Nesoteric LLC Affiliate Agreement
This Affiliate Agreement will govern your participation in our Affiliate Program. By completing the Affiliate Registration, you agree to the terms and conditions of our Affiliate Program.
This Affiliate Agreement is between you (“you”) and Nesoteric, LLC, a North Carolina business and is governed by the laws of the State of North Carolina.
If you have registered for or on behalf of an entity you are deemed to have accepted this Agreement on behalf of that entity.
This Agreement sets forth the terms and conditions of your use of the Nesoteric Affiliate Program.
Your electronic acceptance of this Agreement signifies that you have read, understand, acknowledge and agree to be bound by terms and conditions of this Agreement.
The terms “we”, “us” or “our” shall refer to Nesoteric, LLC. The terms “you”, “your”, “User”, “customer” or “Affiliate” shall refer to any individual or entity who accepts this Agreement. Nothing in this Agreement shall be deemed to confer any third-party rights or benefits.
Nesoteric, LLC, in its sole and absolute discretion, may change or modify this Agreement, and any policies or agreements which are incorporated herein, at any time, and such changes or modifications shall be effective immediately upon posting to the Nesoteric LL. website at https://www.nesoteric.com/affiliate-terms-and-conditions (this “Site”). You acknowledge and agree that (i) Nesoteric, LLC may notify you of such changes or modifications by posting them to this Site and (ii) your use of this Site or the Services found at this Site after such changes or modifications have been made shall constitute your acceptance of this Agreement. In addition, Nesoteric LLC may occasionally notify you of changes or modifications to this Agreement by email. It is therefore very important that you notify us of any changes in the following: your name, mailing address, phone, email address, website address and/or PayPal email address. Nesoteric LLC assumes no liability or responsibility for your failure to receive an email notification if such failure results from an inaccurate or out-of-date email address. Send notification of change to [email protected]
2. Description of the Program
Nesoteric LLC grants you a non-exclusive, non-transferable limited license to use the Nesoteric Affiliate Program in accordance with the terms and conditions set forth herein.
The Nesoteric LLC Affiliate Program allows you to provide a platform for marketing and advertising Nesoteric's online courses via your website, social media or other “Publishing Location” (such as an electronic newsletter or blog), thereby driving traffic to Nesoteric LLC's Web Site, whereby you may earn a portion of the revenue generated (a “Commission Payment”) if a person or entity that is not you (a “Visitor”) purchases the Nesoteric LLCs Online Course(s) using your unique affiliate link.
After being referred to Nesoteric's Web Site from a link contained on your Web Site or Publishing Location, Visitors must complete their purchase in order for you to receive a Commission Payment. Please note that you will only receive a Commission Payment for purchases that were made from your affiliate link or if a customer returns to our website directly after having first visited from your affiliate link. If a customer visits our site from an alternate affiliate link, the link visited prior to their purchase will receive the affiliate Commission. The only Nesoteric LLC products currently eligible for a Commission Payment are online courses.
You acknowledge and agree that only purchases completed through Nesoteric LLC's Web Site will be eligible for a Commission Payment. No purchases taken or completed over the telephone will be eligible for a Commission Payment. You are not eligible for a Commission Payment on purchases made by you. Commissions are not payable for registrations made by participants in our Work Exchange programs. Commissions are not payable for registrations from participants who use discount codes offering discounts greater than 30% to purchase their Course.
3. Web site & Publishing Location Restrictions
You acknowledge and agree that your Web Site or Publishing Location shall not (and shall not enable others to):
- Engage in sending unsolicited commercial email (“spam”) or indiscriminate advertising;
- Fail to comply with the Spam Act of 2003 or other applicable laws regulating commercial email;
- Contain pornographic or obscene content, tasteless images, or excessively violent or hate-related material, as determined by Spirit Voyage.com Inc. in its sole and absolute discretion;
- Encourage the use of a controlled substance;
- Encourage unlawful behavior;
- Display, promote or sell illegal content, or offer any illegal product or service;
- Violate any applicable law;
- Contain any false, inaccurate, misleading, defamatory, slanderous or libelous content or statements;
- Advocate, promote, or encourage violence or discrimination;
- Contain Links to Web Sites containing any of the aforementioned content.
In addition, you acknowledge and agree you shall not:
Copy, alter or modify any icons, buttons, banners, graphics, files, or content contained in Nesoteric LLC's Web Site or banners, including but not limited to removing or altering any copyright or trademark notices. You recognize that Nesoteric LLC owns all rights in and to all information regarding the Visitors that you refer to Nesoteric LLC's Web Site or Web Site content.
Enter into any arrangement or agreement under which a third party pays you fees or shares in any revenues or royalties for any search results displayed on your Web Site.
Your Web Site or Publishing Location shall not in any way copy or resemble the look and feel of Nesoteric LLC's Web Site or Web Site content, and you shall not create the impression that your Web Site or Publishing Location is part of Nesoteric LLC's Web Site. This includes using Nesoteric LLC's trademarks, trade names, or any variations or misspellings thereof, in your URL, business name, or site name. You shall not “frame” or permit the “framing” of any page of Nesoteric LLC's network of Web Sites.
You acknowledge and agree that Nesoteric LLC may terminate your Services (a) if you, your Web Site or your Publishing Location violates, as determined by Nesoteric LLC in its sole and absolute discretion, any of the aforementioned restrictions or additional restrictions, (b) if your Web Site or Publishing Location is not live, is under construction, or is a personal homepage or other personal site.
4. Commission Payments
Nesoteric LLC shall use an Affiliate tracking system to record and report commissions. For affiliate tracking, customers must have cookies enabled on their computers. Nesoteric LLC is not responsible for paying Commissions on sales to customers who do not have cookies enabled on their computers. You acknowledge and agree that in calculating your Commission Payment Nesoteric LLC's determination regarding the same shall be the final and binding determination.
The commission structure (the “Commission Structure”) for the Nesoteric LLC Affiliate Program shall be based on the online course purchase price minus any discounts applied. No other products purchased by Visitor are eligible for Commission Payment. The Commission Structure may be comprised of (i) a percentage rate per Online Course sale, (ii) a fixed amount per Online Course sale, or (iii) a combination of both. In addition, the Commission Structure may vary by Affiliate. Nesoteric LLC expressly reserves the right to change or modify the Commission Structure at any time, and such changes or modifications shall be effective immediately upon posting to this Site without the need for further notice to you.
For the course entitled “The Fundamentals of Kundalini Yoga”, the commission will be 10% of collected revenue. All other eligible for affiliate marketing have a commission rate of between 15-20%. (Courses priced below $50 = 15%, courses priced above $50 = 20%).
Nesoteric LLC will hold Commission Payment on all orders for the Courses for thirty (30) days from the date of completion of the Course. After this time, Commission Payments will be paid out at the end of the month in accordance with the provisions below and will represent Commission Payments earned for that Course. Commission Payments may be debited or withheld on any orders refunded by Nesoteric LLC or charged back by the issuing bank (for fraud or any other reason). Nesoteric LLC reserves the right to extend the payment date on orders suspected of fraudulent or abusive activity. For customers who purchase their Course on a payment plan, Commission Payments will be made 30 days after the final payment is received by Nesoteric LLC.
The payout date is the date that the Commission Payment is sent to you. Commission Payments may be paid by PayPal or check in U.S. Dollars.
Domestic and International Affiliates utilizing PayPal will be paid on the 10th day of the month after the 30th day after completion of the Course. Should the tenth (10th) day of the month fall on a Saturday, the payout date will be on the following business day. Should the tenth (10th) day of the month fall on a Sunday or holiday, the payout date will be on the next business day. No minimum threshold is required for Commission Payment to be paid. If the payment amount exceeds $20,000.00, it will be split into two PayPal payment transactions. Please refer to the PayPal account set-up requirements for your country, which may be found here, to ensure your PayPal account has the ability to receive payments from third parties. PayPal transaction fees for Nesoteric LLC to pay Affiliate will be the responsibility of Nesoteric and will not be deducted from your Commission Payment.
5. Affiliate Obligations, Representations & Warranties
Affiliate covenants and agrees to indemnify and hold harmless Nesoteric LLC from and against any and all claims, damages, losses, penalties, costs, expenses and fees (including without limitation reasonable attorneys’ fees) (collectively, “Claims”) arising out of or in connection with (i) Affiliate’s breach of or non-compliance with this Agreement, (ii) Affiliate’s use of the Services, (iii) Affiliate’s violation or alleged violation of any applicable law, (iv) Affiliate’s violation or alleged violation of any rights of another, including violation of a person’s or entity’s intellectual property rights, (v) any products or services offered, sold or otherwise made available by Affiliate on Affiliate’s Web Site or Publishing Location, (vi) Affiliate’s acts or omissions in using, displaying or distributing any Links obtained from the Nesoteric Affiliate Program or elsewhere, including but not limited to Affiliate’s use of Links via email distribution, or (vii) any assertion that Nesoteric LLC is obligated to pay taxes in connection with a Commission Payment made by Nesoteric LLC to Affiliate pursuant to this Agreement. In the context of this Section only, the term “Nesoteric LLC” shall include Nesoteric LLC's officers, directors, employees, agents, representatives, contractors, and any entity that controls, is controlled by or is under common control with, Nesoteric LLC Affiliate’s indemnification obligations set forth in this Section shall survive the expiration or termination of this Agreement.
6. Availability of the Nesoteric LLC Affiliate Program
Nesoteric LLC shall use commercially reasonable efforts to attempt to provide the Online Courses and Nesoteric Affiliate Program on a twenty-four (24) hours a day, seven (7) days a week basis throughout the term of this Agreement. You acknowledge and agree that from time to time the Online Courses and/or Nesoteric Affiliate Program may be inaccessible or inoperable for any reason, including, without limitation: Equipment malfunctions, periodic maintenance, repairs or replacements that Nesoteric LLC may undertake from time to time; or Causes beyond the reasonable control of Nesoteric LLC or that are not reasonably foreseeable by Nesoteric LLC, including, but not limited to, interruption or failure of telecommunication or digital transmission links, hostile network attacks, network congestion or other failures.
You acknowledge and agree that Nesoteric LLC has no control over the availability of the Online Courses and Nesoteric Affiliate Program on a continuous or uninterrupted basis, and assumes no liability to you or any other party with regard thereto.
7. Nesoteric's Rights & Remedies
Nesoteric LLC explicitly reserves the right, in its sole and absolute discretion, to:
Modify the pricing, fees, thresholds, payouts, promo codes, links, or any terms and conditions of the Nesoteric Affiliate Program without advance notice, if desired by Nesoteric LLC;
Establish limits and guidelines concerning the use of the Nesoteric Affiliate Program; and
Terminate your license to use the Nesoteric Affiliate Program if your use of the Nesoteric Affiliate Program is in violation of the terms and conditions of this Agreement.
If Nesoteric LLC terminates your license to use the Nesoteric Affiliate Program, Nesoteric LLC may, in its sole and absolute discretion. Nesoteric LLC has no obligation to monitor your use of the Nesoteric Affiliate Program, but reserves the right to do so.
Notwithstanding anything to the contrary in this Agreement, in addition to any and all other rights and remedies to which Nesoteric LLC is entitled, Nesoteric LLC specifically reserves the right to:
Terminate the Nesoteric Affiliate Program at any time for any reason.
Terminate your license to use the Nesoteric Affiliate Program at any time for any reason. If your license is terminated, Nesoteric LLC will make any Commission Payments from validly generated purchases using your designated promo code which accrue before the termination date. Nesoteric LLC will not make any Commission Payments which accrue after the termination date. You acknowledge and agree that the determination as to whether a purchase was “validly generated” from your Web Site or Publishing Location shall be made in Nesoteric LLC's sole and absolute discretion.
Suspend your license to use the Nesoteric Affiliate Program at any time for any reason. If your license is suspended, you will not receive any Commission Payments during your suspension period, whether such Commission Payments accrued before or during your suspension period. After completion of an internal investigation, if you are allowed back into the Nesoteric Affiliate Program, Nesoteric LLC will make any Commission Payments from validly generated purchases using your designated promo code which accrued before or during your suspension period. You acknowledge and agree that the determination as to whether a purchase was “validly generated” using your designated promo code shall be made in Nesoteric LLC's sole and absolute discretion.
Require the forfeiture of any previously earned revenue in connection with the Services, which has been paid or yet to be paid on any purchases you generated or assisted in generating during any times when you are in violation of this Agreement.
You acknowledge and agree that the Nesoteric LLC Affiliate Program, the names, trademarks, and logos of Nesoteric LLC, and all related product and service names, design marks and slogans (the “Nesoteric LLC”), are the sole and exclusive property of Nesoteric LLC, and your use of the Nesoteric LLC Trademarks shall inure to the benefit of Nesoteric LLC. You are not authorized to use the Nesoteric LLC Trademarks in any advertising, publicity, or other commercial venture except by displaying in an unaltered state the banners, graphics or content as provided by this Nesoteric Affiliate Program.
You agree not to utilize, advertise, or otherwise promote any mark of Nesoteric LLC in the headline or description copy associated with pay-for-placement search engines or paid search engine advertising and you may not bid on any mark of Nesoteric LLC on any pay-for-placement search engines.
9. Titles & Headings; Independent Covenants; Severability
The titles and headings of this Agreement are for convenience and ease of reference only and shall not be utilized in any way to construe or interpret the agreement of the parties as otherwise set forth herein. Each covenant and agreement in this Agreement shall be construed for all purposes to be a separate and independent covenant or agreement. If a court of competent jurisdiction holds any provision (or portion of a provision) of this Agreement to be illegal, invalid, or otherwise unenforceable, the remaining provisions (or portions of provisions) of this Agreement shall not be affected thereby and shall be found to be valid and enforceable to the fullest extent permitted by law.
10. DEFINITIONS; CONFLICTS
Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Universal Terms of Service Agreement. In the event there is a conflict between the provisions of this Agreement and the provisions of the Universal Terms of Service Agreement, the provisions of this Agreement shall control. Send communications to [email protected]