Affiliate Program - Terms of Service
COUGH ZERO INC. AFFILIATE AGREEMENT
1503 Portlandia Ave, Louisville, Kentucky 40203
connect@coughzero.com | 502-717-1678
PLEASE READ THE ENTIRE AGREEMENT.
You may print this page for your records.
THIS IS A LEGAL AGREEMENT BETWEEN YOU AND COUGH ZERO INC.
BY SUBMITTING THE ONLINE APPLICATION 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.
Quick Summary (What We Need Affiliates to Remember & Do)
- Three-Tier Affiliate Structure:
- Starter: 10% commission, 0% coupon code, 1–12 sales
- Growth: 15% commission, 5% coupon code, 13–24 sales
- Pro: 20% commission, 10% coupon code, 24+ sales
- Referral Commission: 3% on sales made by affiliates you referred
- Free Sample: On joining (1 per address, no repeats)
- Monthly & Quarterly Sales Competitions: Prizes for top performers
- Three-Strike Policy: Three instances of fraud = termination
- No Clone Sites, Toolbars, Cookie Stuffing, or Trademark/Domain Copying: Violations = instant ban
- Mandatory Disclosures: You must clearly and conspicuously state you are an affiliate or advertiser in any post/content, and comply with FTC Endorsement Guidelines
- Content Submission: Please send us links to your posts and pages monthly (for compliance and bonus eligibility)
- Payouts: After 10 sales, at month’s end; rollovers and ACH processing may delay receipt
- No Commission Reversals for Customer Returns
- Contract Term: One year, auto-renews; renegotiation or termination possible at renewal or with 30 days’ written notice
- Claims: You may only say Cough Zero eliminates coughing and has been known to reduce irritation/inflammation; no medical or disease claims allowed
- Money-Back Guarantee: If customers claim Cough Zero did not eliminate coughing (as per our Terms), they can get a refund
- Compliance: Must follow US and relevant advertising laws, and not mislead or make health claims
1. Enrollment
To begin the enrollment process, you will submit a complete program application via our site. We will evaluate your application and notify you of your acceptance or rejection. We may reject your application if we determine (in our sole discretion) that your site or your content is unsuitable for the Program.
2. Promotion Restrictions
You are free to promote your own websites, but naturally any promotion that mentions Cough Zero Inc. could be perceived by the public or the press as a joint effort. You should know that certain forms of advertising are always prohibited by Cough Zero Inc. For example, advertising commonly referred to as “spamming” is unacceptable to us and could cause damage to our name. Other generally prohibited forms of advertising include the use of unsolicited commercial email (UCE), postings to non-commercial newsgroups, and cross-posting to multiple newsgroups at once. In addition, you may not advertise in any way that effectively conceals or misrepresents your identity, your domain name, or your return email address. You may use mailings to customers to promote Cough Zero Inc. so long as the recipient is already a customer or subscriber of your services or website, and recipients have the option to remove themselves from future mailings. Also, you may post to newsgroups to promote Cough Zero Inc. so long as the news group specifically welcomes commercial messages. At all times, you must clearly represent yourself and your websites as independent from Cough Zero Inc. If it comes to our attention that you are spamming, we will consider that cause for immediate termination of this Agreement and your participation in the Cough Zero Inc. Affiliate Program. Any pending balances owed to you will not be paid if your account is terminated due to such unacceptable advertising or solicitation.
Affiliates that exclusively bid in their Pay-Per-Click campaigns on keywords such as coughzero.com, coughzero, www.coughzero.com, and/or any misspellings or similar alterations—be it separately or in combination with other keywords—and do not direct the traffic from such campaigns to their own website prior to redirecting it to ours, will be considered trademark violators and will be banned from Cough Zero Inc.’s Affiliate Program. We will do everything possible to contact the affiliate prior to the ban. However, we reserve the right to expel any trademark violator from our affiliate program without prior notice and on the first occurrence of such PPC bidding behavior.
Affiliates are not prohibited from keying in prospect’s information into the lead form as long as the prospect’s information is real and true and these are valid leads (i.e., sincerely interested in Cough Zero Inc.’s service).
Affiliate shall not transmit any so-called “Interstitials,” “Parasiteware™,” “Parasitic Marketing,” “Shopping Assistance Application,” “Toolbar Installations and/or Add-ons,” “Shopping Wallets,” or “deceptive pop-ups and/or pop-unders” to consumers from the time the consumer clicks a qualifying link until such time as the consumer has fully exited Cough Zero Inc.’s site (i.e., no page from our site or any Cough Zero Inc. content or branding is visible on the end user’s screen). As used herein, “Parasiteware™” and “Parasitic Marketing” shall mean an application that (a) through accidental or direct intent causes the overwriting of affiliate and non-affiliate commission tracking cookies through any other means than a customer-initiated click on a qualifying link on a web page or email; (b) intercepts searches to redirect traffic through an installed software, thereby causing pop ups, commission tracking cookies to be put in place, or other commission tracking cookies to be overwritten where a user would under normal circumstances have arrived at the same destination through the results given by search (search engines, but not limited to, Google, MSN, Yahoo, Overture, AltaVista, Hotbot and similar search or directory engines); (c) set commission tracking cookies through loading of Cough Zero Inc. site in IFrames, hidden links, and automatic pop ups that open Cough Zero Inc. site; (d) targets text on websites, other than those websites 100 percent owned by the application owner, for the purpose of contextual marketing; (e) removes, replaces or blocks the visibility of Affiliate banners with any other banners, other than those that are on websites 100 percent owned by the owner of the application.
Affiliates that are found to be cybersquatting or typosquatting on trademark-related domains will be banned from the program with all their commissions reversed. Registering clone sites or domains that resemble Cough Zero Inc., or use our trademarks, is strictly prohibited and will result in immediate and permanent ban.
Cookie stuffing, browser helper objects, and toolbars are strictly prohibited; violation will result in immediate contract termination and forfeiture of commissions.
3. Grant of Licenses
We grant to you a nonexclusive, nontransferable, revocable right to (i) access our site through HTML 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, “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 Cough Zero Inc.’s Affiliate Program. You agree that all uses of the Licensed Materials will be on behalf of Cough Zero Inc. and the goodwill associated therewith will inure to the sole benefit of Cough Zero Inc.
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.
4. Disclaimer
COUGH ZERO INC. MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING COUGH ZERO INC. SERVICE AND WEBSITE OR THE PRODUCTS OR SERVICES PROVIDED THEREIN, ANY IMPLIED WARRANTIES OF COUGH ZERO INC. ABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT 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.
5. Representations and Warranties
You represent and warrant that:
11.1 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.
11.2 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 other party.
11.3 You have sufficient right, title, and interest in and to the rights granted to us in this Agreement.
6. 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 COUGH ZERO INC.’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.
7. Indemnification
You hereby agree to indemnify and hold harmless Cough Zero Inc. 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.
8. Confidentiality
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.
9. Program Terms and Structure
A. Commission Tiers
Starter: 10% commission, 0% coupon code, 1–12 sales
Growth: 15% commission, 5% coupon code, 13–24 sales
Pro: 20% commission, 10% coupon code, 24+ sales
Referral: 3% commission on sales by affiliates you have referred
Tiers are based on all-time sales, with upgrades as your total sales increase.
B. Payments
Affiliates are paid after achieving 10 sales, at the end of each month. Payments for additional sales after the cutoff roll over to the next month. Payment delivery may take additional time due to ACH processing.
There are no reversals on customer returns for affiliates.
You receive a free sample on joining (one per physical address; duplicates will not be shipped).
C. Contests
Affiliates are entered into monthly and quarterly sales competitions with the chance to win prizes.
D. Content & Compliance
Affiliates must display clear and conspicuous disclosure of affiliate relationship in all content (as required by the FTC Endorsement Guides), and abide by all fair use and advertising laws in the U.S. or the country where the promotion is run.
Claims allowed: Cough Zero eliminates coughing and has been known to reduce irritation and inflammation from smoking. Do not claim it prevents cancer, cures COPD, or makes smoking "safe" for people with lung disease. Do not make any health or disease-related claims outside this scope; doing so will result in termination and loss of commissions. Cough Zero Inc. will openly deny such claims and you accept responsibility for statements you make.
Results are anecdotal and may vary.
Affiliates are encouraged to send us links to their content monthly for compliance and bonus eligibility. If content is not sent, and compliance issues arise, Cough Zero Inc. reserves the right to terminate the agreement without further notice.
E. Restrictions & Violations
Clone sites (websites designed to mimic Cough Zero or using our trademarks/domains) are strictly forbidden and result in an instant ban.
Cookie stuffing, toolbars, browser helper objects, and similar commission-hijacking techniques are strictly prohibited and will result in immediate contract termination.
Trademark, domain, and paid search violations (including use of Cough Zero or close variations in domains or ad keywords) are not permitted.
Three-strike policy: After three verified instances of fraudulent or non-compliant activity, the agreement will be terminated.
10. Term, Renewal, and Termination
This contract is valid for one (1) year from the date of acceptance/signing and will auto-renew for another year unless written notice of termination is provided by either party at least 30 days prior to renewal.
Either party may terminate this agreement with 30 days’ written (or email) notice and reason.
Immediate termination: If you breach confidentiality, create clone sites, infringe our trademarks/domains, or seriously harm the brand (except that drug-related actions, as Cough Zero is an accessory, will not be instant cause for termination—these are reviewed on a case-by-case basis).
Influencers and affiliates may request renegotiation of contract after one year based on performance; additional bonuses and reward structures may be negotiated.
11. Miscellaneous
15.1 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 Cough Zero Inc. 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.
15.2 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.
15.3 This Agreement shall be governed by and interpreted in accordance with the laws of the State of Kentucky without regard to the conflicts of laws and principles thereof.
15.4 You may not amend or waive any provision of this Agreement unless in writing and signed by both parties.
15.5 This Agreement represents the entire agreement between us and you and shall supersede all prior agreements and communications of the parties, oral or written.
15.6 The headings and titles contained in this Agreement are included for convenience only and shall not limit or otherwise affect the terms of this Agreement.
15.7 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 and effect.
End of Agreement