These terms and conditions (the “Terms”) are a legal agreement between Sandbox Studios - FZCO ("us", "we", or "our") and You (the “Affiliate”, “you”), which governs your participation in the Machined Affiliate Program (the “Affiliate Program” or "Program"). Please ensure that you read them carefully before signing up.
"We", "us", “our”, “Machined” and “Sandbox Studios” means Sandbox Studios - FZCO.
“You” and “Affiliate” means the party, other than us, entering into this Agreement and participating in the Affiliate Program.
"Agreement" means this Affiliate Program Agreement and all materials referred or linked to in here.
“Affiliate Program” means our affiliate program as described in this Agreement.
“Affiliate Lead” means a customer prospect who clicks on the Affiliate Link that we have made available to you via the Affiliate Portal.
“Affiliate Link” means the unique tracking link you place on your site or promote through other channels.
“Affiliate Policies” means the policies applicable to affiliates which we may make available to you from time to time.
“Affiliate Tool” means the tool that we make available to you upon your acceptance into the Affiliate Program and for you to use in order to participate in the Affiliate Program.
“Affiliate Portal” means the website that we make available to you upon your acceptance into the Affiliate Program and for you to use in order to track and manage your account under the Affiliate Program.
“Commission” means an amount described in the Affiliate Portal (or if applicable, in the Program Policies) for each Customer Transaction.
“Customer” means the authorized actual user of the Machined Products who has purchased or signed up for the Machined products after being an Affiliate Lead.
“Customer Transactions” means those transactions by Affiliate Leads that are eligible for Commission pursuant to the ‘Customer Transactions’ section of this Agreement. Customer Transactions may include customer purchases or customer signups, as further described in the Affiliate Portal.
"Customer Data" means all information that the Customer submits or collects via the Machined Products and all materials that the Customer provides or posts, uploads, inputs or submits for public display through the Machined Products.
"Machined Content" means all information, data, text, messages, software, sound, music, video, photographs, graphics, images, and tags that we incorporate into our services.
“Machined Products” means both the Subscription Service and Other Products.
“Participation Rules” means any and all rules described in the section entitled “Participation Rules” in this document.
“Other Products” means those products and services that we offer, which are not included in the Subscription Service (as detailed below); and, for the purposes of this Agreement, Other Products include all of our marketing software, legacy sales and marketing products, and any implementation, customization, training, consulting, additional support or other professional services, or fees for third-party products or services.
“Subscription Service” means our web-based software that is subscribed to, and developed, operated, and maintained by us, accessible via https://machined.ai or another designated URL, and add-on products to our sales software.
Our Affiliate Program is designed for marketers and influencers who can promote our product to their own audience through their own channels (whether it is a personal brand or otherwise).
The Program offers competitive commission rates for participating Affiliates who can promote our product(s) to their audience.
Your commission rates are visible on your Affiliate Portal. Commissions may be based on either purchase or signup (not both), and purchase commissions may be calculated based on monthly or annual purchases at the rates set forth in the Affiliate Portal.
Commission payouts are subject to a Minimum Payout Threshold which is visible in your Affiliate Portal. Commission will only be paid out when your earnings have exceeded the Minimum Payout Threshold.
Commissions payouts follow a specific Payout Term which is visible in your Affiliate Portal. Commissions will be paid out as specified in the Payout Term but only once you have exceeded the aforementioned Minimum Payout Threshold.
Commissions will not be earned or paid out for refunded or disputed Customer Transactions. If a refund or dispute takes place after the relevant commissions have been paid out, future payouts will be paused until the Affiliate’s account no longer has a negative balance.
We reserve the right to change or amend the commission rates at any time and for any reason.
By participating in the Program, you agree to abide by these rules.
Self-referrals are not allowed
You are not permitted to sign up through your own affiliate link. You may not refer yourself, companies you are affiliated with, or your "coworkers". If we detect any self-referrals, your account will be permanently banned and any commission earned will be forfeited.
Paid advertising is not allowed
You are not permitted to run paid advertising of any kind, whether for branded keywords or not. This covers Search Engine ads, Facebook ads, and ads on any other channel. If we detect any paid advertising activity, your account will be permanently banned and any commission earned will be forfeited.
Posting on directories or discount sites is not allowed
You are not permitted to post your affiliate link on directories or discount sites. The only exception to this is in the case where you are owner/proprietor of the site and we have given express permission for the affiliate link to be posted. If we discover your affiliate link on directories or discount sites, your account will be permanently banned and any commission earned will be forfeited.
Hiding or masking the affiliate link is not allowed
You are not permitted to hide or mask the fact that you are sharing an affiliate link. This includes the use of link shorteners, redirects, thin wrappers, iframes and other link cloaking techniques. In cases where the platform automatically shortens links (such as Twitter/X) then you are expected to make it clear that the link is an affiliate link. If we detect any hidden, masked or cloaked affiliate links, your account will be permanently banned and any commission earned will be forfeited.
Abuse or attempting to mislead is not allowed
We do not tolerate attempts to abuse our affiliate system. This includes posting fake discounts to coupon-sharing websites, promising features/capabilities that our product does not offer, or engaging in any other activity that violates our policies. Any attempt to mislead, manipulate or defraud us or potential customers will result in your account being permanently banned and any commission earned will be forfeited.
No pretending to be acting on behalf of us
You are not allowed to impersonate us or pretend to be acting on our behalf. This includes posing as an employee or representative of our company (i.e. agent or partner). Any attempt to pretend to act on our behalf will result in your account being permanently banned and any commission earned will be forfeited.
If we suspect any violation of these rules or any other terms and conditions, we reserve the right to terminate your participation in the Program with immediate effect and in most cases you will forfeit any commission earned.
This Agreement does not create an exclusive agreement between you and us. Both you and we will have the right to recommend similar products and services of third parties and to work with other parties in connection with the design, sale, installation, implementation and use of similar services and products of third parties.
You grant to us a nonexclusive, nontransferable, royalty-free right to use and display your trademarks, service marks and logos (“Affiliate Marks”) in connection with the Affiliate Program and this Agreement.
During the term of this Agreement, in the event that we make our trademark available to you within the Affiliate Portal, you may use our trademark as long as you follow the usage requirements in this section. You must: (i) only use the images of our trademark that we make available to you, without altering them in any way; (ii) only use our trademarks in connection with the Affiliate Program and this Agreement; (iii) comply with our vendor kit and Trademark Usage Guidelines; and (iv) immediately comply if we request that you discontinue use. You must not: (i) use our trademark in a misleading or disparaging way; (ii) use our trademark in a way that implies we endorse, sponsor or approve of your services or products; or (iii) use our trademark in violation of applicable law or in connection with an obscene, indecent, or unlawful topic or material.
No license to any software is granted by this Agreement. The Machined Products are protected by intellectual property laws. The Machined Products belong to and are the property of us or our licensors (if any). We retain all ownership rights in the Machined Products. You agree not to copy, rent, lease, sell, distribute, or create derivative works based on the Machined Content, or the Machined Products in whole or in part, by any means, except as expressly authorized in writing by us.
If you wish to use Machined Content, you must comply with our Content Usage Guidelines.
You will comply promptly with all opt out, unsubscribe, "do not call" and "do not send" requests. For the duration of this Agreement, you will establish and maintain systems and procedures appropriate to effectuate all opt out, unsubscribe, "do not call" and "do not send" requests.
This Agreement will apply for as long as you participate in the Affiliate Program, until terminated by either party. We reserve the right to terminate this agreement at any time and for any reason.
You will indemnify, defend and hold us harmless, at your expense, against any third-party claim, suit, action, or proceeding (each, an "Action") brought against us (and our officers, directors, employees, agents, service providers, licensors, and affiliates) by a third party not affiliated with us to the extent that such Action is based upon or arises out of (a) your participation in the Affiliate Program, (b) our use of the prospect data you provided us, (c) your noncompliance with or breach of this Agreement, (d) your use of the Affiliate Tool, or (e) our use of the Affiliate Marks. We will: notify you in writing within thirty (30) days of our becoming aware of any such claim; give you sole control of the defense or settlement of such a claim; and provide you (at your expense) with any and all information and assistance reasonably requested by you to handle the defense or settlement of the claim. You shall not accept any settlement that (i) imposes an obligation on us; (ii) requires us to make an admission; or (iii) imposes liability not covered by these indemnifications or places restrictions on us without our prior written consent.
You represent and warrant that: (i) you have all sufficient rights and permissions to participate in the Affiliate Program and to provision Machined with Affiliate Lead’s for our use in sales and marketing efforts or as otherwise set forth in this Agreement, (ii) your participation in this Affiliate Program will not conflict with any of your existing agreements or arrangements; and (iii) you own or have sufficient rights to use and to grant to us our right to use the Affiliate Marks.
You further represent and warrant that: (i) you will ensure that you are compliant with any trade or regulatory requirements that may apply to your participation in the Affiliate Program (for example, by clearly stating you are a Machined Affiliate on any website(s) you own where you make an Affiliate Link available); (ii) you will accurately provide upon request all websites and channels where you intend to use Affiliate Links to generate Affiliate Leads; (iii) you will not purchase ads that direct to your site(s) or through an Affiliate Link; (iv) you will not participate in cookie stuffing or pop-ups, false or misleading links are strictly prohibited; (v) you will not attempt to mask the referring URL information; (vi) you will not use your own Affiliate Link to purchase Machined products for yourself; and (vii) you will not use any mechanisms to deliver leads other than through an intended consumer. This includes sourcing leads through compilations of personal data such as phonebooks, using fake redirects or other tools or automation devices to generate leads (including but not limited to robots, iframes, or hidden frames), or offering incentives to encourage purchases or signups.
Disclaimer of Warranties
WE AND OUR AFFILIATED COMPANIES AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, SECURITY OR ACCURACY OF THE MACHINED PRODUCTS, MACHINED CONTENT, THE AFFILIATE PROGRAM OR THE AFFILIATE TOOL FOR ANY PURPOSE. APPLICATION PROGRAMMING INTERFACES (APIs) AND THE AFFILIATE TOOL MAY NOT BE AVAILABLE AT ALL TIMES. TO THE EXTENT PERMITTED BY LAW, THE MACHINED PRODUCTS AND AFFILIATE TOOL ARE PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. WE DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND WITH REGARD TO THE MACHINED PRODUCTS AND THE AFFILIATE TOOL INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
No Indirect Damages
TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS OR BUSINESS OPPORTUNITIES.
Limitation of Liability
IF, NOTWITHSTANDING THE OTHER TERMS OF THIS AGREEMENT, WE ARE DETERMINED TO HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY, THE PARTIES AGREE THAT OUR AGGREGATE LIABILITY WILL BE LIMITED TO THE TOTAL COMMISSION AMOUNTS YOU HAVE ACTUALLY EARNED FOR THE RELATED CUSTOMER TRANSACTIONS IN THE TWELVE MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO A CLAIM.
Affiliate Tool and Portal
WE DISCLAIM ALL LIABILITY WITH RESPECT TO THE AFFILIATE TOOL THAT YOU USE. WE DO NOT PROMISE TO MAKE THE AFFILIATE TOOL AVAILABLE TO YOU, AND WE MAY CHOOSE TO DO SO, OR NOT TO DO SO, IN OUR DISCRETION.
Cookie Duration
COOKIES USED AS PART OF THE AFFILIATE TOOL HAVE A SET DURATION. IF A POTENTIAL CUSTOMER CLEARS THEIR COOKIES DURING THIS PERIOD, WE SHALL NOT BE LIABLE FOR ANY COMMISSIONS THAT MAY HAVE BEEN OWED TO YOU.
We reserve the right to change the Terms and Conditions for our affiliate program at any time. We will provide notice of any changes to the Terms of Service on our website, and it is your responsibility to review the changes and comply with the updated terms.
If you have any questions about these terms or our affiliate program, please contact us at team@machined.ai