TERMS OF AGREEMENT
CNV.Com, Inc. (CNV) is the parent and owner of AdultShopping. As used in these Terms of Agreement, "Site", "us" or "we" refers to AdultShopping, its parent, subsidiaries and affiliates. WE RECOMMEND THAT YOU READ THESE TERMS OF AGREEMENT, AS THEY INCLUDE TERMS SUCH AS LIMITATIONS OF LIABILITY, CHOICE OF FORUM FOR DISPUTES AND OTHER PROVISIONS THAT MAY LIMIT YOUR RIGHTS.
NO UNLAWFUL OR PROHIBITED USES
In order to sign up for our affiliate program you must agree to the following Terms of Agreement:
The Site may only be used for lawful purposes. As a condition of your use of this Site, you warrant to us that you will not use the Site for any purpose that is unlawful or prohibited by these Terms of Agreement. Activities including, but not limited to, tampering with the Site, misrepresenting the identity of a user, using agents or conducting fraudulent activities on the Site are prohibited.
You are prohibited from violating or attempting to violate the security of the Site, including, without limitation:
(a) accessing data not intended for you or logging onto a server or an account that you are not authorized to access;
(b) using the Site for unintended purposes or trying to change the behavior of the Site;
(c) attempting to probe, scan or test the vulnerability of a system or network or breach security or authentication measures without proper authorization;
(d) attempting to interfere with service to any user, host or network, including without limitation via means of submitting malware to the Site, overloading, "flooding," "spamming," "mailbombing" or "crashing";
(e) forging any header or any part of the header information in any e–mail or posting; or
(f) forging communications on behalf of the Site (impersonating the Site) or to the Site (impersonating another user).
Sending unsolicited and unauthorized email on behalf of the Site, including promotions and/or advertising of products or services, is expressly prohibited.
You agree not to use any device, software or routine or data to interfere or attempt to interfere with the proper working of the Site or any activity being conducted on this Site. You agree not to use or attempt to use any engine, software, tool, agent, data or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Site other than the search engine and search agents provided by the Site or generally publicly available browsers. Violations of system or network security may result in civil or criminal liability.
Further, you will not:
(a) post, transmit, or otherwise make available through or in connection with the Site:
1. Anything that is or may be (i) threatening, harassing, degrading, hateful or intimidating; (ii) defamatory; (iii) fraudulent; (iv) objectionable; or (v) protected by copyright, trademark, trade secret, right of publicity or other proprietary right without the express prior consent of the owner of such right;
2. Any material that would give rise to criminal or civil liability; that encourages conduct that constitutes a criminal offense; or that encourages or provides instructional information about illegal activities or activities such as "hacking," cracking," or "phreaking"; or
3. Any material, non–public information about a company without the proper authorization to do so;
(b) use the Site to defame abuse, harass, stalk, threaten or otherwise violate the legal rights of others, including without limitation others’ privacy rights or rights of publicity, or harvest or collect personally identifiable information about other users of the Site;
(c) impersonate any person or entity, including without limitation any representative of CNV; falsely state or otherwise misrepresent your affiliation with any person or entity in connection with the Site; or express or imply that we endorse any statement you make;
(d) restrict or inhibit any other person from using the Site (including without limitation by hacking or defacing any portion of the Site);
(e) use the site to advertise or offer to sell or buy any goods or services without CNV’s express prior written consent;
(f) reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes, any portion of, use of, or access to the Site;
(g) modify, adapt, translate, reverse engineer, decompile or disassemble any portion of the Site;
(h) remove any copyright, trademark or other proprietary rights notice from the Site or materials originating from the site;
(i) frame or mirror any part of the Site without CNV’s express prior written consent; or
(j) create a database by systematically downloading and storing Site content.
ENROLLMENT IN PROGRAM
Upon signing up for a FREE affiliate account your website is created “as is” from the template provided on SexToyFun.com. You may use the site “as is” or customize and brand the site with the tools provided. AdultShopping provides a Customization Guide to help you customize your site yourself. We do not customize your site for you however, we do offer Affiliate Support to help guide you through the process. Other services we don’t provide include:
When you enroll in the affiliate program, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by email or by posting notices on the Site. You agree that to the maximum extent permitted by law, all agreements, notices, disclosures and other communications that the site provides to you electronically satisfy any legal requirement that such communications be in writing.
ACCURACY OF INFORMATION PROVIDED BY YOU
You represent and warrant that any information that you provide in connection with your use of the Site is and shall remain true, accurate, and complete, and that you will maintain and update such information as needed. You agree to keep an up to date email in your account so that we can communicate with you. If you fail to provide a valid email or choose not to read our emails, that does not absolve you from being responsible for changes announced via email communications. You agree that if any information you provide is false, inaccurate, obsolete or incomplete, we may terminate your use of the Site.
COMMISSION STRUCTURE AND PAYMENTS
Promise to Pay
CNV.COM INC. realizes that paying an affiliate accurately will motivate the affiliate to increase sales. We also understand the value of a good affiliate and do not want to do anything to jeopardize our relationship with an affiliate who generates sales. We know that affiliates have several ways to profit from their traffic, and, if we don't pay top commissions, we know that you will leave us for better offers. Thus, CNV is dedicated to keeping your trust by paying you accurately and on time. The Site pays commissions on a monthly basis, on or about the 10th business day of each month provided the Affiliate has made commissions for the previous calendar month. Payments are made, at the Affiliate’s selection; direct deposit (ACH), PayPal™, or by physical check. Occasionally, payments are not made by the 10th business day due to situations that are out of our control, but we do try process all payments soon after. Checks should arrive within 6 business days, but due to processing and postal services, checks sometimes get lost, misdirected, or take longer to arrive. Therefore, we wait for 30 days for checks to arrive before we process claims of lost checks and can void and reissue new payments. With ACH or PayPal, these payments will sometimes take up to 3-4 business days to process. If, for some reason you are missing a payment, contact Affiliate Services right away so we can correct this as quickly as possible.
Affiliates must earn a minimum of $50 (USD) during the month to be paid out the following month. Commission balances will accrue until the affiliate has earned a total of $50(USD). Should the affiliate fail to meet the $50 minimum in a rolling 12 month period, the affiliate will forfeit the commission balance. We will not close the affiliate account and will continue to post methods and tools to assist the affiliate in improving traffic. Affiliates can establish minimums higher than the $50. Commission balances will accrue until the minimum set by the affiliate has been attained. If at the end of a rolling 12 month cycle, the affiliate has not met the minimum, we will pay the balance owed less a handling fee of $50 and continue to accrue against the minimum.
Payment by Check
Affiliates that prefer a physical paper check through the mail are assessed a fee of $2.50 per payment. ACH and PayPal payments are free. CNV.Com, Inc. pays the transaction fee for PayPal distributions, but PayPal may assess a fee to the recipient for currency conversions or other fees.
The Site is required to declare your earnings (over $600.00) to the IRS if you are an American citizen living in or doing business in the USA. It is for this reason we require your Social Security Number (SSN) or Tax Identification Number (EIN).
Affiliates receive payments via their PayPal account may also receive a reportable income statement from PayPal. Currently, individuals and businesses earning more than $20,000 in receipts through PayPal will receive a reportable income statement (1099-K). These rules are governed by the Internal Revenue Service. The Site recommends that you stay current on all applicable reportable income rules.
Incorrect Contact Information and Returned Checks or Payments
CNV.COM INC. is not responsible for checks that are returned to us due to incorrect address, or for ACH or Pay Pal payments that do not process due incorrect account information. CNV will pass-through the bank change from returned ACH payments. It is your responsibility to keep your contact information up-to-date and correct to receive your commission payments. We try to contact Affiliates in the case of returned checks or unprocessed payments to update their contact info so we can reissue new payments.
CNV.COM INC. reserves the right to put accounts to zero commission for repeated returned checks, incorrect addresses, ACH, Pay Pal account information, or invalid or missing Tax Payer Identification numbers and to withhold future payments until the information in error is corrected by the Affiliate. Sales earned during this period will not accrue or be paid.
Commission Structure is based on Tier 1 and Tier 2 products. Tier 1 products include most sex toys and the majority of products sold on site. Tier 1 pays the higher commission rate. Tier 2 products include DVDs, VOD, and products with pricing restrictions by the distributor. This tier pays a lower commission rate.
Occasionally, errors may be made in your commissions, or you may find your calculations to differ from ours. In this case, contact Affiliate Services immediately with details so we can remedy the situation.
Commissions Not Paid
The Site will not pay commissions due to customer returns or fraudulent activities. Further, should the affiliate make use of available discount coupon promotions, the Site will deduct the amount of discounts from commission calculations.
The privacy of our customers and affiliates are important to us. All personal information submitted through the web, phone, mail, or fax is entered into our databases via secure systems. These secure systems are regularly monitored by Trust Keeper. Trust Keeper is a security monitoring company approved by Visa and Mastercard for assuring that data is being handled properly.
We will not give out information regarding our customers or affiliates for any reason and all information is kept confidential. As an Affiliate, in the case that you have lost or misplaced your Affiliate Code or password, we require you verify your account before we send you any account information.
TERMINATION OF SERVICE
CNV.COM INC. may at any time and for any reason, at its sole discretion, terminate an Affiliate's participation in the Program. CNV reserves the right to terminate any account that does not have a valid and functioning e-mail address, updated contact information, accurate Tax Payer information, or if the URL of the Affiliate's Site becomes invalid or inoperative. In the event an Affiliate is terminated from participation in the Program for violating of the terms of this Agreement, including committing illegal acts such as FRAUD and/ or SPAMMING, the Affiliate will forfeit any earned and unpaid commissions beginning the date the violation was found and the account will be terminated. In rare cases, CNV.COM INC. reserves the right to take ownership of the account due to unlawful practices so that we may provide law enforcement with information should such a case arise.
The Affiliate is free to terminate their account at any time and may do so by contacting Affiliate Services and verifying their account.
MODIFICATION OF AGREEMENT
CNV.COM INC. may modify any of the terms and conditions contained in this Agreement, at any time at our sole discretion, by posting a change notice or a new agreement on our site. Modifications may include—but are not limited to—changes in the affiliate commissions, commission payment schedules, payment procedures, new sales, and Program rules. If any modification is unacceptable to the Affiliate, the Affiliate is free to terminate this Agreement at any time. The Affiliate's continued participation in the Program following our posting of a change notice or new agreement on our site will constitute binding acceptance of the change.
RELATIONSHIP OF PARTIES
CNV.COM INC. and the Affiliate are independent contractors and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. The Affiliate will have no authority to make or accept any offers or representations on CNV’s behalf. The Affiliate will not make any statement—whether on the Affiliate's Site or otherwise—that reasonably would contradict anything in this paragraph or in this Agreement as a whole.
FULFILLMENT AND CUSTOMER SERVICE
CNV.COM INC. is responsible for receiving, processing and shipping of all orders and resolving all customer service problems—including shipping, authorization of credit cards, customer questions and returns. CNV.COM INC. is not responsible for delays in shipment including, without limitation, delays caused by product availability, failure to authorize customer credit cards, or incomplete information given by the customer. While CNV.COM INC. is infrequently out of stock due to carrying large inventories, CNV.COM INC. cannot guarantee product availability for shipment or sale.
CNV.COM INC. is not responsible for the performance of sales from the Affiliate Site. It is the Affiliates responsibility to customize, market and advertise their store themselves.
LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL THE SITE OR ANY OF ITS RESPECTIVE EMPLOYEES, DIRECTORS, OFFICERS, AGENTS, VENDORS OR SUPPLIERS BE LIABLE FOR ANY DIRECT OR INDIRECT LOSSES OR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE SITE.
THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL LOSSES AND DAMAGES OF ANY KIND (WHETHER GENERAL, SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, LOSS OF DATA, INCOME OR PROFITS), WHETHER IN CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, EVEN IF AN AUTHORIZED REPRESENTATIVE OF THE SITE HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES.
IF YOU ARE DISSATISFIED WITH THE SITE OR ANY CONTENT ON THE SITE, OR WITH THESE TERMS & CONDITIONS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE. YOU ACKNOWLEDGE, BY YOUR USE OF THE SITE, THAT YOUR USE OF THE SITE IS AT YOUR SOLE RISK.
APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF LIABILITY SET FORTH ABOVE, SO THIS LIMITATION OF LIABILITY MAY NOT APPLY TO YOU. IF ANY PART OF THIS LIMITATION ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF THE SITE UNDER SUCH CIRCUMSTANCES FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED SHALL NOT EXCEED THE VALUE OF THE PRECEDING ONE MONTH COMMISION EARNED.
The Site is facilitated by CNV.Com, Inc from the United States, and is not intended to subject us to the laws or jurisdiction of any state, country or territory other than that of the United States. We do not represent or warrant that the Site or any part thereof is appropriate or available for use in any particular jurisdiction other than the United States. In choosing to access the Site, you do so on your own initiative and at your own risk, and you are responsible for complying with all local laws, rules and regulations. We may limit the Site’s availability, in whole or in part, to any person, geographic area or jurisdiction we choose, at any time and in our sole discretion.
The Site makes no express or implied warranties or representations with respect to the Program or any products sold through the Program—including, without limitation, warranties of fitness, merchantability, non-infringement, or any implied warranties arising out of a course of performance, dealing, or trade usage. The Site does not promise, guarantee, represent or warrant that access to the Site will be error-free, accessible and uninterrupted at any particular time or that The Site will always be able to process orders or information properly or in a timely manner. The Site makes no promises, guarantees, representations or warranties in connection with its operation of AdultShopping, SexToyFun or its fulfillment or customer service functions or its products.
ENFORCEMENT OF TERMS & CONDITIONS
BY ACCESSING AND USING THE SITE, YOU AGREE THAT YOUR ACCESS TO AND USE OF THE SITE IS SUBJECT TO THESE TERMS & CONDITIONS, AS WELL AS ALL APPLICABLE LAWS, AS GOVERNED AND INTERPRETED PURSUANT TO THE LAWS OF THE STATE OF CALIFORNIA, UNITED STATES OF AMERICA. The laws of the State of California, without regard to California’s choice–of–law principles, govern all matters arising out of or related to these Terms of Agreement. You agree that the exclusive forum and venue for any legal action arising out of or related to these Terms of Agreement shall be the United States District Court for the State of California, and you submit to the personal jurisdiction of that court. If neither subject matter nor diversity jurisdiction exists in the United States District Court for the District of California, then the exclusive forum and venue for any such action shall be the courts of the State of California located in Los Angeles County, and submit to the personal jurisdiction of that court.
Any dispute or claim arising under or with respect to this Agreement which is incapable of resolution will be resolved by arbitration before one (1) arbitrator in Los Angeles, California in accordance with the Rules for Commercial Arbitration of the American Arbitration Association ["AAA"]. The appointing agency shall be the AAA and the arbitrator shall apply California law to both interpret this Agreement and fashion an award.
The decision or award of the arbitrator shall be final and binding upon the parties. Any arbitral award may be entered as a judgment or order in any court of competent jurisdiction.
NOTICE: YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INVOLVING THIS AGREEMENT TO BE DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MAY POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. IN SO AGREEING YOU ARE ALSO GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION, YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. NEVERTHELESS YOUR AGREEMENT TO THIS ARBITRATION IS VOLUNTARY.
These Terms of Agreement, including policies incorporated herein, constitute the entire agreement between you and the Site with respect to the Site. These Terms of Agreement supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and the Site with respect to the Site. No provision of these Terms shall be waived except pursuant to a writing executed by the party against whom the waiver is sought. No waiver will be applicable other than in the specific instance in which it is given. No failure to exercise, partial exercise of, or delay in exercising any right or remedy, or failure to require the satisfaction of any condition under, these Terms of Agreement shall operate as a waiver or estoppel of any right, remedy or condition. If any provision of these Terms of Agreement is held invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not be affected or impaired. Nothing in these Terms creates a relationship of agent and principal, partners, joint venturers or employer–employee between the parties, and no act or obligation of either party will in any way bind the other. You may not assign, transfer or sublicense any or all of your rights or obligations under these Terms without our express prior written consent. We may also provide notice of changes to these Terms of Agreement by displaying such notices or by providing links to such notices. You agree that a printed version of these Terms of Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms of Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. We will not be responsible for failure to fulfill any obligation due to causes beyond our control.
Contact us by filling out the Affiliate Services form on our website: email@example.com