Coin Cloud Affiliate Partner Agreement
Last Updated on November 5, 2021
Cash Cloud Inc., dba Coin Cloud (“Coin Cloud”) may offer you an opportunity to become an independent Coin Cloud Affiliate Partner (“Affiliate”), wherein you have the opportunity to earn money for promoting Coin Cloud products and services. Coin Cloud reserves the sole and exclusive right to determine the amount of remuneration each Affiliate will receive in exchange for the Affiliate’s efforts. Affiliate commission is further discussed herein. See also Coin Cloud’s company Terms of Service, which apply to you in your role as Affiliate, unless otherwise expressly provided for.
SECTION 1 - PARTIES All references to “Coin Cloud” herein means and refers to Cash Cloud Inc., dba Coin Cloud. All references to “You” and “Your” mean and refer to the person or entity who has executed this Agreement. Coin Cloud and You are each referred to herein as a “Party,” and collectively as the “Parties.” You agree to notify us in writing if the legal name of You or Your business changes, within twenty-four (24) hours of such change, and You certify that all such information is truthful and accurate. Notice of such changes should be sent to Marketing@Coin Cloud.
SECTION 2 - APPLICATION You agree to provide all information requested by Coin Cloud in connection with Your Affiliate application, and You affirm that all information You provide is truthful and accurate. You understand and agree that Coin Cloud retains sole and exclusive discretion to determine whether You qualify for participation in Coin Cloud’s Affiliate Partner program. Not everyone who applies for Coin Cloud’s Affiliate Partner program will qualify to participate.
SECTION 3 - CONSENT TO BE CONTACTED You expressly consent to be contacted at the email address and the phone number You provide in Your application about Your application and the Affiliate program, including through automated dialing systems, texts and artificial or pre-recorded messages. This consent is a material condition of this Agreement and may not be revoked except in writing by both Parties.
SECTION 4 - COMPENSATION If Your application to become an Affiliate is approved by Coin Cloud, You will receive a unique Affiliate ID. The Affiliate ID will be used to create a Promo Code which You will use to advertise Coin Cloud. You will have the opportunity to receive a commission for each sale (“Sale”) that is registered using Your Affiliate ID, which requires a Client to use your personal Promo Code during their transaction.
Provided that the Customer (as defined below) successfully makes a qualifying transaction and verifies their account with Coin Cloud, You will be paid a commission for each new Client that uses your Promo Code to transact with Coin Cloud in a month (“Commission”). Except as otherwise provided herein, Commission payments will be paid between the 10th and 15th of each month following Coin Cloud’s receipt of payment for a digital currency transaction, subject to the other terms of this Agreement. All Commission payments are based on the tiers laid out in this agreement.
The Commission breakdown is as follows:
- 0-99 Referrals: $20 per new Client
- 100-299 Referrals: $25 per new Client
- 300-999 Referrals: $30 per new Client
- 1,000+ Referrals: $35 per new Client
All Commissions are paid in digital currency, in Affiliate’s choice of either Bitcoin (BTC) or Ether (ETH). The amount is based on that day’s closing spot price on Yahoo Finance. There is no minimum level required to be paid your earned Commissions.
Before You can be paid any Commission, You must provide Coin Cloud a completed W-8 or W-9 tax form, as instructed by Coin Cloud, as well as any supporting documentation requested by Coin Cloud or its third-party payment provider. You will be deemed to have permanently waived all rights to Commissions that were earned more than 120 days before submitting a completed W-8 or W-9 tax form or any ancillary supporting documentation that is requested to confirm the information on your tax form.
If You are not a resident of the United States, Coin Cloud may withhold tax (including without limitation VAT) where required by applicable law. You are solely responsible for complying with all tax laws in Your respective jurisdiction(s) including, but not limited to, the payment of all required taxes, and filing of all returns and other required documents with, the applicable governing body(ies).
Affiliates will not be paid any Commissions for transactions made on Affiliate’s own Coin Cloud Client account(s). Affiliates are not permitted to open a Coin Cloud account under the name of another person or entity, under a fictitious name or phone number, or under any name or phone number merely for the purpose of obtaining Commissions or any other compensation. Affiliates may not transact on behalf of another person’s phone number or account. Affiliates are not permitted to offer cash rebates or other monetary incentives to make transactions.
Commissions are paid only for Sale transactions that actually occur at a Coin Cloud Digital Currency Machine (“DCM”) and in which payment is received by Coin Cloud.
If Coin Cloud determines, in its sole and exclusive discretion, that any Transaction was procured fraudulently or as a result of any violation of this Agreement or applicable law, no Commission will be paid for such Transaction, and Coin Cloud may terminate this Agreement immediately without Coin Cloud having any liability to You.
If, in our sole discretion, You fail, or we suspect that You have failed, to comply with any term or provision of the Agreement or the Terms of Service, or violated any law, whether in connection with Your use of Coin Cloud services or otherwise, we may terminate the Agreement or suspend Your access to the Affiliate website (“Website”) at any time without notice to You.
In addition, if, based on our data, you have a dispute rate greater than 10%, we may terminate this Agreement or suspend your access to the Website at any time without notice to You. In such instances, and in our sole discretion, we may also for the aforementioned reasons, terminate our relationship and suspend any accounts owned/controlled by You. For the avoidance of doubt, and without limitation for purposes of the foregoing, any violation of the required disclosure will be deemed a material breach of this Agreement. See Appendix A, Section 2, DISCLOSURE.
In the event this Agreement is canceled due to Your breach, You immediately forfeit all Commissions and any other payments owed to You or that may in the future be owed to You without any further liability by Coin Cloud to You. This Agreement will terminate automatically if You earn no (zero) Commissions over a 12 month period.
If this Agreement is terminated or canceled, then all provisions that, by their nature, should survive, will survive, including, but not necessarily limited to, all limitations of liability, disclaimers of warranties, indemnity obligations, mandatory arbitration and class action waiver provisions, and exceptions to arbitration. All representations and warranties undertaken by You shall also survive termination or cancellation of this Agreement and/or Your Coin Cloud account.
SECTION 6 - ADDITIONAL REPRESENTATIONS AND WARRANTIES In addition to Your other representations and warranties herein, You further represent and warrant that there are no prior or pending government investigations or inquiries of, or prosecutions against You by the Federal Trade Commission (“FTC”), any other federal or state governmental agency, or any industry regulatory authority, anywhere in the world, nor any prior or pending private lawsuits against You which relate to alleged intentional torts or alleged violation of any consumer protection or advertising laws. If You become the subject of such an investigation, inquiry, prosecution, or lawsuit any time after this Agreement is executed, You are required to notify Coin Cloud of the same within 24 hours. Coin Cloud, in its sole and exclusive discretion, may immediately terminate Your participation in Coin Cloud’s Affiliate Partner program, as well as immediately terminate this Agreement, based on any investigation, proceeding, or lawsuit identified pursuant to this paragraph.
SECTION 7 - ENTIRE AGREEMENT This Agreement, and Appendix A below, along with Coin Cloud’s standard Terms of Service, represents the entire agreement between the Parties and supersedes any other written or oral agreement between the Parties as pertaining to Your Affiliate application and, if approved, Your rights and responsibilities as an Affiliate.
Additional Terms of the Affiliate Agreement and Advertising Rules
These Advertising Rules apply to all activities of Affiliate:
SECTION 1 - GENERAL COMPLIANCE Affiliate shall publish or otherwise distribute advertisements in strict compliance with all applicable laws and regulations, including without limitation, laws prohibiting deceptive and misleading advertising and marketing, email marketing laws (including the federal CAN-SPAM Act (15 U.S.C. § 7701)), data protection laws (including but not limited to the European Union General Data Protection Regulation, U.K. Data Protection Act, California Consumer Privacy Act, and Brazilian General Data Protection Regulation), laws governing testimonials (including the FTC’s Revised Endorsements and Testimonials Guides (16 CFR Part 255 of the Code of Federal Regulations)), and all guidelines issued by the FTC.
Affiliate is solely responsible for ensuring Affiliate’s compliance with all laws. Affiliates are strictly prohibited from making claims concerning the products and services offered by Coin Cloud that are inconsistent with, or beyond the scope of marketing materials produced and made available by Coin Cloud on the Coin Cloud website, www.Coin.Cloud.
Affiliate is prohibited from publishing or otherwise distributing advertisements by telemarketing, fax, or text messaging in any form to any device. Affiliate shall not offer monetary incentives, such as rewards points, cash, or prizes to Prospects in return for their response to an advertisement. Affiliate may, however, offer Prospects information and materials of tangible value including, but not limited to, information or education about cryptocurrency, for reduced or no charge, but only so long as Affiliate accurately describes and delivers such information and materials to the Prospect. Coin Cloud retains the sole and exclusive discretion to determine whether Affiliate’s advertising and conduct is in compliance with all laws.
SECTION 2 - DISCLOSURE On any website that Affiliate advertises any Coin Cloud service or product, Affiliate must plainly display (i.e., not in a link, or in small font) disclaimer language, such as:
Disclosure: I am an independent Coin Cloud Affiliate Partner, not an employee. I receive referral payments from Coin Cloud. The opinions expressed here are my own and are not official statements of Coin Cloud.
SECTION 3 - NON-DISPARAGEMENT Affiliate is not permitted to comment negatively about or disparage the products or services of Coin Cloud or any other person or entity, including without limitation the products or services of a Coin Cloud competitor. Affiliate is not permitted to engage in any unlawful or deceptive actions with respect to search engine optimization, including, but not limited to, using any technique that generates paid search results based on any trademarks of Coin Cloud, any brand name of Coin Cloud, or based on the trademarks or brand name of any competitor of Coin Cloud, or any other third party. Affiliate shall not direct link to a Coin Cloud sales page from any paid advertising.
SECTION 4 - SOCIAL MEDIA If Affiliate advertises on Instagram or YouTube, then each post must comply with all of the following:
Each post must contain @CoinCloudDCM or #CoinCloud.
Each post must contain #ad in a clear and conspicuous location before the text of the description and in all events before the “More” button.
Each Instagram post must use Instagram’s “Paid Partnership” tool.
Each YouTube post must contain the word “Ad,” “Advertisement,” “Promotion,” or “Paid Partnership” within the video itself in a font size that is clearly recognizable to the viewer and which appears persistently throughout the length of the video in the top right-hand portion of the video.
If Affiliate is advertising on other forms of written social media (e.g., Facebook, Twitter), Affiliate must comply with the above disclosure restrictions as applicable to each form of social media. Affiliate must also comply with all rules of each social media platform that Affiliate uses.
SECTION 5 - INCOME, INVESTMENT AND BUSINESS OPPORTUNITY CLAIMS Affiliates are expressly prohibited from making any claims that use of Coin Cloud’s services will guarantee that the user will make money or earn investment income. If Affiliate’s recruiting efforts include claims related to income that Affiliate has made from using Coin Cloud’s services, buying digital currency, or as an Affiliate, the following guidelines must be adhered to:
(a) Affiliate’s statements must be completely true and accurate and supported by evidence of Affiliate’s experience; and
(b) Affiliate’s statements must be accompanied by the following disclaimer in clear and conspicuous font and placement: “These were my results. Your results will vary based on a variety of factors including Your education, effort, and market factors. There is no guarantee You will make any money.”
Affiliate is also expressly prohibited from making any express or implied claims that Coin Cloud is or provides a business opportunity, investment opportunity, or franchise opportunity.
SECTION 6 - COIN CLOUD TRADEMARKS No logo, tagline, trademark, trade name, or trade dress (collectively, the “Coin Cloud Trademarks”) owned by Coin Cloud may be used, copied, or reproduced by any Affiliate except as set forth below. No Coin Cloud intellectual property (or any mark confusingly similar to any Coin Cloud intellectual property) is to be registered as a trademark in any country or registered as a domain name by Affiliate in any way in any country.
Subject to the restrictions below, approved Affiliates are granted a limited, revocable, non-transferrable, and non-assignable license to use the “Coin Cloud” logo and brand name to advertise Coin Cloud online. Affiliate may not use “Coin Cloud” or other Coin Cloud trademarks as part of any URL, domain or website name.
Coin Cloud retains exclusive ownership of all Coin Cloud Trademarks and other intellectual property and all of its rights therein. Affiliate shall not promote or provide services to any other business or person that is infringing on any of Coin Cloud’s intellectual property.
SECTION 7 - COMPLAINT NOTIFICATION Affiliate must notify Coin Cloud of any complaint received by Affiliate regarding any advertisements within twenty-four (24) hours of receiving such complaint. Notice should be sent to Marketing@Coin.Cloud.
SECTION 8 - INDEPENDENT CONTRACTOR Affiliates are independent contractors of Coin Cloud. It is the express understanding and intention of the Parties that no relationship of master and servant nor principal and agent shall exist between Coin Cloud and You by virtue of this Agreement. You have no right to act on behalf of or bind Coin Cloud in any way, nor share in the profits or losses of Coin Cloud. The only compensation available to You is set forth in this Agreement. You are solely and exclusively responsible and liable for all of Your acts or omissions.
SECTION 9 - NO WARRANTY; NO LEADS Coin Cloud does not promise, guarantee or warrant Your business success, income, or sales. You understand and acknowledge that Coin Cloud will not at any time provide sales leads or referrals to You. You understand and agree further that this is not a business opportunity, an investment opportunity, or a franchise opportunity. You are responsible for procuring and paying for any and all materials and resources necessary to operate as an Affiliate as You determine at Your sole discretion.
THIS INCLUDES, WITHOUT LIMITATION, ANY LOSS OF USE, LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, COST OF PROCUREMENT OF SUBSTITUTE SERVICES OR PRODUCTS, OR ANY OTHER INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, OR OTHER DAMAGES. THIS APPLIES REGARDLESS OF THE MANNER IN WHICH DAMAGES ARE ALLEGEDLY CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, OR OTHERWISE.
IN NO EVENT SHALL COIN CLOUD’S LIABILITY TO YOU OR YOUR BUSINESS EXCEED THE AMOUNT OF THREE (3) TIMES THE PAYMENTS PAID BY YOU TO COIN CLOUD FOR THE MONTH PRECEDING THE DATE IN WHICH THE FACTS GIVING RISE TO A CLAIM AGAINST COIN CLOUD OCCURRED OR TWO-THOUSAND DOLLARS ($2,000), WHICHEVER IS GREATER.
SECTION 11 - DISPUTE RESOLUTION BY MANDATORY BINDING ARBITRATION, CLASS ACTION WAIVER, & GOVERNING LAW
As explained in Coin Cloud’s Terms of Service, any controversy or claim arising out of or related to this Agreement or Your relationship with us that cannot be resolved through negotiation shall be resolved through binding arbitration, on an individual basis in accordance with the American Arbitration Association’s rules for arbitration of consumer-related disputes (“AAA Consumer Arbitration Rules”).
The sections of the Terms of Service entitled “ARBITRATION,” “GOVERNING LAW AND JURISDICTION,” and “LAW ENFORCEMENT REQUESTS” are expressly incorporated herein by reference. Please review the Terms of Service for more information.
SECTION 12 - INDEMNITY You agree to protect, defend, indemnify and hold harmless Coin Cloud, its officers, directors, employees, owner(s), and parent company(ies) and assigns from and against all claims, demands, and causes of action of every kind and character without limitation arising out of Your conduct, acts, or omissions related to Your application and/or performance of this Agreement including, but not limited to, any breach of this Agreement. Your indemnity obligation includes, but is not limited to, any third party claim against Coin Cloud for liability or payments for damages caused by, or other liability relating to, You. This provision expressly survives the termination of this Agreement.
SECTION 13 - SEVERABILITY In the event any provision of this Agreement is inconsistent with or contrary to any applicable law, rule, or regulation, the provision shall be deemed to be modified to the extent required to comply with the law, rule, or regulation, and this Agreement and the Terms of Service, as so modified, shall continue in full force and effect.
SECTION 14 - MODIFICATIONS/AMENDMENTS This Agreement and Coin Cloud’s standard Terms of Service may be modified by Coin Cloud at any time, with or without prior notice to You. Amendments or modifications to this Agreement or the Terms of Service will be binding on You when they are sent to You via email, or are posted in the affiliate center. No amendment to this Agreement or the Terms of Service shall be valid unless prepared or signed by Coin Cloud. Your continued acceptance of Commissions or other payments constitutes Your acceptance to any modifications or amendments to this Agreement and the Terms of Service.