Affiliate Terms of Service
This Affiliate Terms of Service Agreement contains the complete terms and conditions that apply to your participation as a member of cityofdarwincruises.com.au Affiliate Program.
Enrolment in this Program.
To begin the enrolment process, you will submit a completed Program Application through our website. Your account will be instantly active in our program. We will evaluate your account in good faith to ensure you comply with all our rules and agreements. We may reject your account if we determine in our sole discretion that you or your site is unsuitable for the Program for any reason, including, but not limited to, if your site incorporates images or content that is unlawful, defamatory, obscene, harassing or otherwise objectionable, such as sites that facilitate illegal activity or promote violence or promote or assist others in promoting copyright infringement, or if your site is or promotes a business-opportunity program (collectively, “Content Restrictions”).
Utilizing Links on Your Site.
As an affiliate website of city of darwin cruises, you may use any form of promotion you choose, consistent with the terms of this Agreement. You may use banner advertisements, button links and/or text links to our site (the “Links”), however, you CANNOT SPAM. Any activity by you or on your behalf that we determine or reasonably suspect to be the result of an unsolicited bulk e-mail program will result in your immediate termination from the Program and your forfeiting of monies otherwise due you hereunder. Allowable promotional links may contain city of darwin’s trade names, service marks, and/or logos for display on your Affiliate Site. Subject to the terms and conditions hereof, you are granted a limited, non-exclusive, non-transferable license to access and download such Links and other designated promotional materials for placement on your Affiliate Site for the sole and exclusive purpose of promoting services owned, operated or controlled by city of darwin cruises. In utilising the Links, you agree that you will cooperate fully with us in order to establish and maintain such Link or Links. A Link may only be visually modified with our consent.
We will pay you a commission based on the below structure:
Hotel, Restaurant and Entertainment venue staff 12.5% per completed sale
Transport staff 12.5% per completed sale
Charities and sporting groups 12.5%
Friends of city of darwin cruises 20%
Tourism Promotion organisations 20%
Example: If you are a porter and send us 20 pax at $100 per head in any month you will get $100 x 20 = $2000 @12.5% = $250
Incentivized commissions, and offering any form of incentive to obtain a sale is forbidden, unless prior approval is given and cleared by city of darwin cruises Staff. To inquire on whether your incentive is acceptable, please e-mail us via the contact page.
The Commission Rate is subject to change from time to time, upon e-mail notice to you and commencing the 30-days following such notice.
Commissions deemed due and owed to you under the program will be paid to you directly by city of darwin cruises after any holding period and in accordance with a regular payout cycle established by city of darwin cruises. Commission will be paid for signups by you, your household, or anyone within your organization.
PayPal payments will only be reissued within 120 days of the original issue date in the case of incorrect PayPal address or refusal from PayPal to accept payment.
Responsibility for Your Site.
You will be solely responsible for the development, operation and maintenance of your site and for all materials that appear on your site. We shall have no responsibility for the development, operation and maintenance of your site and for all materials that appear on your site. You shall also be responsible for ensuring that materials posted on your site do not violate or infringe upon any jurisdictional laws here in Australia or wherever you are operating from.
You will respect Copyrights, trademarks, privacy, or other personal or proprietary rights), and ensuring that materials posted on your site are not libelous or otherwise illegal. You must have express permission to use another party’s copyrighted or other proprietary material. We will not be responsible if you use another party’s copyrighted or other proprietary material in violation of the law.
Cityofdarwincruises expressly requires you to disclose that there is a “material connection” between you and cityofdarwincruises any time you offer an endorsement or testimonial on our services. Such disclosure should be clear and prominent, meaning close to the endorsement or testimonial.
Please note: You should obtain legal advice on how to fully comply with these responsibilities in your specific situation.
In addition to the foregoing, we will immediately terminate your participation in the Program if we believe you have engaged in any of the following:
– Unsolicited mass e-mail solicitations, IRC postings or any other form of spamming, including but not limited to, newsgroups or AOL customers or otherwise violate the anti-spamming policies of HostGator or state law;
– Provide inaccurate or incomplete information to HostGator concerning your identity, address or other required information;
– Attempt to cheat, defraud or mislead us in any way;
– Misrepresent to the public the terms and conditions of our sites or your sites;
– Engage in popup advertisement network activities;
– IFrames may not be used unless given express permission by HostGator, sales made through hidden IFrames or Cookie Stuffing methods will be considered invalid
Paid Search Policy.
You are required to comply with the following rules when bidding on keywords on any paid search engines or social media site, including without limitation, Google, Yahoo/Bing, Twitter and Facebook:
You are prohibited from bidding on any cityofdarwincruises trademarks, or any variations and misspellings thereof without our prior written approval.
You are prohibited from bidding on keywords containing cityofdarwincruises trademarks plus an additional term such as [cityofdarwincruises coupons] or cityofdarwincruises promotions].
All materials, including without limitation, ad copy, coupons, and promotions on your Affiliate Site must accurately represent active and valid promotions. For example, you may not display an ad on your Affiliate Site for a promotion that has expired. We continue to monitor all paid search landscapes. If you are determined to be in violation of this section your participation in the program may be terminated. For more information on match types, please visit Google’s overview of match types.
Minimum Payment Threshold.
Affiliates must earn a minimum affiliate account balance of $100 or more before their account is eligible for payment. Commission amounts earned for less than $100 (for example, 1 sale for $50) will remain pending until the full $100 minimum balance has been earned. All sales still pending due to the minimum payment threshold must remain active and in good standing according to our TOS requirements in order to be eligible for payment. Sales that are found not to be valid according to our TOS requirements at the time of the additional sale and earnings will be marked as invalid and not payable. Therefore there will be the requirement that 2 sales, or $100 in minimum earnings be valid according to our sale requirements listed in our TOS in order for payment to be sent.
There is a $100 minimum threshold for Commission Fees. If You do not meet the minimum threshold of $100 within 180 days after the end of the month in which a Qualified Purchase was properly completed, commission payments will be forfeited and Your commission balance will revert to $0.
Tax and Address Changes.
You are responsible for your own Tax affairs. All invoices will be issued as GST invoices.
Any contact information ,ust be kept up to date by you.
Term of the Agreements.
The term of this Agreement will begin upon our acceptance of your Affiliate 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 notice of termination. Notice by e-mail, to your e-mail address on our records, is considered sufficient notice for to terminate this Agreement. If this Agreement is terminated because you have violated the terms of this Agreement you are not eligible to receive any commissions payments, even for commissions earned prior to the date of termination. If this Agreement is terminated for any other reason, you are only eligible to earn a commission on sales occurring during the term of the Agreement, and commissions earned through the date of termination will remain payable only if the related orders are not canceled or returned. We reserve the right to withhold your final payment for a reasonable time to ensure that the correct amount is paid.
We may modify any of the terms and conditions contained in this Agreement, at any time and in our sole discretion. Notice of any change by e-mail, to your address on our records, or the posting on our site of a change notice of a new agreement, is considered sufficient notice for notifying you of a modification to the terms and conditions of this Agreement. Modifications may include, but are not limited to, changes in the scope of available commission fees, commission schedules, payment procedures, and Affiliate Program rules. All such modifications shall take effect 48 hours after we serve notice as provided above, unless we indicate otherwise. If any modification is unacceptable to you, your only recourse is to terminate this Agreement. Your continued participation in the Affiliate Program, following our posting of a change notice or new agreement on our site, will constitute binding acceptance of the change.
Relationship of Parties.
You and cityofdarwincruises are independent parties, 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 site or otherwise, that reasonably would contradict anything in this Section. You are not an agent of the cityofdarwincruises and cityofdarwincruises expressly disclaims responsibility for any conduct by you in violation of our terms of agreement.
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 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 Affiliate Program will not exceed the total commissions paid or payable to you under this Agreement.
We make no express or implied warranties or representations with respect to the Affiliate Program or any COMPANY services or other items sold through the Program (including, without limitation, warranties of fitness, merchantability, non-infringement, 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 services will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors.
Representations and Warranties.
You hereby represent and warrant to us that 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; and that the execution, delivery and performance by you of this Agreement are within your legal capacity and power; have been duly authorized by all requisite action on your part; require the approval or consent of no other persons; and neither violate nor constitute a default under the (i) provision of any law, rule, regulation, order, judgment or decree to which you are subject or which is binding upon you, or (ii) the terms of any other agreement, document or instrument applicable to you or binding upon you. Should any law enforcement agency or internet service provider provide cityofdarwincruises with notice that you have engaged in transmission of unsolicited bulk e-mails or have otherwise engaged in unlawful conduct or conduct in violation of said service provider’s terms of service, we reserve the right to cooperate in any investigation relating to your activities including disclosure of your account information in connection therewith.
We may disclose to you certain information as a result of your participation as part of the Program, which information we consider to be confidential (herein referred to as “Confidential Information”). For purpose of this Agreement, the term “Confidential Information” shall include, but not be limited to, any modifications to the terms and provisions of this Affiliate Program Agreement made specifically for your site and not generally available to other members of the Affiliate Program, website, business and financial information relating to cityofdarwincruises, customer and vendor lists relating to cityofdarwincruises and any members of the Affiliate Program, other than you. Confidential Information shall also include any information that we designate as confidential during the term of this Agreement. You agree not to disclose any Confidential Information and that such Confidential Information shall also include any information that we designate as confidential during the term of this Agreement. You agree not to disclose any Confidential Information and that such Confidential Information shall remain strictly confidential and secret and shall not be utilized, directly or indirectly, by you for your 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 or if same is required by law or legal process. We make no warranty, expressed or implied, with respect to any information delivered hereunder, including implied warranties of merchantability, fitness for a particular purpose or freedom from patent, trademark or copyright infringements, whether arising by law, custom or conduct, or as to the accuracy or completeness of the information and we shall not have any liability to you or to any other person resulting from your or such third person’s use of the information.
You hereby agree to indemnify, defend and hold harmless cityofdarwincruises, officers, directors, employees, agents, affiliates, successors and assigns, from and against any and all claims, losses, liabilities, damages or expense (including legal fees and costs) of any nature whatsoever incurred or suffered by us (collectively the “Losses”), in so far as such Losses (or actions in respect thereof) arise out of or are based on (i) any claim or threatened claim that our use of the Affiliate Trademarks infringes on the rights of any third party; (ii) the breach of any promise, covenant, representation or warranty made by you herein; or (iii) or any claim related to your site.
Terminated accounts cannot later apply to the Program without our express written consent. This Agreement will be governed by the laws of Australia and the the Northern Territory, without reference to rules governing choice of laws. cityofdarwincruises reserves the right to institute a reserve fund holding commissions for a time period deemed necessary in situations where sales generated by an affiliate consistently have a high chargeback/cancellation ratio. Cityofdarwincruises will be the sole and final arbitrator for any and all disputes or claims related to the validity of sales. In order to facilitate accurate record-keeping, multiple cityofdarwincruises affiliate accounts spanning multiple affiliate networks are strictly prohibited.
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 provision or any other provision of this Agreement.
By participating in this affiliate program, you agree to binding arbitration for any disputes or claims that arise against cityofdarwincruises or its subsidiaries in conjunction with this program. An arbitration firm selected by cityofdarwincruises will be the sole and final arbitrator for any and all disputes or claims related or resulting from participation in this program. All decisions rendered are final. You also are responsible for any and all costs related to such arbitration.