Venture™ Affiliate Agreement

Last Updated: September 25, 2017

PLEASE BE ADVISED THAT IT SHALL BE CONCLUSIVELY PRESUMED THAT AFFILIATE HAS AGREED TO THE TERMS AND CONDITIONS OF THIS AGREEMENT IF AFFILIATE HAS CLICKED ON THE “SUBMIT APPLICATION” BUTTON ON THE APPLICATION FORM.

By signing up for the Venture Affiliate Program ("Affiliate Program"), you are agreeing to be bound by the following Venture Affiliate Agreement (this "Agreement"). This Agreement is between you, as Referral Affiliate (as defined below in Section 1.2.), and Venture Media Labs, Inc. ("Venture"). In this Agreement, Venture and Referral Affiliate are referenced collectively as the "Parties" and each individually as a "Party".

You must read, agree with and accept all of the terms and conditions contained in this Agreement and Venture's Privacy Policy before you may become a Referral Affiliate.

  1. Key Definitions

    The following capitalized words and phrases shall have the following meanings in these Venture Affiliate Terms:

    1. "Affiliate Program" means Venture’s program for Affiliates to: (a) promote and refer potential domain name tenants to Venture.com; and (b) have the opportunity to earn referral fees.
    2. "Referral Affiliate", "Affiliate(s)", "You" and "Your" means the business, individual or entity applying for participation in the Affiliate Program, or that displays Venture’s listed domain names and/or promotions on its website and/or through offline representation through the affiliate tracking code in exchange for receiving remuneration from Venture for leases resulting from such display.
    3. "Affiliate Program" means Venture’s program for Affiliates to: (a) promote and refer potential domain name tenants to Venture.com; and (b) have the opportunity to earn referral fees.
    4. "Referral Account" means any new and unique tenant that: (a) has applied and been approved for a Venture lease account; and (b) was actively referred by a Referral Affiliate via an affiliate tracking code.
    5. "Qualified Lease" means a domain name lease with a term of 1 month or longer, to a Referral Account.
    6. "Term" means the term of this Agreement.
  2. Enrollment

    To enroll in the Affiliate Program, you must submit an affiliate application and be approved. Venture will evaluate the application in good faith and applicants will be notified of their acceptance status in a timely manner. Venture may reject an application, at its sole discretion, if it determines that an Affiliate’s site is unsuitable for the Venture Affiliate Program for any reason, including, but not limited to, inclusion of content that is, in its opinion, unlawful or otherwise does not meet its Acceptable Use Policy.

  3. Affiliate URL

    You will be assigned a unique affiliate code if you are approved to participate in the Affiliate Program, which will allow you to be paid for Referred Accounts.

  4. Promotion of Affiliate Relationship

    If You qualify and agree to participate as an Affiliate, Venture will make available to You graphic and textual links (each of these links sometimes being referred to herein as "Links" or, individually, as a "Link"), which are subject to the terms and conditions hereof. The Links will serve to identify Your website, or Your social media handle, as a member of the Venture Affiliate Program and will establish a Link from Your website, social media handle or e-mail to Venture’s. The Links may connect to any area of Venture.com (although referral fees will only be issued on Qualified Leases). In utilizing the Links, You agree that You will cooperate fully with Venture in order to establish and maintain such Links.

    You also agree that You will display on Your site only those graphic or textual images (indicating a Link) provided by Venture or text messages expressly approved in advanced in writing by Venture. All Affiliate Sites shall display such graphic and/or textual images prominently in relevant sections of their site. Furthermore, you agree not to use cookie stuffing techniques that set the affiliate tracking cookie without the Referred Customer's knowledge (example: iframe). Any information with respect to Venture that is going to be displayed on Your site must be provided by Venture and expressly approved by Venture in writing in advance of any display

    EXCEPT AS PERMITTED ABOVE OR IN SECTION 14 BELOW, YOU SHALL NOT AND ARE NOT AUTHORIZED TO (i) USE THE VENTURE LOGO, NAME OR ANY OF ITS OTHER INTELLECTUAL PROPERTY (OR ANY VARIATIONS OR MISSPELLINGS THEREOF OR OTHER TERM OR TERMS CONFUSINGLY SIMILAR TO ANY OF THE FOREGOING) (ALL OF THE FOREGOING, INCLUDING WITHOUT LIMITATION, THE "LINKS" AND THE "LICENSED MATERIALS" (DEFINED BELOW), ARE REFERRED TO HEREIN AS "OUR IP"), WITHOUT VENTURE’S EXPRESS PRIOR WRITTEN PERMISSION; (ii) USE VENTURE’S IP IN A DOMAIN NAME OR WEBSITE, IN ANY BIDS FOR KEYWORDS OR GOOGLE ADWORDS (OR SIMILAR PROGRAMS AT OTHER SEARCH ENGINES), IN ANY SEARCH ENGINE ADVERTISING (PAID OR OTHERWISE), IN ANY METATAGS, GOOGLE ADWORDS (OR SIMILAR PROGRAMS AT OTHER SEARCH ENGINES), KEY WORDS, ADVERTISING, SEARCH TERMS, CODE, OR OTHERWISE; (iii) CAUSE OR CREATE OR ACT IN ANY WAY THAT CAUSES OR CREATES OR COULD CAUSE OR CREATE ANY "INITIAL INTEREST CONFUSION" OVER THE USE OF OUR IP ON THE INTERNET OR IN ANY SEARCH ENGINE ADVERTISING. YOUR USE OF OUR IP IN ANY MANNER, OTHER THAN AS EXPRESSLY PERMITTED HEREUNDER (IN ADDITION TO BEING A BREACH OF THIS AGREEMENT) SHALL CONSTITUTE UNLAWFUL INFRINGEMENT OF OUR TRADEMARKS, COPYRIGHTS OR OTHER INTELLECTUAL PROPERTY RIGHTS, AND MAY SUBJECT YOU TO CLAIMS FOR DAMAGES (INCLUDING WITHOUT LIMITATION, TREBLE DAMAGES FOR KNOWING OR WILFUL INFRINGEMENT), AND THE OBLIGATION TO PAY OUR LEGAL FEES AND COSTS IN CONNECTION WITH ANY ACTION OR PROCEEDING IN WHICH WE SEEK TO ENFORCE OUR RIGHTS UNDER THIS AGREEMENT OR WITH REGARD TO ANY OF OUR INTELLECTUAL PROPERTY RIGHTS.

  5. Lease Application Processing

    Domain name owners will process applications placed by referred applicants who sign up with your affiliate code. Owners reserve the right, in their sole discretion, to reject applicants that do not meet certain requirements that they may establish from time to time. All aspects of payment processing and refunds will be Venture’s responsibility. To facilitate accurate tracking, reporting and Referral Fee accrual, you must ensure your links are properly coded.

  6. Referral Fee

    Affiliates will receive a referral fee of 10% of the gross monthly lease fee received by Venture for leases started through properly coded Affiliate links.

    Word of mouth referrals will not result in an affiliate referral fee being generated. Referral fee will only be paid on leases that are made when the customer clicks through qualified, correctly structured Affiliate links. Properly coded links are the sole responsibility of the affiliate.

  7. Payment

    Venture will make remittances to Affiliate in U.S. currency using a commercially reasonable payment method or service (e.g. wire/electronic funds transfer, check, ACH Payments, Stripe or PayPal) selected by Venture in its sole discretion from time to time, and Affiliate will be solely responsible and liable for maintaining all accounts required to receive payments from Venture and for all related payment or transaction fees.

    Venture will remit referral fees collected net thirty (30) days after the end of the month in which Venture in its capacity as Service Provider receives a lease payment from a Referral Account. If the total amount that Venture is required to remit to Affiliate under these Terms is less than USD $250, then Venture in its discretion may defer the remittance until a later date when the total amount that Venture is required to remit to Owner accumulates to USD $250 or more.

    VENTURE WILL NOT ISSUE REFERRAL FEES TO AFFILIATES IF THEIR ACCOUNTS OR REFERRAL ACCOUNTS ARE NOT IN GOOD STANDING WITH VENTURE AT THE TIME OF ISSUANCE. An Affiliate or Referral account is not in good standing with Venture if the account holder is, including but not limited to, if the account has been blocked due to fraud or other reason, or if the account holder is in breach of any of the terms of this Agreement, or any of Venture's Terms of Service.

  8. Taxes

    All taxes, including but not limited to, federal, state/provincial and local taxes associated with the receipt of referral fee payments are solely the responsibility of the recipient.

  9. Privacy Policy

    Personal information submitted for this Referral Program will be subject to the Privacy Policy posted at https://venture.com/privacy

  10. Modification

    Venture may modify any of the terms and conditions within this Agreement at any time and at our sole discretion. You can review the current version of the Agreement at any time at https://venture.com/terms or such links from that URL provided by Venture. These modifications may include, but not limited to changes in the scope of available referral fees, fee schedules, payment procedures and Referral Program rules. If any of the modifications are UNACCEPTABLE TO YOU, your only recourse is to terminate this Agreement. If you CONTINUE PARTICIPATION IN THE PROGRAM, it will be considered as your acceptance of the change.

  11. Relationship of Parties

    Affiliates are independent contractors, 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 Venture’s or the Domain Owner’s behalf. You will not make any statement, whether on your site or otherwise, that reasonably would contradict anything in this Agreement.

  12. Disclaimers

    We make no express or implied warranties or representations with respect to the Affiliate Program or an affiliate's potential to earn income from the Affiliate Program. In addition, we make no representation that the operation of our website or the Affiliate links will be uninterrupted or error-free, and Venture will not be liable for the consequences of any interruptions or errors, including the tracking of information about Referral Accounts during the period of interruption.

  13. Limitation of Liability

    Venture will not be liable for indirect, special, or consequential damages (or any loss of revenue, profits, expenditures or data) arising in connection with this Agreement or the 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 Program will not exceed the total commissions paid or payable to the affiliate under to this Agreement during the ninety (90) day period immediately preceding the event giving rise to such liability

  14. Emails and Publicity

    You shall not create, publish, transmit or distribute, under any circumstances, any bulk electronic mail messages (also known as "SPAM") without prior written consent from Venture for each and every day when any bulk mailing will occur. Venture, in its sole discretion, reserves the right to reject each and every e-mail mailing. Additionally, You may only send e-mails containing Venture affiliate link and or a message regarding Venture or Venture's Affiliate Program to person(s) who have been previously contacted and consented to the fact that the You will be sending an e-mail containing Venture information or information about the Venture’s affiliate program. Failure by You to abide by this section, in any manner, will be deemed a material breach of this Agreement by You and foreclose any and all rights you may have to any referral fees, including forfeiting any Referral Fees You may have accrued.

  15. 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 An Affliate in good standing of Venture's Affiliate Program. You agree that all uses of the Licensed Materials will be on behalf of Venture and the good will associated therewith will inure to the sole benefit of Venture.

    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.

  16. Term and Termination

    The term of this Agreement will begin upon Venture’s acceptance of Affiliate’s Program application and will end when terminated by either party. Either Affiliate or Venture may terminate this Agreement at any time, with or without cause. You are only eligible to earn Referral Fees on Qualified Leases occurring during the term; and Referral Fees earned through the date of termination will remain payable once the Referral Account is in good standing.

    Any Affiliate who violates either this Agreement or Venture's General Terms of Service for Affiliates will immediately forfeit any right to any and all accrued Referral Fees and will be removed from the Affiliate Program. “Venture’s General Terms of Service for Affiliates” means the terms, conditions, covenants, obligations and rights set forth at https://venture.com/terms or such links from that URL provided by Venture, as Terms and Policies may be amended from time to time.

    Venture reserves the right to remove an Affiliate from the Affiliate Program, and to terminate or suspend this Agreement, at any time for any reason, in Venture's sole discretion. Without limitation, Affiliate's participation in the Program, and this Agreement, shall be deemed automatically terminated immediately and all Referral Fees forfeited upon Affiliate's violation of any of the terms of this Agreement or of any applicable law or regulation having the force of law.

  17. Governing Law

    This Agreement, the subject matter of this Agreement and the resulting relationship between the Parties will be governed by, and construed in accordance with, the laws of the Province of British Columbia, Canada and the laws of Canada applicable in British Columbia, excluding any laws that implement the United Nations Convention on Contracts for the International Sale of Goods and excluding any rules of private international law or the conflict of laws that would lead to the application of the laws of any other jurisdiction.