AFFILIATE PROGRAM TERMS AND CONDITIONS
PLEASE READ THE ENTIRE AGREEMENT.
YOU MAY PRINT THIS PAGE FOR YOUR RECORDS.
THIS IS A LEGAL AGREEMENT BETWEEN YOU AND OrderMetrics Inc.
Please read the terms and conditions of this affiliate program agreement
carefully before you join our program or begin marketing our program.
These terms and conditions are written in plain language intentionally
avoiding legalese to ensure that they may be clearly understood and
followed by affiliates. Each Affiliate is responsible for assuring that
its employees, agents and contractors comply with this agreement.
BY SUBMITTING THE ONLINE APPLICATION TO JOIN OUR AFFILIATE PROGRAM, YOU
ARE AGREEING THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS OF
THIS AGREEMENT AND THAT YOU AGREE TO BE LEGALLY RESPONSIBLE FOR EACH AND
EVERY TERM AND CONDITION.
As used in these terms and conditions: (i) “We”, “us”, or “our” refers to
OrderMetrics Inc and our website; (ii) “you” or “your” refers to the
Affiliate; (iii) “our website” refers to the OrderMetrics website located
at www.OrderMetrics.com; (iv) “your website” refers to any websites that
you will link to our website; (v) “Program” refers to the OrderMetrics
To begin the enrollment process, you will complete and submit the online
application. After receiving your application, we will review your website
and notify you of your acceptance or rejection into our Program. Please
allow up 48 hours for your application to be reviewed. The fact that we
auto-approve applications does not imply that we may not re-evaluate your
application at a later time.
We reserve the right to reject any application for any reason, however we
encourage you to contact us if you feel we have made an incorrect
decision. Including all of the websites that you use in your profile will
help us make a better decision.
Your participating website(s) may not:
Infringe on our or any anyone else's intellectual property, publicity,
privacy or other rights.
Violate any law, rule or regulation.
Contain any content that is threatening, harassing, defamatory, obscene,
harmful to minors, or contains nudity, pornography or sexually explicit
Contain any viruses, Trojan horses, worms, time bombs, cancelbots, or
other computer programming routines that are intended to damage,
interfere with, surreptitiously intercept or expropriate any system,
data, or personal information.
Contain software or use technology that attempts to intercept, divert or
redirect Internet traffic to or from any other website, or that
potentially enables the diversion of affiliate commissions from another
website. This includes toolbars, browser plug-ins, extensions and
LINKING TO OUR WEBSITE
Upon acceptance into the Program, links will be made available to you
through the interface. You will be able to review the Program's details
and previously-published affiliate newsletters, download HTML code that
provides for links to web pages within the our website and banner
creatives, browse and get tracking codes for our coupons and deals.
Your acceptance in our program means you agree to and abide by the
You will only use linking code we provide you for each banner, text
link, or other affiliate link obtained from the affiliate interface
We reserve the right, at any time, to review your placement and approve
the use of Your Links and require that you change the placement or use
to comply with the guidelines provided to you.
All domains that use your affiliate link must be listed in your
Your Website will not in any way copy, resemble, or mirror the look and
feel of our Website. You will also not use any means to create the
impression that your Website is our Website or any part of our Website
including, without limitation, framing of our Website in any manner.
You may not engage in cookie stuffing or include pop-ups, false or
misleading links on your website. In addition, wherever possible, you
will not attempt to mask the referring url information (i.e. the page
from where the click is originating).
Using redirects to bounce a click off of a domain from which the click
did not originate in order to give the appearance that it came from that
domain (also known as cloaking) is prohibited. If you are found
redirecting links to hide or manipulate their original source, your
current and past commissions will be voided or your commission level
will be set to 0%. This does not include using "out" redirects from the
same domain where the affiliate link is placed.
The maintenance and the updating of your site will be your
responsibility. We may monitor your site as we feel necessary to make
sure that it is up-to-date and to notify you of any changes that we feel
should enhance your performance.
It is entirely your responsibility to follow all applicable intellectual
property and other laws that pertain to your site. You must have express
permission to use any person's copyrighted material, whether it be a
writing, an image, or any other copyrightable work. We will not be
responsible (and you will be solely responsible) if you use another
person's copyrighted material or other intellectual property in
violation of the law or any third-party rights.
You will not, in connection with this Agreement, display or reference on
your site, any trademark or logo of any third party seller appearing on
our website unless you have an independent license for the display of
such trademark or logo; use any data, images, text, or other information
obtained by you from us or our website \in connection with this
Agreement only in a lawful manner and only in accordance with the terms
of this Agreement.
We grant you a limited, nonexclusive, non-transferable, revocable right
to use the graphic image and text solely for the purpose of you
participating in the Program. You may not modify the graphic image or
text in any way. All of our rights in the graphic image and text, any
other images, our trade names and trademarks, and all other intellectual
property rights are reserved. Should we decide to revoke your license,
we will give you notice.
You acknowledge our ownership of our licensed materials, agree that you
will not do anything inconsistent with our ownership and that all of
your use of the licensed materials will inure to the benefit of, and on
behalf of, the Program and, if requested, agree to assist us in
recording this Agreement with appropriate government authorities. You
agree that nothing in this Agreement gives you any right, title or
interest in the licensed materials other than the right to use the
licensed materials in accordance with this Agreement. You also agree
that you will not attack the our title to the licensed materials or the
validity of the Licensed Materials or this Agreement.
You may not bid on any of our trademarked terms (which are identified
below), including any variations or misspellings thereof for search or
content-based campaigns on Google, Bing, MSN, Yahoo, Facebook or any
other network unless given written permission first from us.
You may not use our trademarked terms, including any variations or
misspellings as per #1 above, in sequence with any other keyword
(including, but not limited to 'OrderMetrics Coupons', 'OrderMetrics
Discount Codes', 'OrderMetrics Promo', etc).
You may not use our trademarked terms in your ad title, ad copy, display
name or as the display url.
You may not direct link to our website from any Pay Per Click ad or use
redirects that yield the same result. Customers must be directed to an
actual page on your website.
You may not bid in any manner appearing higher than us for any search
term in position 1-5 in any auction style pay-per-click advertising
If you automate your PPC campaigns, it is your responsibility to exclude
our trademarked terms from your program and we strongly suggest you add
our trademarked terms as negative keywords. We have a strict no
tolerance policy on PPC trademark bidding. If discovered brand bidding
on PPC campaigns, you will be sent an email asking to remove the ads in
question within 24 hours. If the ads are not removed within 24 hours you
will be removed from the program permanently and all commissions
associated with the violations will be reversed.
The following list of trademarked terms should not be treated as an
exhaustive list (but as a list of some of the prohibited terms):
OrderMetrics, OrderMetrics.com, www.OrderMetrics.com, OrderMetrics coupon,
OrderMetrics coupon code, OrderMetrics discount, OrderMetrics discount
code, OrderMetrics promo, OrderMetrics promo code, OrderMetrics sale,
OrderMetrics sales, OrderMetrics deal, OrderMetrics deals
If you are enrolled in our Program and your Website promotes coupon codes,
you must adhere to our Coupon Guidelines as follows:
You may ONLY advertise coupon codes that are provided to you through the
Posting any information about how to work around the requirements of a
coupon/promotion (i.e. first-time customers only) will result in removal
from the program.
Coupons must be displayed in their entirety with the full offer, valid
expiration date and code.
You may NOT use any technology that covers up the coupon code and
generates the affiliate click by revealing the code(s).
You may NOT advertise coupon codes obtained from our non-affiliate
advertising, customer emails, paid search, or any other campaign.
You may NOT give the appearance that any ongoing offer requires clicking
from your website in order to redeem.
Additionally, if your website ranks on the first page of any search
engine for terms related to our website or company name(s) combined with
the words coupon, coupons, coupon code, promo code, etc. and/or your
conversion rate exceeds 25%, you may be offered a lower commission than
our standard rate to offset the reduced profitability of orders.
Promoting us through a sub-affiliate network is strictly prohibited.
Use of any of our trademarked terms as part of the domain or subdomain for
your website is strictly prohibited.
ADVERTISING & PUBLICITY
You shall not create, publish, distribute, or print any written material
that makes reference to our Program without first submitting that material
to us and receiving our prior written consent. If you intend to promote
our Program via email campaigns, you must adhere to the following:
Abide by the CAN-SPAM Act of 2003 (Public Law No. 108-187) with respect
to our Program.
Abide by GDPR with respect to our Program.
Email must be sent on your behalf and must not imply that the email is
being sent on behalf of us.
Emails must first be submitted to us for approval prior to being sent or
we must be sent a copy of the email.
Promotion on Facebook, Twitter, Instagram, YouTube and other social media
platforms is permitted following these general guidelines:
You ARE allowed to promote the Program and offers from your own pages.;
more specifically, you're welcome to use your affiliate links on your
own Facebook, Twitter, etc. pages.
You ARE PROHIBITED from posting your affiliate links on our Facebook,
Twitter, Pinterest, etc. accounts or company pages in an attempt to turn
those links into affiliate sales.
You ARE PROHIBITED from running Facebook ads with our trademarked
You ARE PROHIBITED from creating a social media account that includes
our trademark/s in the page name and/or username.
OPERATIONS OUTSIDE UNITED STATES
If you are conducting business in or taking orders from persons in other
countries, you will follow the laws of those countries. For example, you
will comply with the European Union's Privacy and Electronic
Communications Directive, as well as the General Data Protection
Regulation (GDPR), if you are conducting business in or taking orders from
persons in one or more of the European Union countries.
FTC DISCLOSURE REQUIREMENTS
You shall include a disclosure statement within any and all pages,
blog/posts, or social media posts where affiliate links for our affiliate
program are posted as an endorsement or review, and where it is not clear
that the link is a paid advertisement. This disclosure statement should be
clear and concise, stating that we are compensating you for your review or
endorsement. If you received the subscription for free from us or from the
affiliate management team for review, this also must be clearly stated in
* Disclosures must be made as close as possible to the claims.
* Disclosures should be placed above the fold; scrolling should not be
necessary to find the disclosure. (e.g. Disclosure should be visible
before the jump).
* Pop-up disclosures are prohibited.
For more information about FTC disclosure requirements, please review the
FTC's "Dot Com Disclosures" Guidelines at
; and the FTC's Endorsement Guidelines at
MERCHANT RIGHTS AND OBLIGATIONS
We have the right to monitor your site at any time to determine if you are
following the terms and conditions of this Agreement. We may notify you of
any changes to your site that we feel should be made, or to make sure that
your links to our web site are appropriate and to notify further you of
any changes that we feel should be made. If you do not make the changes to
your site that we feel are necessary, we reserve the right to terminate
your participation in the Program.
We reserve the right to terminate this Agreement and your participation in
the Program immediately and without notice to you should you commit fraud
in your use of the Program or should you abuse this program in any way. If
such fraud or abuse is detected, we shall not be liable to you for any
commissions for such fraudulent sales.
This Agreement will begin upon our acceptance of your Affiliate
application, and will continue unless terminated hereunder.
Either you or we may end this Agreement AT ANY TIME, with or without
cause, by utilizing the respective functionality of the affiliate
platform. In addition, this Agreement will terminate immediately upon
any breach of this Agreement by you.
Upon the termination of this Agreement for any reason, you will
immediately cease use of, and remove from your site, all links to our
website, and all of our trademarks, trade dress, and logos, and all
other materials provided by or on behalf of us to you pursuant hereto or
in connection with the Program.
Recurring commissions will cease upon termination of this agreement,
even if subscriptions attributed to you are still active.
We may modify any of the terms and conditions in this Agreement at any
time at our sole discretion. In such event, you will be notified by email.
Modifications may include, but are not limited to, changes in the payment
procedures and the Program rules. If any modification is unacceptable to
you, your only option is to end this Agreement. Your continued
participation in the Program following the posting of the change notice or
new Agreement on our site will indicate your agreement to the changes.
Customers who subscribe through the Program are our customers. All of our
standard policies and operating procedures will apply to these customers.
We may change our policies and operating procedures at any time.
Subscription prices and availability may vary from time to time.
Only subscriptions by customers who use the Program Affiliate Link from
your site to our website and sign up via app.ordermetrics.io/begin are
considered 'direct sales'. Direct sales placed through the Program
Affiliate Link on your site are reduced by items that are cancelled by
customers, returned, charged back or refunded at a later date.
We reserve the right to exclude subscriptions by you (using the Program
Affiliate Link which would otherwise qualify for direct sales) and to
not pay commissions for them, if we deem it necessary, in our sole
discretion, to prevent abuse of the Program, or to reject orders that do
not comply with any requirements that we periodically may establish.
We will be responsible for processing subscriptions and will handle all
customer service issues. We will track sign ups by customers who sign up
by using the Program Affiliate Link from your site to our website. A
statement of activity is available to you through your affiliate
You will only be paid for customers that complete the trial and become
You will only be paid for customers that sign up from your individual
You will not receive commission for subscriptions that are cancelled,
charged back or refunded.
You will typically receive your commission within 30-60 days.
Commissions will be paid via PayPal.
Commissions will typically be approved during the first working week of
every month (excluding holidays).
If a subscription attributed to you pays monthly, you’ll receive monthly
commissions. If a subscription attributed to you pays annually, you’ll
receive annual commissions.
In order to protect the Program, if we deem it necessary, in our sole
discretion, we reserve the right to exclude subscriptions and to not pay
In the scenario that we ask you for additional information in regards to
any subscriptions or clicks that we suspect may be violating our terms
and conditions, you will be required to respond within 5 business days.
If you are not able to provide the required information or are not being
forthcoming, you may be removed from the Program.
You are responsible for all taxes and reporting requirements related to
ACCESS TO AFFILIATE ACCOUNT INTERFACE
You will create a password so that you may enter your secure affiliate
account interface. From their site you will be able to receive your
reports that will describe our calculation of the commissions due to you.
TRANSACTION LOCK DATES
All sales will remain in a 'sales pending period' and will not lock until
the terms set forth within the locking period parameters of our Program.
All locked payments will be processed by us after the lock date.
Transaction lock periods will range from 30-90 days.
REVERSAL & COMMUNICATION POLICY
We take pride in our low reversal rate, which we attribute to open
communication with our affiliates. However, we reserve the right to
reverse subscriptions due to cancellations, duplicate tracking, refunds,
disputed charges, and program violations as outlined in these terms and
Additionally, if we ask you for clarification or more information on any
subscriptions or clicks that we suspect may be in violation of our terms
and conditions, we expect that you will respond in a timely and honest
manner. Below are violations of our communications policy.
You are not forthcoming, intentionally vague or are found to be lying.
You are not responsive within a reasonable time period and after
multiple attempts to contact with information listed in your network
You cannot substantiate or validate the source of your traffic to our
program with clear and demonstrable proof.
If any of the above apply, then we reserve the absolute right to reverse
subscriptions, set your commission to 0% or suspend you from the program
for the period or subscriptions in question or terminate you from the
program altogether. We know that many violations are a result of
automated processes; however, it is incumbent upon each affiliate to
ensure that it has the appropriate checks and balances in place to
proactively address these issues and adhere to our program rules.
GRANT OF LICENSES
We grant to you a non-exclusive, non-transferable, revocable right to
(i) access our site through links solely in accordance with the terms of
this Agreement and (ii) solely in connection with such links, to use our
logos, trade names, trademarks, and similar identifying material
(collectively, the "Licensed Materials") that we provide to you or
authorize for such purpose.
You are only entitled to use the Licensed Materials to the extent that
you are a member in good standing of the Program. You agree that all
uses of the Licensed Materials will be on behalf of the Program and the
good will associated therewith will inure to the sole benefit of us.
Each party agrees not to use the other's proprietary materials in any
manner that is disparaging, misleading, obscene or that otherwise
portrays the party in a negative light. Each party reserves all of its
respective rights in the proprietary materials covered by this license.
Other than the license granted in this Agreement, each party retains all
right, title, and interest to its respective rights and no right, title,
or interest is transferred to the other.
Except for the limited license granted under this section, you do not
obtain any rights under this Agreement in any intellectual property,
including, without limitation, any intellectual property with respect to
our Affiliate Link, link formats, technical specifications, guidelines
or graphical artwork referenced above, or with respect to our domain
REPRESENTATIONS AND WARRANTIES
You represent and warrant 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;
You have the full right, power, and authority to enter into and be bound
by the terms and conditions of this Agreement and to perform your
obligations under this Agreement, without the approval or consent of any
You have sufficient right, title, and interest in and to the rights
granted to us in this Agreement.
ORDERMETRICS MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES
REGARDING OUR PROGRAM, SERVICE AND WEB SITE OR THE PRODUCTS OR SERVICES
PROVIDED THEREIN, ANY IMPLIED WARRANTIES OF OUR ABILITY, FITNESS FOR A
PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED AND
EXCLUDED. IN ADDITION, WE MAKE NO REPRESENTATION THAT THE OPERATION OF OUR
SITE WILL BE UNINTERRUPTED OR ERROR FREE, AND WE WILL NOT BE LIABLE FOR
THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
LIMITATIONS OF LIABILITY
WE WILL NOT BE LIABLE TO YOU WITH RESPECT TO ANY SUBJECT MATTER OF THIS
AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHER
LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL,
SPECIAL OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF
REVENUE OR GOODWILL OR ANTICIPATED PROFITS OR LOST BUSINESS), EVEN IF WE
HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER,
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, IN
NO EVENT SHALL ORDERMETRICS'S CUMULATIVE LIABILITY TO YOU ARISING OUT OF
OR RELATED TO THIS AGREEMENT, WHETHER BASED IN CONTRACT, NEGLIGENCE,
STRICT LIABILITY, TORT OR OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE
TOTAL COMMISSION FEES PAID TO YOU UNDER THIS AGREEMENT.
You hereby agree to indemnify and hold harmless OrderMetrics, 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 (i) any claim that our use of the affiliate trademarks infringes on any
trademark, trade name, service mark, copyright, license, intellectual
property, or other proprietary right of any third party, (ii) any
misrepresentation of a representation or warranty or breach of a covenant
and agreement made by you herein, or (iii) any claim related to your site,
including, without limitation, content therein not attributable to us.
All confidential information, including, but not limited to, any business,
technical, financial, and customer information, disclosed by one party to
the other during negotiation or the effective term of this Agreement which
is marked "Confidential," will remain the sole property of the disclosing
party, and each party will keep in confidence and not use or disclose such
proprietary information of the other party without express written
permission of the disclosing party.
You agree that you are an independent contractor, and nothing in this
Agreement will create any partnership, joint venture, agency, franchise,
sales representative, or employment relationship between you and us. 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
any other of Your Site or otherwise, that reasonably would contradict
anything in this Section.
Neither party may assign its rights or obligations under this Agreement
to any party, except to a party who obtains all or substantially all of
the business or assets of a third party.
This Agreement shall be governed by and interpreted in accordance with
the laws of the United States and the State of Nevada without regard to
the conflicts of laws and principles thereof.
You may not amend or waive any provision of this Agreement unless in
writing and signed by both parties.
This Agreement represents the entire agreement between us and you, and
shall supersede all prior agreements and communications of the parties,
oral or written.
The headings and titles contained in this Agreement are included for
convenience only, and shall not limit or otherwise affect the terms of
If any provision of this Agreement is held to be invalid or
unenforceable, that provision shall be eliminated or limited to the
minimum extent necessary such that the intent of the parties is
effectuated, and the remainder of this agreement shall have full force
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.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO ALL ITS
TERMS AND CONDITIONS. YOU UNDERSTAND THAT WE MAY AT ANY TIME ADMIT OTHERS
INTO THE PROGRAM ON TERMS THAT MAY DIFFER FROM THOSE CONTAINED IN THIS
AGREEMENT. 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.