Affiliate Terms and Conditions
This Agreement sets out the terms and conditions of membership in the Freeparking Affiliate Programme ('the programme').
"Affiliate", “you” and "your": means an individual or entity enrolled in the Programme.
Affiliate link: A form, text link, image or Flash movie on the Affiliate's website(s) which promotes a retailer or a retailer's service and which links to the retailer's site passing the Affiliate ID.
Affiliate Programme Schedule: is a table published on the Freeparking Affiliate Site which defines the products offered for which affiliate fees are currently payable and the amount of the affiliate fee. View the Affiliate Commission Schedule here.
Applicant: An individual or entity seeking enrolment in the programme.
Banner: means the visual component(s) of an affiliate link, e.g. image, text or flash movies.
Customer: means any visitor to an affiliate's website or retailer's website.
Programme: The scheme defined herein by which Freeparking rewards affiliates for referring customers to their retail site such that the referral results in sale of products or services.
Freeparking (www.freeparking.co.nz); or
Any entity ('associated retailer') which Freeparking may from time to time declare to be covered by the programme via the addition of services to the Affiliate Programme Schedule.
Products and Services: Any products (including but not limited to domain registration, email services, web hosting and Secure Server Certificates) listed in the Affiliate Payment Schedule.
Referral: means any visit to the website of a retailer where the http request transmits your affiliate ID either as an http cookie (as defined by RFC 2965) or a URL query string (as defined by RFC 1738).
"Freeparking", “us”, “our” and "we": means Umbrellar Limited trading as Freeparking.
Freeparking Affiliate Site: the website https://www.freeparking.co.nz/about-us/affiliate-programme/
Enrolment in the Programme
To begin the enrolment process, you will submit a complete Programme Application via our site. We will evaluate your application in good faith and will notify you of your acceptance or rejection upon the conditions set out in this Agreement. We may reject your application at our sole discretion without obligation to provide a reason.
Conditions for acceptance of an application include but are not limited to:
- Applicants must be an existing customer (with at least one currently active paid service) of Freeparking.
- Individuals and Entities who are signatories to a WebFarm Reseller contract (and their employees) are specifically excluded from membership in the programme.
- You may not enrol in the programme if you are the beneficiary of a Freeparking Sponsorship Agreement.
Freeparking will make available HTML code and script for affiliate links which may be included on the Affiliate's website or websites for the purpose of referring customers to the Freeparking retail site.
All images used in affiliate banners shall be served from the Freeparking server and Freeparking reserves the right to change or rotate banners at any time and without prior notification.
Freeparking will make its best endeavour not to rotate banners in such a manner that disrupts the layout of the Affiliate's website, e.g. change of size. However, Freeparking reserves the right to discontinue any particular size of banner at 30 days’ notice.
All content of affiliate links is copyright to Freeparking and is the intellectual property of Freeparking.
Affiliates may not modify the code or content of affiliate links without permission in writing or email from Freeparking.
The range of products and other services for which affiliate fees are payable is set out under the Affiliate Programme Schedule.
Freeparking shall be entitled to, at any time and without notice, add further retailers, products and services to the programme and remove obsolete and/or discontinued retailers, products and services from the Affiliate Programme Schedule.
Customers who purchase products and services through the Programme will be deemed to be customers of Freeparking. Accordingly, all the Freeparking rules, policies and operating procedures concerning those products and services, including the dispute policy will apply to those customers.
Subject to the terms and conditions of this Agreement, you will be paid referral fees for each unique user who, having been referred from your site through an affiliate link, successfully purchases a retail product or service from Freeparking’s site.
Products and services sold at wholesale or discounted promotional prices, including the free domain name with hosting offer, will not qualify for affiliate fees. The Affiliate's own domain name and hosting services will also not qualify for affiliate fees.
For the purposes of this Agreement Freeparking will be the sole judge of the number and amount of sales generated by unique users referred from your site using the affiliate link. All contact of whatever nature with referred clients shall be carried out by Freeparking or the retailer.
The applicable affiliate fee will be calculated using the referral fee rate applicable at the time of purchase of the qualifying product or service. The affiliate fee will be calculated on the New Zealand Dollar price of the product or service regardless of the price for the product or service in the currency with which it was purchased. The affiliate fee will be paid in New Zealand Dollars.
Freeparking reserves the right to offer at its sole discretion variant rates to different classes of affiliates in recognition of the volume of business provided and such other matters that Freeparking considers appropriate.
Limitations of Technology
Freeparking is not able to control the circumstances under which customers who click your affiliate links operate their computers. Security settings and firewalls on the customer's system may prevent us from receiving a referral, and cookies may be deleted from the customer's computer by security software or by direct action. Therefore Freeparking cannot accept any liability for failure to track a referral.
Like any service on the Internet, the Freeparking Affiliate site may from time to time be unavailable and unable to record purchases which result from an affiliate referral. Freeparking is not liable for affiliate fees lost in such circumstances.
Suitable Display of Affiliate Links
You must, upon request, inform Freeparking of all Internet URLs on which affiliate links are displayed.
You must not include affiliate links on web pages which:
- Promote or contain or link to material which is illegal in New Zealand.
- Promote violence.
- Promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
- Promote illegal activities.
- Violate or potentially violate the intellectual property rights or trademarks of any third party.
- Contain any libellous, defamatory or disparaging materials or materials which are potentially so.
- Contain little or no original content.
- Bring or have the potential to bring Freeparking or any retailer into disrepute.
- Contain affiliate links to a competitor for any product promoted by Freeparking's affiliate links.
- Any other page that Freeparking in its sole discretion deems inappropriate from time to time.
Your site is subject to periodic review. If we determine at any point after acceptance into our Programme that a web page carrying an affiliate link is not suitable for the Programme, we may suspend service for that URL or the entire site at our discretion, or terminate this Agreement.
You must not engage in spamming or any other activity that might cause damage to our brand name and reputation, either directly or via your website.
You may not operate at any time to conceal or misrepresent your identity, your domain name or your return email address. You must not engage in mass emailing unless to existing clients of your business who have authorised the sending of such emails.
Any breach of any of these standards may give rise to us deciding to immediately terminate this Agreement with you without prior notice.
Subject to the terms and conditions of this Agreement you will be paid the referral fees by direct credit to the New Zealand bank account that you specify.
Any referral fees due will be paid out monthly but if the amount due is less than $200.00 it will be accumulated and carried forward into succeeding months until the referral fees earned exceed this amount. Alternatively, referral fees can be applied as a credit balance against your Freeparking account and therefore be used to offset any fees for new or renewed services.
All referral fees are subject to adjustment for cancellation, service downgrades, fraudulent credit card use or similar cases.
Freeparking may delay payment of any referral fees where it suspects that the transaction for which the fees are to be paid may be fraudulent or otherwise improperly earned.
All affiliate fees are exclusive of GST. If you are registered for GST and have supplied us with your GST number, GST at the current rate will be added to your affiliate payments.
Freeparking is authorised by the New Zealand Inland Revenue Department to issue buyer-generated tax invoices for affiliate payments.
If Freeparking pays you a referral fee for any service purchased on a monthly basis, and that service is cancelled before a period of twelve (12) months has elapsed, the entire referral fee paid for that service shall be refundable to Freeparking.
If Freeparking pays you a referral fee for any service and that service is cancelled and refunded or partially refunded under guarantee, downgrade or through any other cause, the entire referral fee shall be refundable to Freeparking.
Refunds of referral fees may place your affiliate account into debit (negative balance).
If your affiliate account has a negative balance for more than sixty (60) consecutive days, the outstanding balance becomes payable to Freeparking at seven (7) days’ notice. If the negative balance exceeds NZ$100 at any time, Freeparking may request repayment of the outstanding balance at 14 days’ notice. Interest of 2% per month shall be payable on debit balances not paid by the due date.
Responsibility for Your Site
The set-up and maintenance of your affiliate site is your responsibility.
If Freeparking or a Freeparking retailer provides services such as hosting for your website, this agreement does not extend nor alter in any way Freeparking's responsibilities toward you regarding the services provided.
In all other circumstances this Agreement does not impart upon Freeparking any responsibility for the following:
- The technical operation of your site and all related equipment.
- Creating and posting merchant descriptions on your site and linking those descriptions to our site.
- The accuracy and appropriateness of materials posted on your site.
- Maintenance and contents of your site as well as any goods or services provided or made available by you.
General Liability Provisions
The following provisions shall apply to this agreement and to all agreements between Freeparking and the affiliate and all transactions between Freeparking and the affiliate:
- You agree we will not be liable under any circumstances for any or all special, indirect or consequential damages (including without limitation any loss of profits) that result from a breach or a failure or any act or omission on our part.
- We will not be liable for any third party claims and/or third party costs, losses, expenses and/or damages whether brought against Freeparking or you and which relate to your participation in the programme in any way. Further you will agree to fully indemnify Freeparking, its employees, owners and directors, against all such third party claims, costs, losses, expenses and/or damages including all reasonable legal costs of and incidental to Freeparking and/or its owners, employees and directors defending themselves.
Use of Information
You acknowledge and agree that your website information (name, URL, traffic, counts, etc.) may be utilised by Freeparking or Retailers for any legitimate business purpose. Possible uses include (but are not limited to) lists of the busiest sites, lists of member sites, etc.
You agree to allow Freeparking to use screen shots of any of your web pages that contain the Freeparking HTML code, in Freeparking promotional materials.
The information provided by Freeparking to you may be proprietary in nature. You acknowledge that you are not a competitor of Freeparking or Freeparking retailers, and agree not to share this information with any of our competitors or use it for any purpose other than the performance of this Agreement.
You agree that Freeparking may use a third-party tracking service to aggregate non-identifiable data and undertake analysis of referrals for Freeparking's use.
Term of Agreement and Termination
The term of this Agreement will begin upon our acceptance of your Programme application and will end when terminated by either party. Either you or we may terminate this Agreement at any time, with or without cause, by giving the other party written or emailed notice on termination.
You are only eligible to earn referral frees on services occurring during the term of this Agreement. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid.
You must remove all affiliate links as soon as possible after termination of the Agreement.
Any negative balance in your affiliate account becomes immediately payable to Freeparking upon termination of the Agreement. Referral fees which have been applied as credit to your Freeparking account will be usable for a period of 3 years, after which Freeparking reserves the right to remove the credit balance.
Modification of Agreement
We may modify any of the terms and conditions contained in this Agreement, at any time and in our sole discretion, by posting a change notice or a new Agreement on our site. Modifications may include, for example, changes in the scope of available referral fees, fee schedules, payment procedures, and Programme rules. It is your responsibility to regularly check our site for notice of any changes.
Your continued participation now, or within thirty (30) days following the posting of a notice of any changes in these terms and conditions, will constitute a binding acceptance by you of such rules, changes or modifications.
IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT.
YOUR CONTINUED PARTICIPATION IN THE PROGRAMME FOLLOWING OUR POSTING OF A CHANGE NOTICE OR NEW AGREEMENT ON OUR SITE WILL CONSTITUTE BINDING ACCEPTANCE OF THE CHANGE.
This Agreement shall be deemed to be an agreement made in New Zealand and shall be subject to, governed by and interpreted in accordance with the laws of New Zealand.
This Agreement may not be transferred or assigned. If you wish to change the identity of the Affiliate, this Agreement must be terminated and a new agreement completed.
The relationship created by this Agreement shall be that of two (2) independent parties contracting for the provision of a service in return for a reward and nothing shall be construed to deem there to be an employer/employee or partnership or joint venture or other form of relationship.
The Affiliate shall be entirely responsible for his/her/its own taxes, risks and responsibilities at law and otherwise.
The Affiliate shall not be entitled to make any representation on behalf of Freeparking, Umbrellar Limited or any retailer or incur credit on behalf of Freeparking, Umbrellar Limited, or any retailer or otherwise commit Freeparking, Umbrellar Limited or any retailer to any obligation or liability, legal or otherwise, without the prior written approval of Freeparking.
Without limiting the foregoing you must not represent that this Agreement constitutes ICANN or NZRS accreditation, affiliation or approval of you.
This Agreement was last updated 23 September 2015.