Affiliate Program Commission Services Agreement
Welcome to the SystemiQ
Group Affiliate Program!
SystemiQ Academy is a
learning platform provided by SystemiQ Group, accessible at: academy.systemiq.global (Website).
Under these terms of use (terms),
SystemiQ Group provides you, the Referring Affiliate, access to the Affiliate
Links for to the purpose of finding Referred Learners and earning the
Commission under these terms.
These terms
To make it easier for you
to understand the terms on which we provide our services, we’ve intentionally
kept these terms as simple as possible by using plain English.
These are the key
definitions to understand to read these terms:
Affiliate Link
Means the unique HTML code
given to the Referring Affiliate, as a linke to the Website landing page or a
specific Online Course, which allows SystemiQ Group to track whether the
Referred Learner was introduced to the Online Course through the Referring
Affiliate.
Commission
Has the meaning given in
clause 4(c).
Convert
When a person to which the
Referring Affiliate has provided an Affiliate Link Enrols and pays in full for
an Online Course within 30 days of being provided the Affiliate Link.
Enrolled
When a Referred Learner
enrols in an Online Course by paying the Online Course Fee to SystemiQ Group
under our Online Course terms, accessible here: [insert]
Online Course
Means any SystemiQ Academy
course available on the Website.
Online Course Fee
The fee charged by
SystemiQ Group to the Referred Learner when they enrol in an Online Course.
Referred Learner
A person who Enrols in an
Online Course as a direct result of the Referring Affiliate providing that
Referred Learner with the Affiliate Link and otherwise promoting the Online
Course.
Referring Affiliate,
you
The entity or individual
that enters into these terms as an affiliate to generate Referred Learners for
SystemiQ Group.
SystemiQ Group, we, us
or our
SystemiQ Group Pty Ltd ACN
623 894 002
SystemiQ Group Account
The account you will be
required to subscribe for to receive the Affiliate Links.
We've also used a few
other capitalised words and phrases as shorthand to refer to recurring
concepts. Each of these are defined in bold and in brackets after the concepts
are first mentioned.
These terms set out the
terms and conditions that apply when you become a Referring Affiliate.
By ticking the box to agree
to these terms, you:
(a)
agree to
be bound by these terms and conditions; and
(b)
represent
and warrant that you are over 18 years of age,
as a binding legal
agreement between us and you.
Please carefully read these terms
before becoming a Referring Affiliate. If you don't agree to these terms,
please don't become a Referring Affiliate.
We may modify our terms
from time to time. If we do, we will post a note on our homepage or email you.
If you continue to act as a Referring Affiliate after we modify our terms,
you'll be taken to have agreed to the terms as modified.
2.
ACCOUNT SUBSCRIPTION
In order to be a Referring
Affiliate, you will be required to subscribe for a SystemiQ Group Account.
When you subscribe for a SystemiQ
Group Account, you must provide true, accurate and complete information as
requested and keep this information up to date after registration.
You agree that you're
solely responsible for:
(a)
maintaining
the confidentiality and security of your SystemiQ Group Account information and
your password; and
(b)
any
activities and those of any third party that occur through your SystemiQ Group
Account, whether those activities have been authorised by you or not.
You also agree to let us
know if you detect any unusual activity on your account as soon as you become
aware of it.
We won't be responsible to
you for, and expressly disclaim any liability for, any cost, loss, damage or
expense arising out of a failure by you to maintain the security of your SystemiQ
Group Account information or your password.
3. THE COURSE
CODES
You are granted a licence
to access and use the Affiliate Links in accordance with the terms of these
terms, including clause 7.
Once you have subscribed for a SystemiQ Group
Account, you can distribute the Affiliate Links to any person that you consider
may be interested in the Online Courses.
The Website has inbuilt functionality to track,
using cookies and IP addresses, when a Referred Learner comes to the Website
using an Affiliate Link, and which Referring Affiliate the Affiliate Link
belongs to. This tracking information will be used to determine your eligibility
for a Commission in accordance with clause 4. You acknowledge and agree that, in the event
that a Referred Learner cannot be tracked to your Affiliate Link, no Commission
will be payable.
(a)
It is free
to subscribe for a SystemiQ Group Account and distribute the Affiliate Links.
(i)
simply for
sharing the Affiliate Link; or
(ii)
after the
30 day period has expired.
(d)
We will
use the payment method provided by you under your account details page in the SystemiQ
Group to pay you the Commission.
5. RELATIONSHIP
The relationship between you and us is of a
principal and an independent contractor. Nothing in these terms constitutes or
deems you to be an employee or agent of SystemiQ Group. You must not hold
yourself out as being entitled to contract or accept payment in the name of or
on account of SystemiQ Group.
Our relationship with a Referred Learner is
independent of our relationship with you.
We'll need you to make a
few promises about the way you'll use the Affiliate
Links. You acknowledge and agree that no Commissions will be payable, including
any outstanding Commissions payable to you, and that we may terminate your
SystemiQ Group Account and access to any Affiliate Links, if it is found that
you have breached this clause 6.
You agree:
(a)
not to
harass or put any undue pressure on anyone you provide the Affiliate Links to;
(b)
not to
make any misleading or untrue statements about SystemiQ Group or the Online
Courses, including not making any promises about particular outcomes that the
Referred Learner may achieve;
(c)
not to
copy, reproduce, translate, adapt, vary or modify the Affiliate Links without
our express consent, except as expressly contemplated by these terms;
(d)
not to use
the Affiliate Links in a manner that is illegal or fraudulent or facilitates
illegal or fraudulent activity;
(e)
not to
distribute the Affiliate Links on any websites that involve the publication of
offensive, illegal, derogatory, obscene or sexually explicit material;
(f)
not to use
the Affiliate Links for the purpose of distributing unsolicited commercial
content, junk mail, spam, automated or robotic or manual bulk content or
harassment;
(g)
not to
attempt to breach the security of the Affiliate Links or SystemiQ Group's
system security, or otherwise interfere with the normal function of the Affiliate
Links, including by:
(i) gaining unauthorised access to Affiliate Links or data about other users of SystemiQ Group;
(ii) scanning, probing or testing the Affiliate Links for security vulnerabilities;
(iii) overload, flood, mailbomb, crash or submit a virus to the Affiliate Links or SystemiQ Group's system; or
(iv) instigate or participate in a denial-of-service attack against the Affiliate Links or SystemiQ Group's system.
Unless we indicate
otherwise, all materials used in the Online Courses (including text, graphics,
logos, icons, sound recordings and software) are subject to Intellectual
Property Rights that are owned or licensed by us.
Under these terms, you
will not be provided with access to the Online Courses, and no Intellectual
Property Rights in the Online Courses or the Affiliate Links are transferred to
you.
To the extent there are
any Intellectual Property Rights in the Affiliate Links, you are granted a
limited licence for the sole purpose of distributing the Affiliate Links as contemplated
by these terms.
8.1 THIRD
PARTY CONTENT
The Affiliate Links may
contain text, images, data and other content provided by a third party (Third Party Content). We're not
responsible for any of this Third Party Content and we make no representation
or warranty about the quality, suitability, accuracy, reliability, currency or
completeness of any Third Party Content.
8.2 THIRD
PARTY LINKS
The Affiliate Links may
also contain links to websites operated by third parties (Third Party Links). Third Party Links are provided for convenience
and may not remain current or be maintained. We do not endorse and are not
responsible for Third Party Links and have no control over or rights in linked
websites.
8.3 THIRD
PARTY PLATFORM
The
Online Course is powered by a third party platform and the terms and conditions
of that third party may apply to your use of the Affiliate Links. Those terms
can be accessed here: https://www.learnworlds.com/terms/
SystemiQ Group will not be
liable for any loss or damage suffered by you in connection with the third
party platform terms.
We do not accept responsibility for any unauthorised use, destruction,
loss, damage or alteration to your data or information, your computer systems,
mobile phones or other electronic devices arising in connection with use of the
Affiliate Links. You should take your own precautions to ensure that the
process which you employ for accessing the Affiliate Links does not expose you
to the risk of hacking, malware, ransomware, viruses, malicious computer code
or other forms of interference.
10. REPORTING MISUSE
If you become aware of misuse of a Affiliate Link by any person, any
errors in the Affiliate Link or any difficulty in accessing or using the Affiliate
Link, please contact us immediately using the contact details or form provided
on our Website.
11. Affiliate
Links LIMITATIONS
The Affiliate Links are made
available to you strictly on an 'as is' basis. We can't guarantee, and make no
warranties, to the extent permitted by law, that:
(a)
the Affiliate
Links will be free from errors or defects;
(b)
the Affiliate
Links will be accessible or available at all times;
(c)
information
you receive or supply through the SystemiQ Group will be secure or
confidential; or
(d)
any
information provided from the Affiliate Links is accurate or true.
SystemiQ Group controls the operation of the Online Courses and Affiliate
Links from headquarters located in Australia. Some services or parts thereof
may be operated from, or hosted on mirrors or servers, at various locations
outside of Australia.
We make no representation or warranty that all of the features of the Online
Courses or Affiliate Links will be available to you or any Referred Learner outside
of Australia or that they are permitted to be accessed outside Australia.
You're solely responsible for your decision to use the Affiliate Links
from other locations and you acknowledge that such use may be subject to, and
you are responsible for, compliance with applicable local laws in relation to
your use of the Affiliate Links.
13. LIABILITY
(a)
To the
maximum extent permitted by applicable law, SystemiQ Group limits all liability
to any person for loss or damage of any kind, however arising whether in
contract, tort (including negligence), statute, equity, indemnity or otherwise,
arising from or relating in any way to the use of the Affiliate Links to $100
(AUD) in aggregate. This includes the transmission of any computer virus.
(b)
You agree
to indemnify SystemiQ Group and its employees and agents in respect of all
liability for loss, damage or injury which may be suffered by any person
arising from, or in connection with, you or your representatives use of the Affiliate
Links, the Online Courses, and/or breach of these terms.
(c)
All
express or implied representations and warranties given by us are, to the
maximum extent permitted by applicable law, excluded.
(d)
Nothing in
these terms is intended to limit the operation of the Australian Consumer Law
contained in the Competition and Consumer Act 2010 (Cth) (ACL). Under
the ACL, you may be entitled to certain remedies (like a refund, replacement or
repair) if there is a failure with the goods or services we provide.
(e)
To the
maximum extent permitted by law, under no circumstances will SystemiQ Group be
liable for any incidental, special or consequential loss or damages, or damages
for loss of data, business or business opportunity, goodwill, anticipated
savings, profits or revenue arising under or in connection with the Affiliate
Links, these terms or their subject matter (except to the extent this liability
cannot be excluded under the Competition
and Consumer Act 2010 (Cth)).
14. TERMINATION
Either party may terminate these
terms for convenience immediately at any time by providing written notice to
the other party. You may terminate your SystemiQ Group Account by notifying us
using the functionality provided in the SystemiQ Group Account.
14.2 EFFECT OF TERMINATION
Upon termination of these
terms, we may delete any data associated with your SystemiQ Group Account. You
won't be able to recover any of this after cancellation, termination or expiry
of your SystemiQ Group Account so we recommend you back up anything important
to you. We won't be responsible to you
for, and expressly disclaim any liability for, any cost, loss, damages or
expenses arising out the cancellation, termination or expiry of your SystemiQ
Group Account.
Any clause that by its nature would reasonably be expected to be
performed after the termination or expiry of these terms will survive and be
enforceable after such termination or expiry.
15.
NOTICES
(a)
A notice
or other communication to a party under these terms must be:
(i)
in writing
and in English; and
(ii)
delivered
via email to the other party, to the email address specified in these terms, or
if no email address is specified in these terms, then the email address most
regularly used by the parties to correspond regarding the subject matter of these
terms as at the date of these terms (Email Address). The parties may
update their Email Address by notice to the other party.
(b)
Unless the
party sending the notice knows or reasonably ought to suspect that an email was
not delivered to the other party's Email Address, notice will be taken to be
given:
(i)
24 hours
after the email was sent; or
(ii)
when
replied to by the other party,
whichever is earlier.
16. GENERAL
16.1 GOVERNING
LAW AND JURISDICTION
These terms are governed by the law applying in Queensland, Australia.
Each party irrevocably submits to the exclusive jurisdiction of the courts of Queensland,
Australia and courts of appeal from them in respect of any proceedings arising
out of or in connection with these terms. Each party irrevocably waives any
objection to the venue of any legal process on the basis that the process has
been brought in an inconvenient forum.
16.2 WAIVER
No party to these terms may
rely on the words or conduct of any other party as a waiver of any right unless
the waiver is in writing and signed by the party granting the waiver.
16.3 SEVERANCE
Any term of these terms which
is wholly or partially void or unenforceable is severed to the extent that it
is void or unenforceable. The validity and enforceability of the remainder of these
terms is not limited or otherwise affected.
16.4
JOINT AND
SEVERAL LIABILITY
An obligation or a
liability assumed by, or a right conferred on, two or more persons binds or benefits
them jointly and severally.
16.5 ASSIGNMENT
A party cannot assign,
novate or otherwise transfer any of its rights or obligations under these terms
without the prior written consent of the other party.
16.6 COSTS
Except as otherwise
provided in these terms, each party must pay its own costs and expenses in
connection with negotiating, preparing, executing and performing these terms.
16.7 ENTIRE
AGREEMENT
These terms embody the
entire agreement between the parties and supersedes any prior negotiation,
conduct, arrangement, understanding or agreement, express or implied, in
relation to the subject matter of these terms.
16.8 INTERPRETATION
(a)
(singular
and plural) words in the singular includes the plural (and vice versa);
(b)
(gender)
words indicating a gender includes the corresponding words of any other gender;
(c)
(defined
terms) if a word or phrase is given a defined meaning, any other part of
speech or grammatical form of that word or phrase has a corresponding meaning;
(d)
(person)
a reference to "person" or "you" includes an individual,
the estate of an individual, a corporation, an authority, an association,
consortium or joint venture (whether incorporated or unincorporated), a
partnership, a trust and any other entity;
(e)
(party)
a reference to a party includes that party's executors, administrators,
successors and permitted assigns, including persons taking by way of novation
and, in the case of a trustee, includes any substituted or additional trustee;
(f)
(these
terms) a reference to a party, clause, paragraph, schedule, exhibit,
attachment or annexure is a reference to a party, clause, paragraph, schedule,
exhibit, attachment or annexure to or of these terms, and a reference to these terms
includes all schedules, exhibits, attachments and annexures to it;
(g)
(document)
a reference to a document (including these terms) is to that document as
varied, novated, ratified or replaced from time to time;
(h)
(headings)
headings and words in bold type are for convenience only and do not affect
interpretation;
(i)
(includes)
the word "includes" and similar words in any form is not a word of
limitation; and
(j)
(adverse
interpretation) no provision of these terms will be interpreted adversely
to a party because that party was responsible for the preparation of these terms
or that provision.
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