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Last updated 12/06/2022
Thank you for your interest in our Partnership Program (the “Partnership Program”). These Partnership Program Terms (the “Partnership Terms”) create a binding agreement between you and Restoke. (“Restoke”, “us”, “our”, or “we”). By participating in our Partnership Program, you agree to these Partnership Terms. Additionally, in doing so you agree to receive marketing emails from us, as well as further agreeing to Restoke's Terms of Service and Privacy Policy, which is hereby incorporated through reference as if fully set forth herein.
In order to participate in the Partnership Program, you must be 18 years or older, and you must adhere to all applicable regional rules and regulations when promoting our products and services, at all times. Additionally, you must follow these rules when approved for this Partnership Program, at all times, and the failure to do so may result in you being terminated from the Partnership Program and the forfeiture of any outstanding Commissions. In the event that any communication you transmit in the course of a Promotion is deemed inappropriate by Restoke, which shall be determined at Restoke's sole discretion, Restoke reserves the right to suspend, block, or otherwise terminate your access to participating in the Restoke Partnership Program.
The following communications include, but are not limited to, those which may be deemed to be inappropriate by Restoke:
In the event that you refer an individual (a “Potential Purchaser”) to Restoke, and the Potential Purchaser ultimately makes an Eligible Purchase (as defined below) from Restoke (making them a “Customer”), you will receive a partner referral as detailed below, exclusive of taxes and fees (the “Commission”).
For the purposes of this Agreement, an “Eligible Purchase” shall include any subscription purchase made on Restoke which gives the customer access the Restoke platform through you.
Any revenue generated by Restoke from an Eligible Purchase which has originated from a referral you have directed to Restoke, shall result in the payment of a Commission to you in an amount equal to 30% of the revenue generated (including GST), for so long as the referred customer remains active up to one year.
You will only receive a Commission for Potential Purchasers whose Eligible Purchase is made using the unique link provided to you by Restoke (the “Unique Link”), the landing page provided to you (the "Landing Page"), or through proven association to your Partnership account (i.e. uploaded contact or agreement reached).
The Commissions will be paid on a rolling basis each month for the revenue generated which has resulted from Eligible Purchases which took place during the previous calendar month. On the 15th of the month (excluding weekends and holidays), you will receive a PayPal transfer for the Commission earned, less any taxes which Restoke may be required by law to withhold from the final payment to you (if applicable). In the event that a referred customer receives a refund or disputes a charge which generated a Commission, you will see a deduction for the such corresponding Commission from any payment received the following month; in the event that there is no subsequent payment due to you for that following month, you will receive an invoice for said Commission which shall be payable within sixty (60) days of your receipt of the invoice. Any and all determinations of what constitutes an Eligible Purchase and whether or not a Commission is payable, shall be made by Restoke, and will be final and binding.
Any Commissions which shall become due by Restoke will be made through PayPal and/or in AU Dollars. As such, it is your sole responsibility to ensure proper setup and sufficient access to a PayPal account in order to receive any Commissions which may become due and owing to you. You hereby acknowledge and agree that you will comply with any and all applicable laws and regulations with respect to your use of your PayPal account in order to receive said Commissions, and you hereby agree that you shall refrain from participating in the Restoke Partnership Program in the event that you are located in a country or jurisdiction where such use of the PayPal app is banned or otherwise prohibited. You acknowledge and agree that Restoke will require certain information (such as, for example, your bank account number or PayPal ID) in order to process your Commission payment. You hereby consent and agree to comply with any and all applicable tax laws governing any payments contemplated hereunder, and you hereby acknowledge, understand, and agree that it is your sole responsibility to file and pay any taxes or fees which may come due and owing as a result of receipt of such Commissions from Restoke.
You shall only be eligible to earn Commissions resulting from Eligible Purchases occurring during the term, and any Commissions earned after the date of the termination of this Agreement, will remain payable to you only in the event that such Eligible Purchases are not cancelled, charged back, or otherwise returned by the referred customer. In the event that any overpayment in Commissions is made by us, you hereby agree to promptly remit such excess payment upon notification by us. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid.
We reserve the right to postpone the date of a payout for an individual partnership, to the next scheduled payout, if the partner doesn't have future commissions that provide enough balance to cover adjustments to commissions due to unforeseen circumstances (eg. an extraordinary refund).
You shall not be entitled to a Commission for any purchase that you make yourself, and Restoke reserves the right to review any fraudulent transactions and revise the final payouts to you as deemed appropriate.
The Unique Links, or Landing Pages, provided serve to identify your website as a member of our Partnership Program and will establish a link from a website to the Restoke platform. All Unique Links or Landing Pages that you will be permitted to use will be provided to you directly from Restoke or by other means selected by us.
You hereby agree that you will display on your website or advertisements containing the Unique Links only such logos, trade names, trademarks, graphic images and similar identifying material (“Licensed Materials”) that have been provided to you, or approved to use, by Restoke.
In participating in our Partnership Program, we will thereby grant you a limited, nonexclusive, nontransferable, revocable right to access our website through the Unique Links, or Landing Pages, solely in accordance with the terms of this Agreement and solely in connection with the Licensed Materials, only as provided to you by us, through the Restoke platform, or by other means selected by us, and solely for the purpose of identifying your website as a partnership program participant and to assist in generating Commissions.
You hereby acknowledge and agree that this Agreement does not provide you with any intellectual property rights in the Licensed Materials other than the limited rights specified herein. We reserve all of our rights in the Licensed Materials and in all of our other proprietary and intellectual property rights. You may not sublicense, assign or transfer any such licenses for the use of the Licensed Materials, and any attempt to sublicense, assign or transfer such Licensed Materials shall be void. We may terminate your license to use the Licensed Materials for any reason, at any time in our sole and absolute discretion. We may revoke your license at any time without any provision of notice.
Restoke protects its trademarks and does not allow any trademark bidding on any search engine or Paid Placement service or site. This includes, but is not limited to Google, Yahoo, Bing!, Ask and other similar services. Partners may not bid on the word “Restoke” or any misspelling, variation or combination thereof. Any Partners found to be in violation of the foregoing may be banned from the Partnership Program without prior notice.
Restricted Keyword List (but not limited to):
Nothing in these Partnership Terms shall be deemed to create a joint venture, agency relationship, or employment relationship between you and Restoke. You acknowledge and agree that you are fully and solely responsible for any and all federal, state, local, and/or foreign taxes required as a result of your participation in the Promotion. Under no circumstances will Restoke be held liable for any actions or results of the Partner.
As a Partner of Restoke, you are explicitly prohibited from partaking in any of the following conduct, and shall never be permitted to:
In no event shall Restoke be liable for any damages whatsoever, whether direct, indirect, general, special, compensatory, consequential, and/or incidental, arising out of or relating to any Promotion or these Partnership Terms. Nothing contained in these Partnership Terms or in any written or oral communications from Restoke or its employees or agents shall be construed to make any promise, covenant, warranty, or guaranty, all of which are explicitly disclaimed hereby, contrary to the statements and disclaimers contained in this paragraph.
TO THE GREATEST EXTENT PERMITTED BY LAW, YOU AGREE THAT IN NO EVENT WILL RESTOKE HAVE ANY LIABILITY, CONTINGENT OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES IN ANY WAY ARISING OUT OF OR RELATING TO THESE PARTNERSHIP TERMS OR ANY PROMOTION, EVEN IF RESTOKE HAS BEEN ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT, STATUTE, INDEMNITY OR OTHERWISE) UPON WHICH SUCH LIABILITY IS BASED.
In the event that any of the foregoing limitations are deemed to be unenforceable, to the greatest extent permitted by law, you agree that the entire aggregate liability of Restoke and sole remedy available to you in any case in any way arising out of or relating to the Agreement, websites or the Service shall be limited to monetary damages that in the aggregate may not exceed $500.00.
You hereby agree to fully indemnify and hold Restoke, its subsidiaries, partners, officers, agents, and other affiliates and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, arising out of or related to a breach of these Partnership Terms or any activity by you, related to or arising from one or more Promotions.
In addition, you hereby agree to be bound to act in compliance with all applicable federal, state and local laws and regulations. You shall protect, defend, indemnify and hold harmless us and any of our related entities from and against any claims, actions, liabilities, losses, damages, costs or expenses, including without limitation, attorneys' fees and costs of litigation, even if such claims are groundless, fraudulent or false, incurred by us arising out of any content or activity by you or on your website or resulting from or in connection with your violation of any of the terms or prohibitions contained in this Agreement or any law, rule or regulation, including without limitation, claims for violations of third party intellectual property rights, and rights of privacy.
We may modify any of the terms specified in this Agreement, at any time and in our sole discretion, by posting a change notice or a new agreement on our website, and may do so without providing notice to you. Modifications may include, for example, changes in the amounts or applicability of available Commissions, payment procedures, and other general partnership program rules. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT. YOUR CONTINUED PARTICIPATION IN THE PROGRAM FOLLOWING OUR POSTING OF A CHANGE NOTICE OR NEW AGREEMENT ON OUR WEBSITE OR SENDING YOU THE CHANGE NOTICE WILL CONSTITUTE YOUR BINDING ACCEPTANCE OF THE CHANGE, REGARDLESS OF WHETHER OR NOT YOU RECEIVED NOTICE OF THE SAME.
These Terms are governed by the law of Victoria, Australia and each party irrevocably and unconditionally submits to the non-exclusive jurisdiction of the courts of Victoria, Australia.
