This Affiliate Service Agreement (the "Agreement") is made by and between
and you, as an Affiliate user of the ACO service ("You", "Your",
To be an authorized Affiliate of ACO, You agree to abide by the
terms and conditions contained in this Agreement. Please read this Agreement carefully
before registering and using the ACO Service as an Affiliate. By signing
up for ACO, you indicate Your acceptance of this Agreement and its terms
and conditions. If You do not accept this Agreement, do not use the ACO
Service as an Affiliate.
ACO respects the privacy of its users and promises not to disclose personal
or business information to third parties without the express permission of You and
Your company. We will not sell Your name, e-mail address, phone number, or any other
personal information to anyone else. We consider this information to be private,
and it will remain as such. If You have any questions about Your privacy rights,
contact us at [email protected]
The following agreement is summarized as follows:
- You place our merchants banners anywhere on your site as you see fit, or within
- We may email you concerning new merchant programs
- We might change the service here and then
- Adult, Hate, or other related sites are not allowed
- You will be paid your commissions on a monthly basis.
- All statistics are collected and calculated by ACO, and will be the only
valid stats used for determining commissions.
- Any page that contains ACO links, banners, or code must be written in
- As an affiliate, you can only have 1 account. You can list multiple domains in one
account, but only one account is allowed. Self-referrals for affiliate or merchant
accounts are strictly prohibited.
- International affiliates (those with addresses outside of the 50 U.S. States) are
paid via Direct Deposit where possible.
- Your physical address listed for receiving checks MUST be your actual address. Mail
forwarding services, for the purpose of avoiding network demographics, is NOT allowed.
For example, if you choose USA as your country, you must be in the USA. If you choose
Russia as a country, you must be in Russia.
- You won't hold us liable for anything, a link to a non-ACO Web site does
not mean that ACO endorses or accepts any responsibility for the content
or the use of such Web site.
- You cannot SPAM. You cannot SPAM. You cannot SPAM. We will terminate your account
on the first offense of SPAMMING. Do not send email to lists or groups that
you do not have permission to send to. We cannot stress this enough, we WILL terminate
your account on the first offense.
- You may place banners or links within your newsletters, in content of your website,
or within other web related content.
- Affiliate accounts that are left inactive will be removed from our system if their
balance is equal to or less than $25. If an abandoned affiliate account has a balance
between $25 and $50, a $25 fee will be assesed once per calendar month, until the
balance is equal to zero dollars - and is closed. At no time will an affiliate ever
owe monies to ACO, Inc. based on fees - the account will simply be closed.
An abandoned affiliate account is defined as any account that has not been logged
in to for a period of 6 months, nor have any transactions been posted to that account.
If one or the other of those conditions are true - the account will remain in an
- NOT ALLOWED: All other uses of banners or links, such as newsgroups, chat
rooms, ICQ, message boards, banner networks, hit farms, counters, or guestbooks
etc. are NOT allowed.
- NOT ALLOWED: Any placement of creative in a "Desktop" advertising
scheme. This includes any and all 3rd party advertising platforms that use a desktop
application to display ads in any form.
- NOT ALLOWED: Any display of a merchant window that isn't the result of a
direct click by the end-user.
- Failure to abide by these rules could mean termination from a given merchant program,
or from ACO completely with a complete forfeit of commissions.
- Fraud is a serious offense, and will be treated as such. Fraud is defined as any
action that intentionally attempts to create sales, leads, or click-throughs using
robots, frames, iframes, scripts, or manually "refreshing" of pages, for
the sole purpose of creating commissions. ANY ATTEMPTED FRAUD OR FRAUD WILL RESULT
IN MEMBERSHIP TERMINATION AND VOIDED COMMISSIONS.
- If you run or utilize an incentive website, you MAY participate in ACO's
pay-per-click and pay-per-lead programs ONLY IF you receive specific written (fax
or email are ok as well) permission from the merchant. You must also copy this specific
permission to us, and that permission must detail exactly what kind of incentive
your users have to click the links. Without this permission, your commissions may
be voided. You are allowed to participate in any pay-per-sale programs without any
- You cannot refer yourself as a Merchant with ACO and receive commission.
"Performance Marketing" occurs when e-businesses ("Merchants")
and individual web sites that generate their own traffic ("Affiliates")
partner to drive traffic to the Merchant's Web site and the Merchant pays a reward
or bounty when the Visitor referral results in a sale, lead, click, or other measurable
"Affiliate" means a site that is rewarded for a legitimate sale, lead,
click, or other measurable action by a Visitor, and uses the ACO Service
to facilitate applications, tracking, reporting, and receipt of commission payment.
"Merchant" means a Web site that pays a reward for a legitimate sale,
lead, click, or other measurable action by a Visitor, and uses the ACO
Service to facilitate sign-ups, tracking, reporting, and issuance of commission
"Visitor" means any person, or user that clicks on a Link to a Merchant's
Web site placed on an Affiliate's Web site.
"sale commission" means the Payout the Merchant agrees to pay for Visitors
referred to the Merchant's Web site that results in a sale of a product or service.
The sale could occur at the time of the visit or at a later time not to exceed 30
days. If a sale occurs after 30 days and the Visitor has not returned through an
authorized Affiliate's site, then no Payout shall occur.
"lead commission" means the Payout the Merchant agrees to pay for Visitors
referred to the Merchant's Web site that results in the Visitor performing an action
defined by the Merchant. Such an action could include filling out a form, joining
a mailing list, or other mechanism to identify potential customers. The action could
occur at the time of the visit or at a later time not to exceed 30 days. If an action
occurs after 30 days and the Visitor has not returned through an authorized Affiliate's
site, then no Payout shall occur.
"click commission" means the Payout the Merchant agrees to pay for a valid
click from an Affiliate Partner's site to the Merchant's site that results in the
Merchant's Web site being viewable to the Visitor. A click is deemed valid when
it meets certain criteria as defined on the Web site or in this agreement, which
criteria may change from time to time.
"Payout" means the amount sale commission, lead commission, or click commission
established and agreed upon by ACO and the Merchant. The Payout may be
expressed as a set amount or as a percent of sales.
"Commission" means the amount sale commission, lead commission, or click
commission established and agreed upon by ACO and the Merchant. The Commission
may be expressed as a set amount or as a percent of sales. Commission as a percent of sales is
based on the product's price and does not include shipping, taxes or other charges.
"Link" means a hyperlink placed on an Affiliate's site that, when clicked
on, serves a Merchant's Web site to the Visitor's browser. The Link may be in the
form of text, a product image, a button, a banner or any other format acceptable
to the Merchant, and defined only through the Merchant's program on ACO.
"VOID" means a reversal of a Payout previously earned for a sale, lead,
or click that is later rescinded or corrected by the Merchant. Merchant's may VOID
transactions that are fraudulent, or in the case of returned merchandise, duplicate
transactions, or other valid reasons.
"Your Account" means a separate, specific account within the Service that
is credited with Your Commissions and other earnings.
ACO has developed and operates a service (the "Service") which
allows Web sites to run and/or participate in Performance Marketing programs. You
wish to become an Affiliate of ACO and utilize the Service as an Affiliate.
As an Affiliate of ACO you will be establishing arrangements with third
party organizations, called Merchants. All Affiliate relationships established between
You, the Affiliate, and ACO Merchants, will be conducted and managed
through the Service.
As an Affiliate of the Service, you may place and remove Merchant Links on Your
site and in Your email messages at Your discretion.
You will receive a Commission for sending a Merchant authorized sales, leads, and/or
clicks via Your Links. In order to place Links, You must first be approved by a
Merchant to become an Affiliate of that Merchant's program. You understand that
the Payout amount may be changed at any time. This information is also available
to You at the ACO Member's Area. You are responsible for determining
if the Payout for a Link You have placed on Your site has changed or been discontinued.
You receive the Commission from ACO. Payments are made automatically
on the twentieth (20th) day of each month when Your account balance reaches $50
or more for the previous months' transactions. Money credited to Your Account does
not accrue interest. In the event of a VOID by a Merchant, ACO may recover
from You the corresponding Commission previously credited to Your Account. The VOID
Commission will be immediately deducted from Your Account balance. In the event
that Your Account balance is less than the VOID Commission, the VOID Commission
will be deducted against Your future earnings. You will NEVER be asked to send money
SERVICE AND SUPPORT
ACO will provide support for the Service as indicated on the ACO
ACO reserves the right to send e-mail to You for the purposes of informing
you of applicable changes or additions to the Service or any ACO related
products and services.
CHANGES TO THE SERVICE
ACO reserves the right to change, modify, add or remove portions of this
Agreement at any time and may add to, change, suspend or discontinue any aspect
of the Service at any time. In the event of any material change, ACO
will notify You via e-mail, newsletter or the ACO Web site at least 7
days prior to any such changes taking effect, at which time You may either agree
to such changes or withdraw from the Service.
To sign up as an Affiliate of ACO and to use the Service as an Affiliate
Partner you must be at least 18 (eighteen) years of age, and supply a valid tax-id,
which may be your social security number for individuals, or a federal tax-id for
corporations or entities.
THE FOLLOWING TYPES OF SITES ARE NOT ALLOWED TO PARTICIPATE IN ACO: ADULT
SITES, SITES THAT DISPLAY ADULT BANNERS, SITES THAT PROMOTE VIOLENCE, BIGOTRY, OR
HATRED. SITES THAT PROMOTE ILLEGAL ACTIVITY, including but not limited to WAREZ,
CRACKING, and HACKING SITES. As part of the registration process, You will select
a username and password combination that You use to access Your Affiliate area within
the Service. You shall provide ACO with accurate, complete and updated
registration information. You may not select the name of another person with the
intent to impersonate that person or deceive members or other users as to Your true
identity. You agree that ACO may rely on any data, notice, instruction
or request furnished to ACO by You which is reasonably believed by ACO
to be genuine and to have been sent or presented by a person reasonably believed
by ACO to be authorized to act on Your behalf. You shall notify ACO
by e-mail at [email protected] of any known or suspected unauthorized uses
of Your Account, or any known or suspected breach of security, including loss, theft
or unauthorized disclosure of Your username and password. You shall be responsible
for maintaining the confidentiality of Your username and password and You are responsible
for all usage and activity on Your Account, including use of the account by a third
party authorized by You to use Your Account. Any fraudulent, abusive or otherwise
illegal activity may be grounds for termination by ACO and referral to
the appropriate law enforcement agencies.
You represent to ACO that all content You provide to the Service is solely
owned by You or provided by You with the express authority of the company You represent,
does not infringe upon any other individual's or organization's rights (including,
without limitation, intellectual property rights) and is not defamatory, libelous,
unlawful or otherwise objectionable. You shall not provide, promote, distribute,
place or otherwise publish as an Affiliate of the Service any content, or Web site
that includes content, which is libelous, defamatory, obscene, pornographic, abusive,
fraudulent or violates any law. As ACO may not review all information
provided by You, You shall remain solely responsible for Your content and Web site.
As an Affiliate, You may not artificially inflate traffic counts to Merchant site(s)
pop-up windows and redirects. You may not click on Your own banners and/or links
or submit multiple leads to Your Merchant partners.
Links may not be placed in newsgroups, unsolicited e-mail, ICQ, banner networks,
counters, chatrooms or guestbooks. Any Link placed must be done in such a way that
it is not misleading to any Visitor and done with the intention of delivering valid
sales, leads, or clicks to the related Merchant for that Link.
Points or reward programs for click or lead programs are NOT allowed. ACO
RESERVES THE RIGHT TO DEEM ANY SITE INAPPROPRIATE AND TERMINATE THE SITE AS A MEMBER
OF ACO. If You are terminated from the Service, ACO has the
right to withhold money You earned within the Service or money that You owe within
the Service and You will not be allowed to re-join ACO.
The Service, its operation, its use and the results of such use shall be performed
in a workmanlike manner. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE
LAW, ACO DISCLAIMS ALL WARRANTIES EXPRESS OR IMPLIED, INCLUDING, BUT
NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE, IN RELATION TO THE SERVICE, ITS USE AND THE RESULTS OF SUCH USE. WITHOUT
LIMITING THE FOREGOING, ACO SPECIFICALLY DISCLAIMS ANY WARRANTY (A) THAT
THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, (B) THAT DEFECTS WILL BE CORRECTED,
(C) THAT THERE ARE NO VIRUSES OR OTHER HARMFUL COMPONENTS, (D) THAT THE SECURITY
METHODS EMPLOYED WILL BE SUFFICIENT, OR (E) REGARDING CORRECTNESS, ACCURACY, OR
RELIABILITY. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES SO
THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. The Merchant will make reasonable commercial
efforts to keep its transaction service operational during normal business hours.
However, certain technical difficulties may, from time to time, result in temporary
service interruptions. Affiliate understands and acknowledges that it is normal
to have a certain amount of system downtime and further agrees not to hold the Merchant
liable for any of the consequences of such interruptions. MERCHANT SHALL HAVE NO
LIABILITY FOR UNAUTHORIZED ACCESS TO, OR ALTERATION, THEFT OR DESTRUCTION OF ANY
WEB SITE OF AFFILIATE OR AFFILIATE CUSTOMER DATA FILES OR SYSTEMS OR PROGRAMS THROUGH
ACCIDENT, FRAUDULENT MEANS OR DEVICES. MERCHANT SHALL HAVE NO LIABILITY WITH RESPECT
TO MERCHANT OBLIGATIONS HEREUNDER OR OTHERWISE FOR CONSEQUENTIAL, EXEMPLARY, SPECIAL,
INCIDENTAL, OR PUNITIVE DAMAGES EVEN IF MERCHANT HAS BEEN NOTIFIED OF SUCH DAMAGES.
ANY LIABILITY OF MERCHANT HEREUNDER SHALL BE LIMITED TO THE REVENUE EARNED BY MERCHANT
AS A DIRECT RESULT OF THIS AGREEMENT.
LIMITATION OF LIABILITY
ACO OR ITS SUPPLIERS OR RESELLERS OR MERCHANTS SHALL NOT BE LIABLE TO
YOU OR ANY OTHER PERSON FOR (I) ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL
DAMAGES OF ANY CHARACTER ARISING OUT OF THE USE OF OR INABILITY TO USE THE ACO
SERVICE OR ANY INFORMATION PROVIDED ON THE ACO WEB SITE OR ANY OTHER
HYPERLINKED WEB SITE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL,
ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA, EVEN IF
ACO OR A ACO AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF
THE POSSIBILITY OF SUCH DAMAGES OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS
OR OTHER INACCURACIES IN THE WEB SITE OR ANY HYPERLINKED WEB SITE. BECAUSE SOME
JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL
DAMAGES, THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, ACO'S
LIABILITY IS LIMITED TO THE SMALLEST AMOUNT PERMITTED BY LAW. THIS PARAGRAPH WILL
SURVIVE THE FAILURE OF ANY EXCLUSIVE OR LIMITED REMEDY.
You agree that ACO, although the provider of the Service, has no responsibility
or liability as a result of Your placement of authorized Links from Your Web site,
and You, and the Merchant, jointly and severally agree to indemnify, defend, and
hold harmless ACO and its affiliates, officers, directors, employees
and agents from and against any and all liability, claims, losses, damages, injuries
or expenses (including reasonable attorneys' fees) directly or indirectly arising
from or relating to any offer or any other matter related to this Agreement or the
subject matter hereof and any dispute relating thereto.
ACO agrees to indemnify, defend, and hold harmless Affiliate and its
affiliates, officers, directors, employees and agents from and against any and all
liability, claims, losses, damages, injuries or expenses (including reasonable attorneys'
fees) directly or indirectly arising from or relating to ACO's negligence
or willful misconduct in performance of the Services or its breach of this Agreement.
ACO acknowledges that in the course of this Agreement it shall have access
to confidential and proprietary information ("Confidential Information")
of Your company. ACO agrees not to disclose or disseminate the Confidential
Information without Your prior express written consent. The term "Confidential
Information" shall not include information that is or becomes part of the public
domain through no action or omission of ACO, that becomes available to
ACO from third parties without knowledge by ACO of any breach
of fiduciary duty, or that ACO had in its possession prior to the date
of this Agreement. ACO does not collect information about a Merchant's
customer transactions, other than what is passed to us through the installed tracking
code and displayed on Your own transaction reports. Any information we receive is
used solely for tracking and Commission payment purposes. ACO reserves
the right to be able to utilize this data in aggregate to analyze Service trends,
monitor Service efficiencies, and perform such other analysis as ACO
OWNERSHIP AND LICENSES
You, the Affiliate, are granted a non-exclusive, limited, revocable right to use
Merchant provided trademarks and banners. All images, technology and content provided
for Your use is and shall remain the sole property of the Merchant, and no part
thereof shall be deemed assigned or licensed to You except as explicitly provided
for herein. All intellectual property rights, including trademarks, copyrights,
patent rights or applications, tradenames and service marks related to the foregoing
shall remain the Merchant's sole property, including rights in and to any derivatives
thereof. You may not modify the trademarks, banners, the content or any of the images
provided to You in any way.
A Merchant may immediately terminate Your license to use the marks if the Merchant
reasonably believes that such use dilutes, tarnishes or blurs the value of their
marks. You acknowledge that Your use of the marks will not create in You, nor will
You represent that You have, any right, title or interest in or to the marks other
than the license granted by the Merchant above. You will not challenge the validity
of or attempt to register any of the marks or Your interest therein as a licensee,
nor will You adopt any derivative or confusingly similar names, brands or marks
or create any combination marks with the marks. You acknowledge the Merchant's ownership
and exclusive right to use the marks and agree that all goodwill arising as a result
of the use of the marks shall inure to the benefit of the Merchant.
ACO makes no representations whatsoever about any other Web site which
You may access through the Service. In addition, a link to a non-ACO
Web site does not mean that ACO endorses or accepts any responsibility
for the content or the use of such Web site.
Affiliate or ACO may assign this Agreement to any successor or affiliate
upon notice to the other party and mutual agreement between both parties.
Neither party shall be liable hereunder by reason of any failure or delay in the
performance of its obligations hereunder on account of strikes, shortages, riots,
insurrection, fires, flood, storm, explosions, acts of God, war, governmental action,
labor conditions, earthquakes or any other cause which is beyond the reasonable
control of such party.
This Agreement shall be governed by California, USA law (except for conflict of law
provisions). The exclusive forum for any actions brought in connection with this
Agreement shall be in the state and federal courts in and for the State of Illinois,
USA and You consent to such jurisdiction. The application of the United Nations
Convention on the International Sale of Goods is expressly excluded.
This Agreement represents the complete agreement concerning this license and may
be amended only by a writing executed by both parties. THE ACCEPTANCE OF ANY PURCHASE
ORDER PLACED BY YOU IS EXPRESSLY MADE CONDITIONAL ON YOUR ASSENT TO THE TERMS SET
FORTH HEREIN, AND NOT THOSE IN YOUR PURCHASE ORDER. If any provision of this Agreement
is held to be unenforceable, such provision shall be reformed only to the extent
necessary to make it enforceable.