ZENGAGE LEARNING Partners - Affiliate Terms and Conditions
Standard Commission Fee Structure:
Our commission levels range from 30% to 70% depending upon your affiliate partner status. Please consult the Affiliate Program or your affiliate partner manager for more information.
Commission payments are deposited into your PayPal account on the first business day of each month, after the first complete month of membership.
You must have a PayPal account in order to receive payment.
Sales are tracked using session cookies (the default browser option for most users).
To offer the highest levels of security, fraud prevention, guaranteed and timely payments, all registrations are tracked, and commissions are paid directly, by our third-party service provider, Teachable (Back Office services).
Unethical use or abuse of this program may result in membership termination.
Your affiliate ID may NOT be used for your own purchases. Doing so may result in membership termination. We reserve the right to modify these terms at any time (with written notification).
PLEASE READ THIS AGREEMENT IN ITS ENTIRETY. BY JOINING OUR AFFILIATE PROGRAM, YOU AGREE TO THE FOLLOWING TERMS AND CONDITIONS (THE "AGREEMENT") GOVERNING YOUR USE OF THE ZENGAGE LEARNING AFFILIATE PROGRAM (THE "PROGRAM"). THIS AGREEMENT APPLIES TO ALL “REFERRERS”, “AFFILIATES”, “INFLUENCERS”, AND “GOLD PARTNERS”.
IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OROTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE RIGHT, POWER AND AUTHORITY TO ENTER INTO THIS AGREEMENT AND TO BIND SUCH ENTITY TO THIS AGREEMENT.
1. Links/graphics/advertisements on your site, in your emails, or other communications
Once you have signed up for the Affiliate Program, you will be assigned a unique Partner Link (which may take the form of an actual link and/or promotion code). You may not provide the Partner Link to any third party without express prior written consent from ZENGAGE LEARNING.
Affiliate may develop graphics, emails, and other promotional materials, but must obtain express prior written approval from ZENGAGE LEARNING prior to usage. All uses of the Partner Link will include attribution to ZENGAGE LEARNING in accordance with ZENGAGE LEARNING’s branding guidelines, which may be provided to you or posted on our website.
ZENGAGE LEARNING may provide templates and approved graphics, banners, and other materials via its website or via ZENGAGE LEARNING’s application programming interface (API), which you can be assigned a unique API key in order to enable access – this is provided upon request or by applying on the ZENGAGE LEARNING website if online application capability is available at that time for API keys. ZENGAGE LEARNING may also provide you with custom creative units to place on your web site(s), at ZENGAGE LEARNING’s sole discretion.
When a customer clicks on a Partner Link a tracking cookie (“Cookie”) will be placed on that customer’s computer. A user can only have one ZENGAGE LEARNING Cookie at a time, so if another approved affiliate sends a customer to ZENGAGE LEARNING, the Cookie will be updated and the most recent affiliate to make the customer referral via the Partner Link will receive credit.
2. Referral fees and payment Qualifying Purchases & Payment:
We will pay a referral fee in connection with “Qualifying Purchases”, which (subject to the exclusions) occur when: 1. a customer clicks-through the Partner Link; and 2. during a single session, purchases one or more ZENGAGE LEARNING Products from ZENGAGE LEARNING on ZENGAGE LEARNING.com, or one of ZENGAGE LEARNING’s merchant clients on ZENGAGE LEARNING.com (collectively, “Products”), within seven days of the original Cookie, the ZENGAGE LEARNING Product is shipped to, claimed or downloaded by, and paid for by the customer.
Only transactions that are captured by the ZENGAGE LEARNING service provider are eligible for a referral fee.
Unless otherwise agreed upon, Affiliate will receive a recurring revenue share as described in our Standard Commission Fee Structure above. of ZENGAGE LEARNING’s Gross Revenue for each bona fide customer sale that is tracked and reported by our systems through the Partner Link (“Fees”).
Payments begin once you've earned more than five hundred dollars ($500) in affiliate income. As long as your current affiliate earnings are over five hundred dollars ($500), payments will be made within sixty (60) days after the end of the calendar month in which they accrue.
However, if you haven't earned five hundred dollars ($500) since your last payment, we'll pay you during the next payment cycle after you've crossed the five hundred dollars ($500) threshold. For security, fraud prevention, and guaranteed commissions, a third-party payment processor is used used by ZENGAGE LEARNING to process payments. In some instances, the third party will require additional personal identifying information to comply with applicable federal and state laws. Fees for transferring funds may be deducted from earnings to Affiliates. Fees may vary by payment method and payment amount, and may be changed at any time.
3. Disqualified Purchases:
Notwithstanding the foregoing, Qualifying Purchases can be disqualified whenever they occur in connection with a violation of the Affiliate Program. ZENGAGE LEARNING reserves the right to disqualify referral fees earned through fraudulent, illegal, or overly aggressive, questionable sales or marketing methods.
Further, the following purchases that would otherwise be Qualified Purchases are disqualified and excluded from the Program:
- any Product purchased after termination of your Agreement,
- any Product order where a cancellation, return or refund has been initiated,
- unless otherwise agreed upon, any Product purchased by a customer who is referred to a ZENGAGE LEARNING powered shop or site through any advertisement that you purchased through participation in bidding or auction on keywords, search terms, or other identifiers that include the word or variations or misspellings of “stacksocial”, “citizen goods”, “joyus”, “skillwise” or any other trademark owned by ZENGAGE LEARNING (all, a “Prohibited Paid Search Placement”),
- any Product purchased by a customer who is referred by a link that is generated or displayed on a search engine (including Google, Yahoo, Bing, or any other search portal, sponsored advertising service, or other search or referral service, or any site that participates in such search engine’s network) (a “Search Engine”),
- any Product purchased by a customer, where such customer does not comply with the standard Terms of Use on shops,
- any Product purchase that is not correctly tracked or reported because the links from your site are not properly formatted,
- any Product purchased through cookie stuffing techniques that set the tracking cookie without the potential customer actually clicking on the Partner Link
- any Product purchased by a customer who shares the same personal/company details as the Affiliate (a “Self-Referral”). 3. Reporting ZENGAGE LEARNING will provide an online dashboard where Partner can review earnings. Upon request, ZENGAGE LEARNING will provide Affiliate a report within fifteen (15) days after the end of each calendar month that will include number of referral customers who made purchases along with a commercially reasonable breakdown of the transactions.
4. Customer Definition
Customers who buy products through this Program will be deemed to be our customers. Accordingly, all of our rules, policies, and operating procedures concerning customer orders, customer service, and product sales will apply.
5. Your Responsibilities
Unless you are a Gold Partner, you will be solely responsible for the development, operation, and maintenance of your site and for all materials that appear on your site. You are responsible for all content posted and activity that occurs under your account. You may not use the Affiliate Program for any illegal or unauthorized purpose.
6. No Spam
As a condition of your participation in the Program you will comply with all applicable laws (federal, state or otherwise) that govern marketing email, including without limitation, the CAN-SPAM Act of 2003 and all other anti-spam laws.
7. Term of the agreement and Program
The term of this agreement will begin when Affiliate clicks Accept or signs this agreement in hard copy and will end when terminated by either party. Either party may terminate this agreement at any time without cause by giving the other party thirty (30) days prior written notice of termination. Either party may terminate this agreement at any time for cause by giving the other party prior written notice of termination. Upon the termination of this agreement, you will immediately cease use of, and remove from your site, all links and other materials provided by or on behalf of us to you pursuant hereto or in connection with the Program.
ZENGAGE LEARNING reserves the right to end the Program at any time. Upon termination, ZENGAGE LEARNING will pay any outstanding earnings accrued above per the terms defined above; violations of these terms are grounds for indefinitely withholding any commission payments accrued.
8. Relationship of Parties
Affiliate and ZENGAGE LEARNING are independent contractors, and nothing in this agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties.
Affiliate will have no authority to make or accept any offers or representations on our behalf.
9. Confidentiality
During the term of this agreement, each party (a “Disclosing Party”) may provide the other party (a “Receiving Party”) with confidential and/or proprietary materials and information (“Confidential Information”).
All materials and information provided by Disclosing Party to Receiving Party and identified at the time of disclosure as “Confidential” or bearing a similar legend, and all other information that the Receiving Party reasonably should have known was the Confidential Information of the Disclosing Party, shall be considered Confidential Information.
Receiving Party shall maintain the confidentiality of the Confidential Information and will not disclose such information to any third party without the prior written consent of Disclosing Party. Receiving Party will only use the Confidential Information internally for the purposes contemplated hereunder.
The obligations in this section shall not apply to any information that (i) is made generally available to the public without breach of this agreement, (ii) is developed by the Receiving Party independently from the Confidential Information, (iii) is disclosed to Receiving Party by a third party without restriction, or (iv) was in the Receiving Party’s lawful possession prior to the disclosure and was not obtained by the Receiving Party either directly or indirectly from the Disclosing Party.
Receiving Party may disclose Confidential Information as required by law or court order; provided that, Receiving Party provides Disclosing Party with prompt written notice thereof and uses its best efforts to limit disclosure.
At any time, upon Disclosing Party’s request, Receiving Party shall return to Disclosing Party all Disclosing Party’s Confidential Information in its possession, including, without limitation, all copies and extracts thereof.
Notwithstanding the foregoing, Receiving Party may disclose Confidential Information to any third-party to the limited extent necessary to exercise its rights, or perform its obligations, under this Agreement; provided that all such third parties are bound in writing by obligations of confidentiality and non-use at least as protective of the Disclosing Party’s Confidential Information as this agreement.
The parties acknowledge that the harm caused by the wrongful disclosure of Confidential Information will be difficult, if not impossible, to assess on a monetary basis alone, and that legal damages may not be sufficient compensation for such wrongful disclosure.
Therefore, either party may enforce its rights under this Section by equitable means, including, but not limited to, injunctive relief, in addition to any other remedies to which it is otherwise entitled.
10. Indemnity
You shall defend, indemnify, and hold harmless ZENGAGE LEARNING, its affiliates, and each of its and its affiliates’ employees, contractors, directors, suppliers, and representatives from all liabilities, damages, losses, claims, and expenses, including reasonable attorneys' fees, that arise (i) from your breach of this agreement, (ii) from 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, (iii) from any claim related to your site, emails or other communications, including, without limitation, content therein not attributable to us, or (iv) otherwise from your use of the Program.
ZENGAGE LEARNING reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with ZENGAGE LEARNING in asserting any available defenses.
ZENGAGE LEARNING will indemnify, defend, or at its option settle and hold you harmless from all liabilities, damages, losses, claims, and expenses, including reasonable attorneys' fees, brought by a third party, that arise: (a) from death of or injury to any person or persons or out of any damage to property resulting from or in connection with a Product; or (b) from any act or omission by ZENGAGE LEARNING in connection with ZENGAGE LEARNING’s provision of the Product.
11. Limitations of Liability
IN NO EVENT SHALL ZENGAGE LEARNING BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY UNDER THIS AGREEMENT (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (HOWEVER ARISING) OR (II) FOR ANY DAMAGES IN EXCESS OF (IN THE AGGREGATE) THE TOTAL FEES PAID TO AFFILIATE IN THE TWELVE MONTHS PRECEDING THE EVENT THAT GAVE RISE TO THE CLAIM.
12. Disclaimers
NEITHER ZENGAGE LEARNING NOR ANY OF ITS CLIENT OR SUPPLIERS MAKES ANY EXPRESS OR IMPLIED WARRANTIES OF ANY KIND WITH RESPECT TO THE PROGRAM OR ANY PRODUCTS SOLD THROUGH THE PROGRAM, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR ANY IMPLIED WARRANTIES ARISING OUT OF A COURSE OF PERFORMANCE, DEALING OR TRADE USAGE, ALL OF WHICH ARE HEREBY EXPRESSLY DISCLAIMED. IN ADDITION, ZENGAGE LEARNING MAKES NO REPRESENTATION THAT THE OPERATION OF THE PRODUCT SITES WILL BE UNINTERRUPTED OR ERROR-FREE, AND ZENGAGE LEARNING WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
13. Non-Interference
Affiliate agrees that during the period of this agreement and for a period of one hundred and eighty (180) days thereafter, Affiliate will not solicit or enter into any relationship with then current clients, customers or merchants (including parties which ZENGAGE LEARNING is engaged in business discussions) of ZENGAGE LEARNING relating, directly or indirectly, to the Program.
14. Arbitration
Any dispute relating in any way to this agreement (including any actual or alleged breach hereof), any transactions or activities under this agreement or your relationship with us or any of our affiliates shall be submitted to confidential arbitration in San Francisco, CA, USA. Arbitration under this agreement shall be conducted under the rules then prevailing of the Judicial Arbitration and Mediation Services, Inc. (“JAMS”), and you agree to submit to such arbitration. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction.
15. Modifications to the Terms
ZENGAGE LEARNING reserves the right, at its sole discretion, to modify or replace any of this agreement, or change, suspend, or discontinue the Program (including without limitation the payment of Fees) at any time by posting a notice on its website or by sending you an email.
ZENGAGE LEARNING may also impose limits on Affiliate’s participation in the Program without notice or liability. It is your responsibility to check ZENGAGE LEARNING’s affiliate page of it website periodically for changes. Your continued participation in the Program following the posting of any changes to this agreement constitutes acceptance of those changes.
16. Miscellaneous
This agreement will be governed by the laws of the state of California, USA, without reference to rules governing choice of laws. You may not assign this agreement, by operation of law or otherwise, without our prior written consent. ZENGAGE LEARNING may freely assign this agreement. Subject to that restriction, this agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. Our failure to enforce your strict performance of any provision of this agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this agreement. The agreement constitutes the entire agreement between you and ZENGAGE LEARNING and governs your participation in the Affiliate Program, superseding any prior agreements between you and ZENGAGE LEARNING (including, but not limited to, any prior versions of the agreement).
The merchant is not responsible for paying you (the affiliate). Our third-party service provider, Teachable provides the tracking, data, and actual commission payments in accordance with the terms of this agreement.
Contact us with questions about these terms: