. You may also use Affiliate Links on social media sites (e.g. Facebook, Twitter, Pinterest) (“Social Media Site”), provided that such use is consistent with the Purpose and terms of this Agreement.  

Use of Images  The product images provided to members of the Program are the property of Courage Creator, its corporate affiliates or its content suppliers and are protected by international copyright laws. You may not use any product image in any way that exceeds the limited license granted to you by this Agreement. This limited license allows you to use product images solely for the purpose of promoting our products for sale by creating Links connecting to our Website. This means, among other things, that you may not: (a) alter, modify or manipulate any product image; (b) use a product image in any form other than the form provided by us; (c) remove any code or identifying information from any product image; (d) inactivate the link associated with any product image or cause the image to ultimately link to a destination other than our Website; or (e) link to or display images after they have been discontinued from the Courage Creator product catalog.  

Use of Our Trademarks 

Our trademarks include "The Brave Journal," and "Courage Creator" (the "Trademarks"). You may use the Trademarks solely for the purposes authorized by this Agreement. You may not alter graphics containing the Trademarks in any manner. For example, you may not change the proportion, color, or font of the Trademarks. You may not display the Trademarks in any manner that implies sponsorship, endorsement by us other than of your involvement in the Program. You may not use the Trademarks to disparage our company, our products or services, or in a manner which, in our reasonable judgment, may diminish or otherwise damage our goodwill in the Trademarks. You acknowledge that all rights to the Trademarks are our exclusive property, and all goodwill generated through your use of the Trademark will inure to our benefit.  If we determine, in our sole discretion, that you have violated any of the foregoing restrictions, we may (without limiting any other rights or remedies available to us) withhold any commission otherwise payable to you under this Agreement and/or terminate this Agreement. If we are required to enforce any of the foregoing restrictions, you will be obligated to reimburse us for any attorneys' fees incurred in connection therewith.

Order Processing 

We will process product orders placed by customers who follow a Special Link from your website to our Website. We reserve the right to reject orders that do not comply with any requirements that we periodically may establish. We will be responsible for all aspects of order processing and fulfillment. Among other things, we will prepare order forms, process payments, cancellations, and returns, and handle customer service. We will track sales made to customers who purchase products using Affiliate Links from your website to our Website and will make available to you reports summarizing this sales activity. The form, content, and frequency of the reports may vary from time to time at our discretion.  

Commission 

Subject to the terms and conditions of this Agreement, you will be eligible to earn 15% commission on your product sales directly referred by you and up to 5% commission on products sales referred by partners in your Network (partners you referred to the program). Your Network consists of 2 levels of depth of partners referred into the program. For a product sale to be eligible for commission credits, the customer must follow a Special Link from your website to our Website, select and purchase the product using our automated ordering system, accept delivery of the product at the shipping destination, and remit full payment to us. Payouts will be made every 3 months on the following days or next business day after: January 1, April 1, July 1 and October 1. Refunded payments are excluded from receiving a commission payment. 

30-Day Cookie 

The Program uses a 30-day cookie. This means that if a visitor to your website clicks through a Special Link to our Website, you will be eligible for commission credits on Qualifying Revenues related to purchases made by such visitor within 30 days of such visitor’s click on the Special Link on your website. The Program also employs a last-cookie principal. This means that we will credit a sale to a different affiliate, Courage Creator sales channel or Courage Creator website if after a visitor clicks through a Special Link on your website the visitor clicks on a Special Link from such other affiliate’s website, a Courage Creator sponsored advertisement or a link on a Courage Creator website. 

Policies And Pricing 

Customers who buy products through the Program will be deemed to be customers of Courage Creator. Accordingly, all of our rules, policies, and operating procedures concerning customer orders, customer service, and product sales will apply to those customers. We may change our policies and operating procedures at any time. Product prices and availability may vary from time to time. We will use commercially reasonable efforts to present accurate information, but we cannot guarantee the availability or price of any particular product.  

Limited License 

We grant you a nonexclusive, non-sublicensable, revocable right to use the product images, graphics, logos and other content made available through the Program ("Content") solely for purposes of your participation in the Program to assist in generating product sales. Product images must be served by our Website and cannot be used in any form other than the form provided by us. You may not modify any Content in any way. We reserve all of our rights in the Content. 

Responsibility For Your Website 

You will be solely responsible for the development, operation, and maintenance of your website and for all materials or content that appear on your website. Failure to remove from your website items that have been discontinued from our product catalog may result in an infringement of a third party’s intellectual property rights, for which you will be solely responsible. We strongly encourage you to check our Website frequently to ensure that your website does not contain any items that have been discontinued from our product catalog.

Representations and Warranties 

You hereby represent and warrant to us as follows:

  1. This Agreement constitutes your legal, valid, and binding obligation, enforceable against you in accordance with its terms.
  2. Any information you provide to us in connection with your participation in the Program will be true and correct.
  3. The execution, delivery, and performance by you of this Agreement and the consummation by you of the transactions contemplated hereby shall not, with or without the giving of notice, the lapse of time, or both, conflict with or violate (i) any provision of law, rule, or regulation to which you are subject, (ii) any order, judgment, or decree applicable to you or binding upon your assets or properties, (iii) any provision of your by-laws or certificate of incorporation, or (iv) any agreement or other instrument applicable to you or binding upon your assets or properties.
  4. No consent, approval, or authorization of, or exemption by, or filing with, any governmental authority or any third party is required to be obtained or made by you in connection with the execution, delivery, and performance of this Agreement or the taking by you of any other action contemplated hereby.

Term of the Agreement 

The term of this Agreement will begin upon our acceptance of your Program Application and will end when terminated by either party. Either you or we may terminate this Agreement at any time, with or without cause, by giving the other party written notice of termination. Upon the termination of this Agreement for any reason, you will immediately cease use of, and remove from your website, all links to our Website, product images from our database, and any of our trademarks, trade dress or logos, and all other materials provided by or on behalf of us to you pursuant hereto or in connection with the Program. You are only eligible to earn commission on Qualifying Revenues occurring during the term of this Agreement, and commission earned through the date of termination will remain payable subject to sections above, only if the related orders are not canceled or returned. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid. 

Modification 

We may modify any of the terms and conditions contained in this Agreement at any time in our sole discretion by posting a change notice or a new agreement on our Website. Modifications may include, for example, changes in the scope of available commission, commission rates, payment procedures, and Program rules. We typically announce substantive changes to the terms of this agreement by email. If any modification is unacceptable to you, your only recourse is to terminate this Agreement. Your continued participation in the program following our posting of a change notice or new agreement on our Website will constitute your binding acceptance of the change. 

Relationship Of Parties 

You and we 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 will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on your website or otherwise, that reasonably would contradict anything in this Agreement. 

Limitation Of Liability; Indemnification 

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 Program, even if we have been advised of the possibility of such damages. Further, our aggregate liability arising with respect to this Agreement and the Program will not exceed the total commission fees paid or payable to you under this Agreement within the last six (6) months.  Unless you notify us of an asserted discrepancy in your commission payments within six (6) months from the date of the applicable payment, such payment shall be deemed accepted and no protest shall be allowed.  You hereby agree to indemnify and hold harmless Courage Creator Inc. and its 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 (a) any claim that your use of any trademarks infringes on any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of any third party, (b) any misrepresentation of a representation or warranty or breach of a covenant and agreement made by you herein, or (c) any claim related to your Website, including, without limitation, content therein not attributable to us.

Disclaimers 

We make no express or implied warranties or representations with respect to the Program or any products sold through the Program (including, without limitation, warranties of fitness, merchantability, noninfringement, or any implied warranties arising out of a course of performance, dealing, or trade usage). In addition, we make no representation that the operation of our Website will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors. 

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.