Affiliate Terms and Conditions

Introduction

This Agreement governs your use participation in UpSell Nation Network. The use of any of the Services is conditioned on your acceptance of this Agreement. By using any of the Services and by signing this agreement, you accept and agree to be bound by all the terms and conditions of this Agreement, as it relates to the services offered by UpSell Nation.
1. Services Offered:
a. UpSell Nation will grant you access to the UpSell Nation Affiliate Network and the Services for which you have been registered via the UpSell Nation registration form, all of which are subject to the terms and conditions of this Agreement.
2. Publisher Agreement:
a. The Publisher shall not make any representations, warranties or other statements concerning the Advertisers, the Advertiser’s site or the Advertiser’s products beyond what is reasonable and accurate.
b. The Publisher understands that the Advertiser owns and shall retain all rights to its names, logos, trademarks, service marks and copyrights.
c. These rights give Advertisers the ability to restrict Publisher’s use of their names, logos, trademarks, service marks and copyrights. This agreement gives the Publisher limited, non-exclusive rights to advertiser links and/or other promotional materials provided through the Network.
3. Use of Links and Promotional Materials:
a. The Publisher will link their site to areas within the Advertiser’s site using special URLs obtained through UpSell Nation. The Publisher may use as many links or as much UpSell Nation content or marketing materials as required.
b. Use of links and marketing content is non-transferable. The Publisher may not allow links or content to be used by other sites or URLs outside of the Publisher’s account. The Publisher may not alter the links in any way, aside from any alteration that is conducted through the sub-tracking add-on and campaigns.
c.UpSell Nation may terminate Advertiser links at any time. If such an action occurs, the Publisher must remove the terminated links and corresponding promotional materials from the Publisher’s approved site.
4. Content and Link Placement:
a. UpSell Nation marketing materials and/or links cannot be placed on sites that contain the following content (or links to pages with such content): Any pornography, nudity, or any other sexual or adult material. Any content that violates or infringes in any way upon the statutory, common law, or proprietary rights of others, including but not limited to, copyrights, trademark rights, patents, or any other third party intellectual property, contract, privacy, or publicity rights. Any gambling, hate propaganda, or material that encourages or promotes illegal activity or violence. Any material that promotes or utilizes software or services designed to deliver unsolicited e-mail. Any misrepresentations or material that is threatening, abusive, harassing, defamatory, obscene, profane, indecent, or otherwise objectionable, offensive, or harmful. Any material that violates any local, state, or national law or regulation. Any other material that UpSell Nation, in its sole discretion, determines to be inappropriate.
b. Links provided will be placed on pages that use only the English language, where the majority of traffic is generated from online users who reside in the United States, and which are generally seen by users age 18 and older.
c. Links and/or content from UpSell Nation must be placed on web pages that can be freely accessed by UpSell Nation without having to login or supply a password.
d. Links cannot be placed in misleading formats or used in fraudulent methods, including but not limited to any program or device that would otherwise manipulate traffic or the accuracy of advertiser campaigns.
e. In the event that advertiser links are desired to be used in a non-web page format that is not viewable through the Internet, such as through newspapers, television ads, or other media, prior approval from UpSell Nation is required.
f. Publishers may not place Links to an Advertiser’s Website or Website content in third party newsgroups, message boards, blogs, unsolicited email or other types of spam, link farms, counters, chat rooms, or guest books.
g. Content provided through the UpSell Nation network cannot be swapped with advertising links found through other networks for the same or similar products or services. Publishers are granted licensing rights to use the content provided through the UpSell Nation network only in conjunction with the advertising links provided through the network. Failure to comply can result in the immediate termination of the Publisher’s account with UpSell Nation.
h. Publishers that participate in search engine marketing may not link directly to the advertiser’s website using affiliate links, unless the advertiser’s individual terms and conditions specifically state that direct linking is allowed.
5. Payment Processing:
a. Payments are sent to the publisher by Direct Deposit into the Designated Business Account. For example, for sales generated in September 2015, the publisher would be paid for those sales by October 31, 2015
b. In the event that payments are reversed from the advertiser for whatever reason, the publisher understands that the existing balance will be credited back to UpSell Nation, even if those sales are not related to the exact advertiser reversing the sales. For example, if UpSell Nation has already paid the publisher on “ABC” sales, and if advertiser “XYZ” must reverse the sales, UpSell Nation will credit back to UpSell Nation from the publisher’s existing balance of all sales. UpSell Nation also holds the right to credit back from any other account the Publisher has with UpSell Nation if so required. A credit is defined as a reversal of ACH payment, a stop payment on a check, wire reversal, and/or charge backs applied to the entire UpSell Nation Publisher Account.
c. Publishers understand that any chargebacks of sales, regardless of the reason, can be credited back to UpSell Nation against the existing publisher account, regardless if the sales are from another advertiser, as long as they are for the same publisher account or publisher entity
6. Maintaining Content:
a. The Publisher is responsible for making sure that all information promoting any of the products provided by UpSell Nation is accurate. Depending on the format in which the Publisher has chosen to display UpSell Nation content, Publishers may be required to manually maintain their content on a regular basis. The content maintenance requirements vary per format used and are as follows:
– HTML Links and Banner Scripts – Publishers are responsible for accessing links on a weekly basis and whenever a notice regarding product updates is sent by UpSell Nation.
b. UpSell Nation will periodically monitor Publisher sites to assure accuracy and compliance with the use of all content provided through the various content formats. Publishers who are contacted by UpSell Nation for content usage adjustments must abide by all requests within 48 hours of notification or risk having their links expired for the advertiser to which the issue pertains.UpSell Nation reserves the right to adjust this grace period without notice.
7. Approval Process for Specific Advertisers:
a. Once a Publisher is approved for the UpSell Nation network, they are granted access to a variety of tools and services, and the opportunity to apply for a number of advertiser affiliate programs. Within the client interface, Publishers must select and apply for each individual program, and once approved, abide by the terms and conditions for selected advertisers. An email regarding the Application status will be sent to the Publisher within several business days.
b. The terms and conditions provided by advertisers for their individual programs represented in the network are in addition to the terms and conditions of the UpSell Nation Affiliate Network (this agreement), and a violation of either the advertiser’s terms and conditions or the UpSell Nation Affiliate Network terms and conditions can result in the termination of the publisher’s account and the removal of any pending payments.
8. Downtime:
a. UpSell Nation will provide services to allow for 100% uptime for both link activity and content delivery. UpSell Nation cannot be held liable for any link downtime due to hardware or software related issues, or in the event that the landing pages or links provided by the advertisers are down. The UpSell Nation technical staff will, however, work diligently to resolve any issues in the event that any downtime occurs and will coordinate such efforts, if need be, with the advertiser.
9. E-mail Marketing:
a. Publishers who promote advertisers via e-mail must adhere to all applicable legislation and regulations governing e-mail marketing in the jurisdictions that the publisher targets. UpSell Nation advertising links and banners may not be promoted through unsolicited e-mail in any form including, but not limited to, stand-alone e-mail (text or HTML) or newsletters. Spamming is not allowed and all Publishers must comply with the CAN SPAM Act of 2003. Any Publisher found to be generating applications/requests for services and/or sales through unsolicited e-mails will not be paid for those applications/requests/sales. E-mails must contain accurate sender information and subject lines, include functioning Internet-based opt-out mechanism, and not be false or misleading.
10. Unauthorized Telemarketing / Offline Marketing:
a. In order for a Publisher to receive credit for applications/requests and/or sales that are generated from their site, the consumer must personally complete the application/action and agree to the terms and conditions that are set forth by the advertiser for the product/service for which they are applying/requesting/purchasing. No one other than the consumer can complete an application for that consumer.
b. Publishers cannot market advertising materials or links provided by UpSell Nation through telemarketing, where their representative/telemarketer collects a consumer’s personal and/or private information for the purpose of using that information to fill out an application, request a service or purchase goods using the Publisher’s advertising link(s).
c. Any source other than online exposure and approved URL(s), such as printed applications for specific credit card or financial products, requests for services, or the purchase of goods cannot be used for the purpose of having the consumer complete the application/request/purchase so that someone other than the consumer can submit the information online at a later time.
d. No specific product name or advertiser name may be used within the text or images for any print advertising campaign.
e. Publishers who choose to market materials or links through other marketing sources that are not approved by UpSell Nation may result in non-paid applications and/or termination of the account.
11. Fraud / Suspicious Activity:
a. All accounts are regularly monitored for fraudulent transactions and suspicious activity. In the event that your account is flagged for fraud or suspicious activity by the UpSell Nation Internal Fraud and Suspicious Activity Department (UNIFASA), any payment due will be held for a maximum of 120 days while the investigation process is underway, which may involve a multitude of verifications of the publisher account and cross-referencing of data supplied by the merchant. Fraud or suspicious activity in regards to transactions can be caused by a number of instances, such as, but not limited to, breaking the T&C of an affiliate program, using non-approved software applications, using non-approved domains, providing false information during registration, or providing false information once approved.
b. UpSell Nation holds the right to reduce or completely remove any approved transactions or payments in the event that the publisher has created a violation to produce such sales or if the publisher is unable to produce evidence to contradict the violation.
c. Once an action or actions have been determined by the UNIFASA Department to be fraudulent or otherwise in violation of the advertiser’s terms and conditions or the UpSell Nation Publisher Terms and Agreements Policy, the Publisher’s account will be permanently deactivated and banned from applying again to the UpSell Nation network, and any credits shown on the account will be 100% reversed.
d. In the event your account is deactivated, and you thereafter open another account with UpSell Nation, or have other accounts with UpSell Nation, using the same or similar information, UpSell Nation reserves the right to deactivate all your related accounts and remove any approved transactions or future applicable payments.
e. In the event you are deactivated from a specific advertiser program from another network, or removed from that network entirely, and then come through UpSell Nation to promote programs that you were previously removed from promoting, UpSell Nation holds the right to deactivate your entire account, and remove any pending future payments on transactions, for all programs that you violated such actions.
12. Capturing User Information:
a. Publishers are not allowed to alter the sub-tracking code or otherwise use software or any means designed to capture personal identifiable information of online visitors that would then be viewable to UpSell Nation.
b. Publishers are not allowed to request that visitors to their site complete any form that may be hosted on the publisher’s website or a third party service, through which the user’s information will be redirected or otherwise used to generate a lead or sale for the advertiser program.
c. All leads and sales for advertiser programs must be completed on the advertiser website or through the link that is provided from UpSell Nation. Any attempts to misdirect or otherwise pass information to the application process of the advertiser form will result in the immediate termination of the publisher account, and all credits will be reversed.
13. Liability:
a. Each party shall indemnify, defend, and hold harmless the other party, and all its associations, from any and all liability, claims, losses, damages, injuries, or expenses brought by a third party arising out of a breach, real or alleged, of any of its representations or obligations herein. No party shall be held liable for the other party for any direct, indirect, special, exemplary, consequential or incidental damages, even if informed of the possibility of such damages.
14. Advertiser-Specific Terms and Conditions:
a. Publishers are to adhere to all Advertiser-specific terms and conditions that are detailed by an individual program’s Advertiser and described within that program’s Agreement & Terms tab on UpSell Nation.
15. E-Mail Communications from UpSell Nation:
a. UpSell Nation newsletters generally pertain to new affiliate advertising opportunities, increased payouts, and important product changes.
b. You can opt-out anytime in receiving emails from UpSell Nation for notifications of new promotions, new affiliate programs added to the network, network enhancements, new services of UpSell Nation, and other crucial information that may benefit you and your website.
c. However, you will continue to receive emails in regards to any program for which you are approved, as this is a requirement of the advertiser and/or UpSell Nation terms and conditions. In the event that you no longer wish to receive such emails, you will need to drop the program and discontinue promoting it.
d. Earnings are only paid out on approved sales or leads. In the event that the merchant reverses the sales, due to returns or other adjustments, the referral earnings will be adjusted accordingly.
e. It is the publisher’s responsibility to provide the proper link to referred publishers. Those publishers must register with the link to allow for proper tracking of revenue back to the original publisher who recruited the additional publishers.
h. If it is determined that the publisher account is fraudulent or has otherwise not abided by the terms and conditions of UpSell Nation or merchant accounts, in addition to the publisher account being dropped, all earned referral revenue will also be dropped and/or reversed
16. Change in the Terms and Conditions:
a. UpSell Nation reserves the right to change any of the terms and conditions policies of the UpSell Nation Affiliate Network at any time and without notice to the publisher. It is up to the publisher to regularly review the Terms and Conditions that are set forth in this agreement to make sure that the publisher is abiding by all the said terms and conditions.
b. Updated Terms and Conditions may be founds on Upsell Nation Website or can be emailed to publishers upon request.