Our affiliate programme will reward you for new customers that you, as one of Our Affiliates refer to Us in accordance with the Programme published on the Website from time to time and who purchase from Us products or services to which the Programme applies.
These terms and conditions constitute the entire agreement between Us and you in relation to the Programme. Any pre-existing such agreement or arrangement terminates forthwith upon participating in the Programme on the Website. This Agreement does not affect any agreement you may have with Us for the purchase by you of any of Our products or services. In the event of any conflict between the two, that agreement shall prevail.
By registering for an affiliate account you agree to abide by these terms and conditions.
- “Affiliate” means an individual who registers for an affiliate account on the Website and who is accepted as an Affiliate
- “this Agreement” means the agreement between you and Us constituted by your acceptance of these terms and conditions.
- “the Code” means the code, unique to you, which We provide to you at your request as part of the Programme
- “the Link” means the HTML link to the Website provided from time to time by Us to you as part of the Programme and which shall be unique to you.
- “The Programme” means the arrangements published on the Website from time to time under which We will (subject to the terms of this Agreement) pay commission to Affiliates referring new customers to Us and/or allow discounts to new customers referred to us by Affiliates.
- “We” and “Us” shall mean Purple Sky Futures Limited (Company No. 9583637), whose registered office is at 50 Ripple Road, Barking, Essex, IG11 7PG and “Our” shall have the corresponding meaning.
- “the Website” means the website at www.clinicalskillspro.com or any replacement URL.
- We may vary, amend or cancel the Programme by publishing any revised terms on the Site. Any such variation, amendment or cancellation shall take effect upon such publication without the need for any separate notification to you.
- The Programme is expressly a business-to-business relationship. You acknowledge that you enter into it in a business capacity and not as a consumer.
- Neither the Programme nor your acceptance as an Affiliate entitles you to represent yourself as an agent, partner or any other form of associate of Ours other than as an Affiliate as expressly provided for in this Agreement.
Suitability for Our Affiliate Programme
- We reserve the right to terminate this Agreement and your status as an Affiliate at any time for any reason whatsoever in Our sole discretion.
- Non-exhaustive examples of cases in which We may choose to terminate this Agreement include your use or promotion of any material (in any format) in connection with the Programme that:
- is sexually explicit or violent; or
- depicts discrimination based on race, gender, religion, national origin, physical or mental disability, sexual orientation, or age, or
- contains unlawful material including (but not limited to) materials that We consider may possibly violate another’s intellectual property rights, or
- is in Our opinion (as to which our decision is final) illegal or
- disparages Us or any of Our products or services or the Website
- compares or directly or indirectly invites comparison of any of Our products or services or the Website with any product service or website that We in our sole discretion consider competes with Ours
- We consider (in Our sole discretion) to be unsuitable.
- Acceptance into the Programme does not mean that We have approved you or any website of yours or any other materials you use in relation to the Programme.
Legitimate methods of advertising
- To receive commission for referring customers to Us, you may only engage in proper advertising. If We (in our sole discretion) consider you have engaged in, or failed to prevent others from engaging on your behalf in, improper advertising We may terminate this Agreement and your status as an Affiliate without notice.
- Non-exhaustive examples of improper advertising include (without limitation):
- the forwarding of any URLs direct to www.clinicalskillspro.com (including mis-spells of the above trademark domain); and
- forcing cookies through iframes;
- advertising through third party networks; with the exception arising from Clause 4.3 below;
- brand bidding (including mis-spells) for PPC advertising,
- including the Link within Unsolicited Commercial Email (UCE) or SPAM,
- including Our URL in search adverts.
- You may promote Us through social media communities, as a limited exception to Clause 4.2.3 above but must not create groups or web pages in social communities purporting or holding yourself out to be Our representative.
- We may conclude that you have engaged in improper advertising even if our conclusion is based only upon Our opinion or mere suspicion or belief. We shall not be obliged to prove that our conclusion, suspicion or belief is well-founded.
- Any sales that we conclude have been generated through improper advertising will not qualify for commission or credit under the Programme.
- You must repay to Us any such commission already paid together with an amount equal to any discount allowed to customers that We consider (in our sole discretion) have been referred to Us by you when you were engaging in improper advertising. Our election not to enforce this right in any particular case shall not be deemed to waive any other rights We may have under this Agreement.
- Subject to the terms of this Section, We will provide to you the Link, and/or the Code (as requested by you) and any related banners, posters, business cards graphics, or text advertisements necessary to for the Programme to apply to you. You may not use any materials to promote Us or Our products except those we have supplied to you. The Link may contain any picture, text, logo, graphic, that maybe be applicable to the relevant products or services.
- We reserve the right to change the content and or display of the Link from time to time in our sole discretion. The Link will connect your site with the area on our site (the landing page) where a customer referred by you may apply directly to us to purchase Our products or services. The presence of the Link on your site will serve to identify you as a member of the Programme.
- If, having become an Affiliate, you submit to Us a request by email from your email address for a Code then We shall within a reasonable time reply to that email address with a Code unique to you and will configure it on the Website so as to record and process for payment of commission for all relevant orders for Our products received from new customers who quote that Code in when placing their first order.
Payment of Commission
- Once a customer has arrived at the Website having followed the Link, their actions on the Website will be tracked for 14 days using a cookie. You will earn commission on their first order that is placed during the 14 day period. We will not be responsible for commissions missed due to the cookie being deleted or blocked or in any other way failing to track the customer from the Link or the Code.
- You will only earn commission in respect of sales made through the Website directly through the customer’s use of the Link or the Code when so purchasing one of Our products or services.
- We will only make a payment to you when the level of commission due at the end of a calendar month is above the commission balance threshold.
- The commission balance threshold for the purpose of this agreement is £25 or such higher sum as We determine from time to time and publish on the Website.
- We reserve the sole right to change the commission balance threshold at any time without your consent. In the event of such a change We shall notify you. If you do not wish to accept the new commission balance threshold you may terminate this Agreement by giving Us written notice to that effect. No commission is payable in respect of any sale made after you have terminated this Agreement.
- Your continuing participation in the Programme after publication of the change on the Website constitutes your acceptance of the new commission balance threshold.
- If you have earned commission in excess of the commission balance threshold We will pay the appropriate amount by each month by PayPal or such other means as we determine in our discretion. Commission not exceeding the commission balance threshold can be applied as credit against fees for the renewal of your account with Us or against the price of Our products or services, or can be carried over until you exceed the commission balance threshold.
- We will only pay out commissions on sales that are 90 days old. Commissions for sales over 90 days old will be paid once the commission balance threshold is reached after you submit a payment request to us.
- You will only be paid commission for the first order made by your referral customer. Commission will not be not paid for orders made by existing customers. We will not pay commission for products that you purchase through the Link. Our system will simply not recognise this as a sale qualifying for commission.
- The rates of commission payable from time to time shall be published on the Website and may be amended or varied at any time. Any revised rate(s) shall take effect from publication on the Website.
- If you have subscribed for a Link, provide all information necessary to allow you to make the Link to the Website from your site,
- Process all orders for Our products or services placed by a referral following the Link,
- Track the number and amount of relevant sales generated through the Link,
- Provide information to you regarding commission payments,
- Manage credit card authorisations, payment processing, cancellations, returns, and all other related customer service for Us for the purpose of our business, and
- Establish the commission balance threshold and payment frequency, and pay earned commissions as contained in Section 6 of this Agreement.
- You agree to be solely responsible for the following and to keep Us fully indemnified in respect of:
- The content of your website and any website to which it or you may be connected,
- Any misrepresentation of Us or Our products or services,
- Any false claims, representations or warranties made by you or on our behalf in relation to Us,
- Ensuring that your website and all products and services promoted or made available from it comply with all applicable copyright, trademark, intellectual property right, data protection, anti-spam and other applicable laws,
- Obtaining permission to use another party’s copyright or other proprietary material,
- The development, operation and maintenance of your website and all materials that appear on it. For the purposes of this Agreement this shall include, but not be limited to, the technical operation of such site and all related equipment; the accuracy and propriety of materials posted on it; and ensuring that materials posted on the your website do not violate or infringe the rights of any third party and are not defamatory or otherwise unlawful or illegal. We disclaim all liability for all such matters,
- You also agree to indemnify Us, any parent, subsidiary or associated company, and their respective directors, officers, employees, agents, shareholders, partners, members and other owners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, expenses, and costs insofar as such arise from any breach by you of this Agreement,
- Complying with all applicable EU and national laws and regulations in force from time to time including, but not limited to, the EU-directive 2002/58/EC, and
- The payment of all tax and national insurance contributions payable on any payments made by Us to you or at your direction.
- You agree to be solely responsible for the following and to keep Us fully indemnified in respect of:
Right to Name as a Reference Customer
- You shall not create, publish, distribute, or permit any written or graphical material that makes reference to Us (other than any expressly authorised by this Agreement) without Our prior written consent. We reserve the right to refuse any request for such consent under this Agreement in Our absolute discretion.
- With effect from your acceptance as an Affiliate We grant you a non-exclusive, non-transferable, revocable right to access the Website through the Link solely in accordance with the terms of this Agreement. This licence shall be used solely in connection with the Link, and will extend to the use of those of Our logos, trade names, trademarks and similar identifying material which We shall provide to you. You may use them for the sole purpose of establishing the Link to the Website so customers can purchase Our products and services.
- You must not modify or change the Link or any other materials provided by Us.
- Other than establishing the Link, you must not make any use of any of the licensed materials noted in clause 10.1 without first obtaining Our prior written consent. You must not use the licensed materials in any manner that is in any way detrimental to Our brand or any other brand.
- We reserve all of Our rights in the materials provided and all of Our other proprietary rights. We shall be entitled to revoke this license to use the Link or the licensed materials at any time and at Our sole discretion.
- The licence described in this Section 10 shall expire upon the termination (however occurring) of this Agreement.
- Any inappropriate use of the Link, text, banners or other advertisements not expressly approved of in writing or provided by Us may be cause for immediate termination of this Agreement in our absolute discretion.
Commission on termination of this Agreement
- If you have reached the commission threshold We will pay the commission due via PayPal upon the termination of this Agreement subject always to its terms in force at the relevant time.
- We reserve the right to modify or otherwise change the terms of this Agreement at any time as We see fit. We shall make such modifications by way of publishing revised terms on the Website. Your only remedy in the event of revised terms of this Agreement being published shall be to terminate this Agreement within 28 days of such publication (time being of the essence). You shall otherwise be deemed to have accepted any modification to this Agreement as published from time to time.
Limitation of Liability
- We shall not be liable to you or to any other person for indirect, incidental, or special damages, lost profits, loss of goodwill, lost savings, or any other form of consequential loss or damages, regardless of the form of action (even if We have been advised of the possibility of such damages) whether resulting from breach of Our obligations under this Agreement or otherwise.
- Our entire liability in respect of any liability arising under this agreement will not exceed the total commission fees paid or payable to you under this Agreement.
- We give no warranty, express or implied, concerning the performance or functionality of Our services, or the Programme as a whole. This includes but is not limited to the Link or any other affiliate advertisements and We expressly disclaim all implied warranties, including warranties of merchantability or fitness for a particular use or purpose.
- Except insofar as liability cannot by law be excluded We shall not be liable to you or to any other person or entity for any loss, injury, death or damage, of whatever kind, resulting from or arising out of any mistakes, errors, omissions, delays, or interruptions in the receipt, transmission, or storage of any messages or information arising out of or in connection with the Programme.
- This Agreement is governed by, and is construed in accordance with the laws of England.
- The Courts of England shall have exclusive jurisdiction to hear any disputes arising from this Agreement.
- We shall not be liable for the legality of Our service in countries other than the United Kingdom.
- You are solely responsible for the legality of the use of Our service in a country other than the United Kingdom by you or anyone referred to Us by you and shall indemnify Us against all loss expense and liability in respect of any such illegal or unlawful use.
- By registering for an affiliate account on the Website You acknowledge that you have read these terms and conditions, understand them and agree to be bound by them.