Please read very carefully these terms and conditions and the FAQ before registering for the Crucial Web Hosting Affiliate Program.
Participation in the Crucial Web Hosting Affiliate Program indicates that You accept these terms and conditions. If You do not accept these terms and conditions, please do not register for or participate in the Crucial Web Hosting Affiliate Program.
This agreement ("Agreement") between You and Crucial Web Hosting, Ltd. ("Crucial") consists of these Crucial Web Hosting Affiliate Program (the "Program") Standard Terms and Conditions ("Terms and Conditions").
"You" or "Affiliate" means any entity identified in an enrollment form submitted by the same or affiliate persons, and/or any agency or network acting on its (or their) behalf, which shall also be bound by the terms of this Agreement.
Affiliate Commission Structure
- Affiliates can select from two different commission options.
- A one-time commission for the amount of one month's hosting.
- A monthly recurring commission for 10% of the cost of the hosting plan the customer signed up for via the affiliate.
- The commission amount will be reduced relative to the payment made by a customer. There are a several situations in which this may happen.
- If the customer signs up with a coupon code, the commission amount will be reduced by the same amount as the discount provided to the customer.
- If the customer downgrades their hosting plan after the commission is earned, the commission amount MAY be reduced for one time payments and WILL be reduced for recurring commission payments.
- Affiliates can be paid in four different ways.
- Affiliates can receive payment via PayPal for amounts greater than $50 (USD).
- Affiliates can be mailed a check for amounts greater than $50 (USD).
- Affiliates can have their payment kept in their affiliate account balance.
- Affiliates can receive payment as an account credit for their hosting account upon request.
Participation in the Program is subject to Crucial prior approval and Your continued compliance with the Terms and Conditions.
Crucial reserves the right to refuse participation to any applicant or participant at any time in its sole discretion.
By enrolling in the Program, You represent that You are at least 18 years of age and agree that Crucial may serve Crucial provided advertisements ("Ads") in connection with the Website(s) (a "Site") that You designate.
Multiple accounts held by the same individual or entity are subject to immediate termination unless expressly authorized in writing by Crucial (including electronic mail).
Implementation and Operation of Ads
All content and Site-based Ads shall be grouped by Crucial and displayed with Links (where applicable) to end users of the Site(s) as ad units (such groups of Ads and/or Links collectively referred to as "Ad Units") in standard formats as offered generally by Crucial from time to time, as may be described in the FAQ.
You may select a format approved by Crucial for the display of Ad Units in connection with the Site(s), but You acknowledge and agree that Ads: (i) shall only be displayed in connection with the Site(s), each of which is subject to review and approval by Crucial in its discretion at any time; and (ii) shall be subject to the placement guidelines set forth herein.
You are solely responsible for the Site(s), including all content and materials, maintenance and operation thereof, the proper implementation of Crucial's specifications, and adherence to the terms of this Agreement, including compliance with the Program Policies.
Crucial reserves the right to investigate, at its own discretion, any activity that may violate this Agreement. Crucial shall not be obligated to provide notice to You in the event that any Ad is not being displayed properly to end users of the Site(s).
You shall not (i) edit, modify, filter, or change the order of the information contained in any Ad, or remove, obscure, or minimize any Ad in any way; (ii) frame, minimize, remove, or otherwise inhibit the full and complete display of any Web page accessed by an end user after clicking any part of an Ad ("Landing Page"); (iii) redirect an end user away from any Landing Page; provide a version of the Landing Page that is different from the page an end user would access by going directly to the Landing Page; intersperse any content between the Ad and the Landing Page; or otherwise provide anything other than a direct link from an Ad to the Landing Page; (iv) display any Ad(s) on any error page, on any registration or "thank you" page (e.g., a page that thanks a user after he/she has registered with the applicable Web site), on any chat page, or on any Web page or any Web site that contains any pornographic, hate-related, violent, or illegal content; (v) directly or indirectly access, launch, or active Ads through or from, or otherwise incorporate the Ads in any software application, Web site, or other means other than Your Site(s), and then only to the extent permitted by this Agreement; (vi) "crawl," "spider," index, or in any non-transitory manner, story or cache information obtained from any Ads, or any part, copy, or derivative thereto; (vii) act in any way that violates any Program Policies posted on the Crucial Web Site, as may be revised from time to time, or any other agreement between You and Crucial, or engage in any action or practice that reflects poorly on Crucial or otherwise disparages or devalues Crucial's reputation or goodwill.
You acknowledge that any attempted participation or violation of any of the foregoing is a material breach of this Agreement and that we may pursue any and all applicable legal and equitable remedies against You, including an immediate suspension of Your account or termination of this Agreement, and the pursuit of all available civil or criminal remedies.
Termination or Cancellation
You may terminate this agreement with or without cause at any time by sending written notice of your desire to cancel Your participation in the Program to firstname.lastname@example.org. This Agreement will be deemed terminated within ten (10) business days of Crucial's receipt of Your notice.
Crucial may investigate any activity that may violate this Agreement. Crucial may at any time, in its sole discretion, terminate all or part of the Program, terminate this Agreement, or suspend or terminate the participation of any Site in all or part of the Program for any reason.
In addition, Crucial reserves the right to terminate without notice any account that has not generated a sufficient number of referrals or valid impressions of Ads (in each case measured by Crucial) for a period of two (2) months or more. Upon termination or participation of any Site in the Program or termination of this Agreement for any reason, Sections 5 through 8, and 12 through 15 shall survive termination.
You agree not to disclose Crucial Confidential Information without Crucial's prior written consent. "Crucial Confidential Information" includes without limitation: (a) all Crucial software, technology, programming, specifications, materials, guidelines, and documentation relating to the Program; (b) click-through rates or other statistics relating to Site performance in the Program provided by You by Crucial; and (c) any other information designated in writing by Crucial as "Confidential" or an equivalent designation.
However, You may accurately disclose the amount of Crucial's gross payments to You pursuant to the Program. Crucial Confidential Information does not include information that has become publicly known through no breach by You or Crucial, or information that has been (i) independently developed without access to Crucial Confidential Information, as evidence in writing; (ii) rightfully received by You from a third party; or (iii) required to be disclosed by law or by a governmental authority.
Crucial makes no guarantee regarding the completion of referrals, or the amount of any payment to be made to You under this Agreement.
Limitations of Liability and Force Majeure
Except for any indemnification and confidentiality obligations hereunder or your breach of any intellectual property rights and/or proprietary interests relating to the program, (i) in no event shall either party be liable under this Agreement for any consequential, special, indirect, exemplary, or punitive damages whether in contract, tort, or any other legal theory, even if such party has been advised of the possibility of such damages and notwithstanding any failure of essential purpose of any limited remedy and (ii) Crucial's aggregate liability to Affiliate under this Agreement for any claim that is limited to the net amount paid by Crucial to Affiliate during the three (3) month period immediately preceding the date of the claim. Each party acknowledges that the other party has entered this Agreement relying on the limitations of liability stated herein and that those limitations are an essential basis of the bargain between the parties.
Without limiting the foregoing and except for payment obligations, neither party shall have any liability for any failure or delay resulting from any condition beyond the reasonable control of such party, including but not limited to governmental action or acts of terrorism, earthquake or other natural disasters, labor conditions, and power failures.
You shall receive a payment related to the number of valid completions of referrals initiated through Ads or Coupons displayed in connection with Your Site(s), in each case as determined by Crucial for its participants in the Program. Unless otherwise agreed to by the parties in writing (including by electronic mail), payments to You shall be sent by Crucial within approximately thirty (30) days after the end of each calendar month that Ads are running on Your Site if Your earned balance is $50 or more.
In the event the Agreement is terminated, Crucial shall pay Your earned balance to You within approximately ninety (90) days after the end of the calendar month in which the Agreement is terminated by You (following Crucial's receipt of Your written request, including by email, to terminate the Agreement) or by Crucial. In no event, however, shall Crucial make payments for any earned balance less than $50.
Crucial reserves the right to withhold payment or chargeback Your account due to any of the foregoing or any breach of this Agreement by You, pending Crucial's reasonable investigation of any of the foregoing or any breach of this Agreement by You. In addition, if You are past due on any payment to Crucial in connection with any Crucial program (including without limitation Crucial Web Hosting service), Crucial reserves the right to withhold payment until all outstanding payments have been made or to offset amounts owed to You in connection with the Program by amounts owed by You to Crucial.
To ensure proper payment, You are solely responsible for providing and maintaining accurate contact and payment information associated with Your account. For U.S. taxpayers, this information includes without limitation a valid U.S. tax identification number and fully-completed Form W-9. For non-U.S. taxpayers, this information includes without limitation either a signed certification that the taxpayer does not have U.S. Activities or a fully-completed Form W-8 or other form, which may require a valid U.S. tax identification number, as required by the U.S. tax authorities. All international Affiliate Payments are made via PayPal only.
Any bank fees related to returned or cancelled checks due to a contact or payment information error or omission may be deducted from the newly issued payment. You agree to pay all applicable taxes or charges imposed by any government entity in connection with Your participation in the Program.
Crucial may change its pricing and/or payment structure at any time. If You dispute any payment made in the Program, You must notify Crucial in writing within thirty (30) days of any such payment; failure to so notify Crucial shall result in the waiver by You of any claim relating to any such disputed payment. Payment shall be calculated solely based on records maintained by Crucial. No other measurements or statistics of any kind shall be accepted by Crucial or have any effect under this Agreement.
The payments made under this Agreement are for use by You only and may not be transferred or in any manner passed on to any third party (i.e. distributed to Sites managed by You that require separate payments) unless expressly authorized in writing by Crucial (including by electronic mail).
You agree that Crucial may use Your name and logo in presentations, marketing materials, customer lists, financial reports, Web site listings of customers, and Referral Pages. If You wish to use Crucial's trade names, trademarks, service marks, logos, domain names, and other distinctive brand features ("Brand Features"), You may do so, so long as such use in in compliance with this Agreement and in compliance with Crucial's then current Brand Feature use guidelines, and any content contained or referenced therein.
Representations and Warranties
You represent and warrant that (a) all of the information provided by You to Crucial to enroll in the Program is correct and current; (b) You are the owner of each Site or that You are legally authorized to act on behalf of the owner of such Site(s) for the purposes of this Agreement and the Program; (c) You have all necessary right, power, and authority to enter into this Agreement and to perform the acts required of You hereunder; and (d) You have complied and will continue to comply with all applicable laws, statutes, ordinances, and regulations (including without limitation the CAN-SPAM Act of 2003 and any relevant data protection or privacy laws) in Your performance of any acts hereunder.
You further represent and warrant that each Site and any material displayed therein: (i) comply with all applicable laws, statutes, ordinances, and regulations; (ii) do not breach and have not breached any duty toward or rights of any person or entity including, without limitation, rights of intellectual property, publicity or privacy, or rights or duties under consumer protection, product liability, tort, or contract theories; and (iii) are not pornographic, hate-related or otherwise violent in content.
Your Obligation to Indemnify
You agree to indemnify, defend, and hold Crucial, its agents, affiliates, subsidiaries, directors, officers, employees, and applicable third parties (e.g. licensors, licensees, consultants, and contractors) (collectively "Indemnified Person(s)") harmless from and against any and all third party claims, liability, loss, and expense (including damage awards, settlement amounts, and reasonable legal fees), brought against any Indemnified Person(s), arising out of, related to, or which arise from, Your use of the Program, the Site(s), and/or Your breach of any term of this Agreement.
You acknowledge that Crucial owns all right, title, and interest, including without limitation all Intellectual Property Rights (as defined below), in and to the Program (including Crucial's ad serving technology, referral technology, and Brand features, and excluding items licensed to Crucial from third parties), and that You will not acquire any right, title, or interest in or to the Program except as expressly set forth in this Agreement.
You will not modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble, or otherwise attempt to derive source code from any Crucial services, software, or documentation, or create or attempt to create a substitute or similar service or product through the use of or access to the Program or proprietary information related thereto.
You will not remove, obscure, or alter Crucial's copyright notice, Brand Features, or other proprietary rights notices affixed to or contained within any Crucial services, software, or documentation (including without limitation the display of Crucial's Brand Features with Ads as applicable). "Intellectual Property Rights" means any and all rights existing from time to time under patent law, copyright law, moral rights law, trade secret law, trademark law, unfair competition law, publicity rights law, privacy rights law, and any and all other proprietary rights, as well as, any and all applications, renewals, extensions, restorations, and reinstatements thereof, now or hereafter in force and effect worldwide.
You agree that Crucial may transfer and disclose to third parties personally identifiable information about You for the purpose of approving and enabling Your participation in the Program, including third parties that reside in jurisdictions with less restrictive data laws than Your own.
Crucial may also provide information in response to valid legal process, such as subpoenas, search warrants, and court orders, or to establish or exercise its legal rights or defend against legal claims. Crucial disclaims all responsibility, and will not be liable to You, however, for any disclosure of that information by any such third party.
Crucial may share non-personally-identifiable information with You, including Site URLs, Site-specific statistics, and similar information collected by Crucial, with advertisers, business partners, sponsors, and other third parties.
This Agreement shall be governed by the laws of Arizona, except for its conflicts of laws principles. Any dispute or claim arising out of or in connection with this Agreement shall be adjudicated in Maricopa Country, Arizona. The parties specifically exclude from application to the Agreement the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act.
This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof. Any modifications to this Agreement must be made in a writing executed by both parties, by Your online acceptance of updated terms, or after Your continued participation in the Program after such terms have been updated by Crucial.
The failure to require performance of any provision shall not affect a party's right to require performance at any time thereafter, nor shall a waiver of any breach or default of this Agreement constitute a waiver of any subsequent breach or default or a waiver of the provision itself.
If any provision herein is held unenforceable, then such provision will be modified to reflect the parties' intention, and the remaining provisions of this Agreement will remain in full force and effect. You may not resell, assign, or transfer any of Your rights hereunder. Any such attempt may result in termination of this Agreement, without liability to Crucial. Notwithstanding the foregoing, Crucial may assign this Agreement to any affiliate at any time without notice.
The relationship between Crucial and You is not one of a legal partnership relationship, but is one of independent contractors.