Sections:
Affiliate Agreement
Affiliate Disclosure Requirements and Examples
Affiliate Email Policy
Webmaster Referral Program Terms

Affiliate Agreement
Last Updated: [2/23/2024]
This affiliate agreement is between New Sensations, Inc. (“New Sensations”), and you, regarding your application to and participation in the NSCash Affiliate Program (“Affiliate Program”) as an affiliate of New Sensations (an “Affiliate”) and the establishment of links from your website to one or more of our websites listed at https://aff.nscash.com/external.php?page=sites (collectively, “Program Websites”).
By submitting an application to join or by participating in the Affiliate Program, you are confirming that you have read this agreement and the Terms of Service for the Program Websites, and that you agree to be bound by this agreement and those Terms of Service.

1. Definitions

In this agreement, the following definitions apply:

“Affiliate” means the business, individual, or entity applying to or participating in the Affiliate Program or that displays New Sensations’ Products and Services and promotions on its website or other means using an affiliate tracking code in exchange for receiving a commission from New Sensations for sales directly resulting from that display.

“Affiliate Site” means the Affiliate’s website that displays New Sensations’ Products and Services and promotions.

“Commission Fees” means the amount you will be paid for each Qualified Purchase by a Referred Customer that you refer to New Sensations subject to the Commission Threshold and under the terms of this agreement.

“Commission Threshold” means the amount of Commission Fees an Affiliate must accrue before receiving a payment from New Sensations.

“New Sensations’ Products and Services” means subscriptions to one or more Program Websites that are available for purchase from New Sensations.

“Qualified Purchase” means a sale of New Sensations’ Products and Services by New Sensations to a Referred Customer that is not excluded under section 7.

“Referred Customer” means each new and unique customer referred from Affiliate through a Link that provides valid account and billing information.

“Registration Form” means any order forms or other signup or acceptance form submitted by a customer to purchase New Sensations’ Products and Services.

2. Enrollment in the Affiliate Program

1. To begin the enrollment process, you must submit a completed Affiliate Program signup form. The signup form can be found at https://aff.nscash.com/external.php?page=signup.

2. We will evaluate your application and will notify you of your acceptance or rejection in a timely manner. We may reject your application if we determine (in our sole discretion) that your website or promotional method is not suitable for the Affiliate Program for any reason, including, but not limited to, its inclusion of content that is unlawful or otherwise violates our Program Websites Terms of Service.

3. If we rejected your application for any reason, you must not reapply to the Affiliate Program using the same domain name/URL or reapply using a different domain name/URL and then add the previously rejected domain name/URL to your affiliate account. New Sensations may reject or remove any prospective affiliate from the Affiliate Program at any time, with or without notice.

3. Promotion of Our Affiliate Relationship

1. If you qualify to participate as an Affiliate, we will make a variety of graphic and textual links available to you (each referred to as a “Link” or collectively, as “Links”). The Links will serve to identify your website as a member of the Affiliate Program and will establish a link from your website or email to the applicable Program Website. Unless permitted by New Sensations, the Links are to be used on your website and you shall not distribute the Links to nonparties to be posted on websites that you do not own. You shall cooperate with us to establish, display, and maintain those Links. Your use of the Links must comply with this agreement at all times. New Sensations may modify the Links from time to time. You must not use graphic or textual images (indicating a Link) or text messages to promote the Program Websites that New Sensations has not approved in advance. All Affiliate Sites must display the Links prominently in relevant sections of their website. Further, you must not use cookie stuffing techniques that set the affiliate tracking cookie without the Referred Customer’s knowledge (e.g., iframe). Any information about New Sensations that is going to be displayed on the Affiliate Site must be preapproved by New Sensations in writing.

2. Except as permitted in this agreement, you shall not (1) use New Sensations’ trademarks or other intellectual property, including without limitation, the Links (collectively, “New Sensations IP”) without New Sensations’ prior written permission; (2) use New Sensations’ name (or any variation or misspelling of it or other terms that are confusingly similar to any of the preceding) in a domain name, any metatags, advertising, search terms, code, or otherwise; or (3) act in any way that causes or creates or could cause or create any “initial interest confusion” over the use of the New Sensations IP on the internet or in any search engine advertising. Using the New Sensations IP other than as permitted under this agreement constitutes unlawful infringement of New Sensations’ intellectual property rights and might subject you to liability (including potential treble damages for knowing or willful infringement) and obligate you to pay New Sensations’ legal fees and costs for New Sensations’ enforcement of its rights.

3. You shall comply with the following rules when bidding on keywords on any paid search engine or social media site, including, without limitation, Google, Yahoo, Bing, Twitter, and Facebook:

1. you are prohibited from bidding on any New Sensations trademarks or any variations and misspellings of them without New Sensations’ prior written approval;

2. you are prohibited from bidding on keywords containing New Sensations’ trademarks plus an additional term including “coupons,” “promotions,” and “promos.” Further, Affiliates shall not broad or phrase match any of these keywords;

3. you are prohibited from outranking New Sensations’ internal paid search ad on any keywords;

4. you are prohibited from direct linking to a Program Website from any paid search ads;

5. you are prohibited from using a Program Website URL as a display URL; and

6. all materials, including without limitation, ad copy, coupons, and promotions on your Affiliate Site must accurately represent active and valid promotions. For example, you must not display an ad on your Affiliate Site for a promotion that has expired. We continue to monitor all paid search landscapes. If we find you in violation of this section, we may terminate your participation in the Affiliate Program. For more information on match types, please visit Google’s overview of match types.

4. You must not post any refunds, credits, or discounts on New Sensations’ Products and Services or other content about New Sensations without New Sensations’ prior written consent in each instance. Affiliates must only use active coupons and discounts that are provided exclusively through the Affiliate Program using banners and links. Each Link connecting users of the Affiliate Site to the pertinent area of the Program Website will in no way alter the look, feel, or functionality of the Program Website. Any violations of the terms surrounding links, coupons, refunds, credits, or discounts will constitute a material breach of this agreement and may result in your termination from the Affiliate Program or the withholding of Commission Fees.

4. FTC Endorsement Compliance

1. It is New Sensations’ intent to treat all our customers fairly. Accordingly, we require all Affiliates to comply with laws, regulations, and guidelines concerning advertising and marketing, including without limitation, the Federal Trade Commission (FTC) Endorsement Guides that require that material connections between advertisers and endorsers be disclosed. This means that all Affiliate Sites (e.g., directories, review/rating websites, blogs, and other websites) and any email or collateral that provide an endorsement or assessment of New Sensations’ Products and Services must prominently disclose the fact that you receive compensation for Referred Customers.

2. For more information and suggestions about how to comply with these guidelines, please visit “Affiliate Disclosure Requirements and Examples.” Please note that this page is only intended to provide guidance. It does not purport to provide legal advice and it does not guarantee that you will be in compliance with FTC regulations should you follow the suggestions presented. You are advised to seek and obtain your own legal advice on how these rules apply to your website or other promotional activities for which you receive compensation.

3. New Sensations may withhold Commission Fees and cancel your participation in the Affiliate Program if we determine that you are not complying with the previously mentioned guide or other FTC regulations or guides that we consider relevant.

5. Data Security

Besides the obligations set out in section 4 (FTC Endorsement Compliance), Affiliate shall comply with all data protection laws regarding the transmission of data exported to or from, the United States, or the county in which Affiliate resides, including without limitation, the General Data Protection Regulation 2016/679 of European Parliament and of the Council of 27 April 2016 (“GDPR”). Affiliate, as a controller under the GDPR, shall also implement appropriate technical measures to ensure a level of security appropriate to the risk, taking into account the nature, scope, context, and purpose of processing any personal data. Affiliate shall promptly assist New Sensations in complying with any data subject rights request under the GDPR that New Sensations might receive from any individuals referred to New Sensations by Affiliate. Affiliate further shall promptly assist New Sensations in complying with any duties to cooperate with supervisory authorities under the GDPR.

6. Order Processing

New Sensations will process orders placed by Referred Customers who follow the Links from an Affiliate Site to New Sensations. We may reject orders that do not comply with certain requirements that we may establish from time to time. All aspects of order processing and fulfillment, including New Sensations’ services, cancellation, processing, refunds, and payment processing will be our responsibility. We will track the Qualified Purchases generated by your Links and will make this information available to you through our Affiliate Program website. To permit accurate tracking, reporting, and commission accrual, you must ensure that the Links between your website and our Program Websites are properly formatted.

7. Commission Determination; Qualified Purchases

1. Commission Fees will be calculated based on the payout program you are enrolled in and the commission rates stated on the Affiliate Program website (see https://aff.nscash.com/external.php?page=programs) for each Qualified Purchase subject to commission accruing under section 8. A “Qualified Purchase” does not include any of the following:

1. a purchase by a Referred Customer that was made with gift cards;

2. a purchase by a Referred Customer that has transferred from any New Sensations partner or entity that owns, is owned by, or is under common ownership with New Sensations;

3. a purchase by a Referred Customer who is also associated with any New Sensations reseller, referral, or other program;

4. a purchase by a Referred Customer that is not up to date on payments or is subject to a refund, referral, or other program;

5. a purchase that was completed before the Affiliate joined the Affiliate Program or was not tracked properly through an Affiliate Link;

6. a purchase by a Referred Customer that has not been in good standing for at least 30 days or in violation of the Program Websites’ Terms of Service or other policies when the Commission Fees accrue;

7. a purchase that New Sensations suspects, in its sole discretion, is the result of fraud, which includes but is not limited to, using software that generates real and fictitious information, multiple accounts from the same customer, or the referral of accounts that do not comply with this agreement;

8. a purchase referred by an Affiliate that has an excessive cancellation rate as determined in New Sensations’ sole discretion;

9. a purchase by a Referred Customer if the Referred Customer was offered or received coupons, refunds, credits, or discounts from the Affiliate;

10. a purchase by a Referred Customer if the Affiliate or Referred Customer is in or is promoting a business-opportunity program, as determined in New Sensations’ sole discretion;

11. a purchase by a Referred Customer who received a popup with a discounted offer, while leaving a Program Website during their purchase;

12. a purchase by a Referred Customer who, before that purchase, clicked through a Link established by another affiliate under this Affiliate Program; or

13. a purchase by a Referred Customer more than 24 hours after clicking through the Affiliate Link.

2. New Sensations may withhold paying Commission Fees to Affiliates who are new to the Affiliate Program, or who have referrals that are potentially the result of fraud as determined by New Sensations, to determine the legitimacy and cancellation rates of Referred Customers.

3. New Sensations may suspend paying Commission Fees at any time and indefinitely if it suspects fraud or other improper activity or a potential breach of this agreement by the Affiliate or a Referred Customer. New Sensations may deduct from Affiliate’s current and future Commission Fees all Commission Fees corresponding to any fraudulent, questionable, and canceled purchases. If no subsequent Commission Fees are due, New Sensations may send Affiliate a bill for the balance of that refunded purchase on termination of Affiliate’s participation in the Affiliate Program or termination of the Referred Customer.

4. New Sensations may immediately cancel or withhold for later review any Commission Fees that do not meet the criteria of a “Qualified Purchase.” Affiliate is responsible for monitoring the payment, denial, and withholding of Commission Fees; New Sensations is not obligated to actively notify Affiliate of the status of Commission Fees. If Affiliate has a question about a Commission Fee that has been canceled or withheld, Affiliate has 30 days from the day the payment would have been due to contact New Sensations to request that the Commission Fee be paid. Any changes to decisions about canceled or withheld Commission Fees are made in New Sensations’ sole discretion.

5. Commissions for any Referred Customer who is associated with any New Sensations reseller, referral, or other program will not be considered a Qualified Purchase. In other words, you will not receive double commissions or compensation.

6. If New Sensations determines that the Referred Customers that are referred to New Sensations by an Affiliate have an excessive cancellation rate, New Sensations may withhold or decline pending and future Commission Fees to that Affiliate.

7. Any attempt by an Affiliate to manipulate, falsify, or inflate Referred Customers, Qualified Purchases, or Commission Fees to intentionally defraud New Sensations or any violation of this agreement constitutes immediate grounds for New Sensations to terminate the Affiliate’s participation in the Affiliate Program and will result in the Affiliate forfeiting any Commission Fees due.

8. Commission Payments

1. Subject to this agreement and based on the payout program that you have enrolled in, Commission Fees will be calculated according to the specified percentage or dollar amount set out in the commission report in your Affiliate console for each Qualified Purchase that accrues during the period for which those Commission Fees are being calculated.

2. Commission Fees will be processed monthly for the previous month earnings. New Sensations is not required to pay you any other compensation for referring customers to New Sensations other than Commission Fees under this agreement. New Sensations will only compensate you for Qualified Purchases made in accordance with this agreement.

3. Commission Fees will be paid based on the current information in your Affiliate profile. You are required to notify us promptly of any change in your address or email address by updating your profile information in the Affiliate console. You are responsible for informing us of your requested payment method. You can update or change your requested payment method at any time by updating your Affiliate profile located in the Affiliate console. Any changes to your requested payment method might take up to two payout cycles to take effect.

4. You may view the currently available payment methods by logging into your Affiliate console.

5. New Sensations may modify the available commission payment methods or payment schedule at any time. Those changes will take effect when posted.

6. Affiliate has access to New Sensations’ real-time Affiliate Program statistics and must file any disputes within 30 days after the end of the month in which the sale or event that is disputed occurred. New Sensations will not accept disputes filed after 30 days of the date on which the disputed sale or event occurred, and Affiliate forfeits any rights to a potential claim.

7. Commission Fees will accrue and only become payable once you provide all relevant tax and address documentation under this section 8. It is solely your responsibility to provide New Sensations with accurate tax and payment information that is necessary to issue a Commission Fee to you. If New Sensations does not receive the necessary tax or payment information within 90 days of a Qualified Purchase that would otherwise trigger Commission Fees, the commissions will not accrue, and no Commission Fees will be owed for that Qualified Purchase.

8. You might be required to submit a W8/W9 tax form to New Sensations before any Commission Fees will accrue. You are responsible for paying all taxes related to the commissions you receive under this agreement. In compliance with US tax laws, New Sensations will issue a Form 1099-NEC to Affiliates whose earnings meet or exceed the threshold.

9. Any address change must be made in the Affiliate profile in the Affiliate console.

10. New Sensations is not responsible for paying any nonparty fees, including any fees charged by PayPal, for you to receive Commission Fees.

9. Qualified Purchases Statistics

You may log into your Affiliate account to review your click-through and Qualified Purchases statistics daily. The potential Qualified Purchases shown in this report have not been reviewed to confirm they meet all criteria for Qualified Purchases. Thus, Commission Fees might not be issued for all Referred Customers that appear in your Affiliate account.

10. Obligations Regarding Your Affiliate Site

1. You are solely responsible for developing, operating, and maintaining your Affiliate Site and for all materials that appear on your Affiliate Site. Those responsibilities include, but are not limited to, the technical operation of your Affiliate Site and all related equipment; creating and posting product reviews, descriptions, and references on your Affiliate Site and linking those descriptions to the applicable Program Website; the accuracy of materials posted on your Affiliate Site (including, but not limited to, all materials related to New Sensations’ Products and Services); and ensuring that materials posted on your Affiliate Site do not violate or infringe on the rights of anyone and are not defamatory or otherwise illegal. We will not be liable or responsible for those matters.

2. We may monitor signups through your Affiliate Site from time to time to determine if you are complying with this agreement. If you are not complying, we may terminate your participation in the Affiliate Program effective immediately.

11. New Sensations Responsibilities

We will provide all the information necessary for you to make Links from your Affiliate Site to the applicable Program Website. New Sensations will be solely responsible for order processing (including payment processing, cancellations, and refunds) for orders for New Sensations Products and Services placed by a Referred Customer, for tracking the volume and amount of Qualified Purchases generated by your Affiliate Site, for providing information to Affiliates regarding Qualified Purchase statistics, and for providing Referred Customers with the services purchased.

12. Policies and Pricing

Referred Customers who purchase New Sensations Products and Services through our affiliate network are considered to be New Sensations customers. New Sensations’ Program Websites’ Terms of Service, rules, policies, and operating procedures will apply to those customers. We may change our policies, pricing, and operating procedures at any time. For example, New Sensations determines the prices to be charged for New Sensations Products and Services sold through the affiliate network in accordance with our own pricing policies. Pricing and availability of New Sensations Products and Services might vary from time to time, from affiliate to affiliate, and from region to region. Because price changes might affect products that you have listed on your Affiliate Site, you might or might not be able to include price information in your product descriptions. We will use reasonable efforts to present accurate information on our Program Websites, but we cannot guarantee the availability or price of any particular New Sensations Product or Service.

13. Emails and Publicity

You shall not create, publish, transmit, or distribute, under any circumstances, any bulk email messages without New Sensations’ prior written consent, to be granted or denied in New Sensations’ sole discretion, in each instance. Additionally, you shall only send emails containing a New Sensations affiliate link or a message regarding New Sensations or the Affiliate Program to people who have previously consented to receiving that communication from you. Your failure to comply with this section 13, the CAN-SPAM Act of 2003, our Affiliate Email Policy, and all laws relating to email communications will constitute a material breach of this agreement by you and will result in your forfeiture of all rights you might have to any Commission Fees and the termination of your participation in the Affiliate Program. Further, if your account has excessive clicks in a short period as determined by New Sensations, New Sensations may terminate the Affiliate relationship.

14. IP Licenses and Use

1. Subject to the limitations set out in section 3 and otherwise in this agreement, we hereby grant you a nonexclusive, nontransferable, revocable license to (1) access our Program Websites through the Links solely in accordance with this agreement, and (2) use the New Sensations IP solely to promote New Sensations’ Products and Services on your Affiliate Site. You shall not alter, modify, or change the New Sensations IP in any way. You shall only use the New Sensations IP while you are an Affiliate in good standing and in compliance with this agreement.

2. You shall not use the New Sensations IP for any purposes other than selling New Sensations’ Products and Services, without first submitting a sample to us and obtaining our prior written consent in each instance. You shall not use the New Sensations IP in any manner that is disparaging or that otherwise portrays New Sensations, any New Sensations employee, representative, or customer in a negative light. We reserve all our rights in the New Sensations IP and your license to use the New Sensations IP is limited to the manner described in this agreement. New Sensations may revoke your license at any time by giving you written notice. If not previously revoked, this license will terminate on the termination of your participation in the Affiliate Program. New Sensations may review the Affiliate Site to ensure compliance with this agreement at any time.

3. You hereby grant us a nonexclusive license to use your name, title, trademarks, and logo (“Affiliate Trademarks”) in any advertisement or other materials used to promote New Sensations and the Affiliate Program. New Sensations is not required to use the Affiliate Trademarks and any use is at its sole discretion. This license terminates on the termination of your participation in the Affiliate Program.

15. Term and Termination

1. This agreement is effective on your submission of an application to the Affiliate Program and will remain in effect until either party terminates your participation in the Affiliate Program. Your participation in the Affiliate Program may be terminated at any time by either party, with or without notice.

2. You are only eligible to earn Commission Fees on Qualified Purchases occurring during this agreement, except that Affiliates enrolled in the revenue share program continue to receive Commission Fees on subscription renewals for the lifetime of the subscription even if renewal occurs after the termination of this agreement subject to section 15(c). Commission Fees earned before the termination date will be eligible for Commission Fees only if the orders for the related New Sensations Products and Services are not canceled within 30 days and comply with this agreement. We may withhold your final payment of Commission Fees for a reasonable time to ensure that all Qualified Purchases are valid and payment from Referred Customers are legitimate.

3. Any Affiliate who violates this agreement, the Program Websites’ Terms of Service, or any law or regulation will immediately forfeit any right to all accrued, but not yet received, Commission Fees and will be immediately removed from the Affiliate Program.

4. New Sensations may remove an Affiliate from the Affiliate Program or terminate or suspend this agreement at any time for any reason.

16. Modification

We may modify this agreement at any time, on condition that the change solely applies to events occurring after the date on which you accept those modifications unless you otherwise agree in this agreement. Those modifications will take effect when posted on our Affiliate Program website. Modifications may include, but are not limited to, changes in the scope of available Commission Fees, commission amounts or percentages, payment procedures, Commission Fee payment schedules, and Affiliate Program rules. You will be required to review and agree to the amended agreement before you can continue to participate in the Affiliate Program. If any modification is unacceptable to you, your only recourse is to terminate this agreement, in which event you will be entitled to your rights under the unmodified agreement before the date of the applicable modification.

Disclaimers

We are not making any express or implied warranties or statements about the Affiliate Program or any New Sensations Products and Services sold through the Affiliate Program (including, without limitation, warranties of fitness for a particular purpose, merchantability, noninfringement, or any implied warranties arising out of course of performance, dealing, or trade usage). In addition, New Sensations is not making any statement that the operation of our Program Websites or Affiliate Program website will be uninterrupted or error free, and we will not be liable for the consequences of any interruptions or errors, including the tracking of information concerning Referred Customers during any period of interruption.

17. Relationship of Parties

You and New Sensations are independent contractors, and nothing in this agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. You will have no authority to make or accept any offers or representations for us. You will not make any statement, whether on your Affiliate Site or otherwise, that contradicts anything in this section 18.

18. Statements of Fact

You state that the following facts are accurate:

1. you have reviewed and understand this agreement and agree to be bound by its terms;

2. your acceptance of this agreement and participation in the Affiliate Program will not violate (A) any provision of law, rule, or regulation to which you are subject; (B) any order, judgment, or decree applicable to you or binding on your assets or properties; (C) any provision of your bylaws or operating agreement or certificate of incorporation or organization; or (D) any agreement or other document applicable to you or binding on your assets or properties;

3. you are the sole owner of the Affiliate Trademarks and have the power to grant to New Sensations the license to use those marks in the way contemplated in this agreement and that grant will not (A) breach, conflict with, or constitute a default under any agreement or other document applicable to you or binding on your assets or properties; or (B) infringe on any trademark, trade name, service mark, copyright, or other proprietary right of any person or entity;

4. you are not required to obtain consent, approval, or authorization of, or exemption by, or filing with, any government body or any nonparty with your entering into this agreement;

5. there is no pending or threatened claim, action, or proceeding against you or any affiliate of yours for the Affiliate Trademarks, and, to the best of your knowledge, there is no grounds for any such claim, action, or proceeding;

6. during this agreement, you will not include in your Affiliate Site content that is, in our opinion, unlawful; harmful; threatening; defamatory; obscene; harassing; racially, ethnically, or otherwise objectionable or in violation of our Program Websites’ Terms of Service;

7. if you are an individual, you are at least 18 years old; and

8. each Referred Customer is valid, genuine, and unique and meets the criteria of a Qualified Purchase for generating a Commission Fee as provided in this agreement.

19. Limitation of Liability

We will not be liable for any indirect, special, incidental, or consequential damages, or any loss of revenue, profits, or data, arising under this agreement or the Affiliate Program, even if we have been advised of the possibility of those damages. Further, our aggregate liability arising under this agreement and the Affiliate Program will not exceed the total Commission Fees paid or payable to you under this agreement during the three-month period immediately preceding the event giving rise to that liability.

20. Indemnification

You shall indemnify New Sensations and its subsidiaries and affiliates, and their directors, officers, employees, agents, shareholders, partners, members, and other owners against all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable legal fees) (collectively, “Losses”) arising out of or relating to (1) any claim that our use of the Affiliate Trademarks infringe on any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of anyone; (2) any misrepresentation of a statement of fact or breach of an agreement made by you in this agreement; or (3) any claim related to your Affiliate Site, including, without limitation, its development, operation, maintenance, and content in it not attributable to us.

21. Confidentiality

All information, including, without limitation, the terms of this agreement, business and financial information, New Sensations customer and vendor lists, and pricing and sales information (including without limitation commission rates) will remain confidential and shall not be used for any purpose outside this agreement except and solely if that information is (1) already lawfully known to or independently developed by the receiving party, (2) disclosed in published materials, (3) generally known to the public, or (4) lawfully obtained from any nonparty not under the obligation of confidentiality to the disclosure under this agreement. Despite the preceding, each party may deliver a copy of any such information (1) to its accountants, attorneys, or other agents on a confidential basis; (2) under a valid subpoena or order issued by a court or administrative agency of competent jurisdiction; or (3) otherwise as required by law, rule, regulation, or legal process. If that disclosure is made, the receiving party shall give the disclosing party prior notice before releasing any information unless giving that notice is prohibited.

22. Independent Investigation

You understand that we may at any time (directly or indirectly) solicit relationships on terms that might differ from those contained in this agreement. We may also solicit relationships with entities that operate websites that are similar to or compete with your Affiliate Site. You have independently evaluated the desirability of participating in the Affiliate Program and are not relying on any representation, guarantee, or statement other than as set out in this agreement.

23. Miscellaneous

1. California law governs all adversarial proceedings arising out of this agreement or your participation in the Affiliate Program.

2. Except for disputes subject to arbitration in accordance with section 24(c), as the exclusive means of bringing adversarial proceedings to resolve any dispute arising out of this agreement or the subject matter of this agreement, a party may bring such a proceeding only in the United States District Court for the Central District of California or, only if there is no federal subject matter jurisdiction, in a state court of California sitting in Los Angeles. Each party acknowledges that those courts would be a convenient forum. Each party hereby waives any claim that any proceeding brought in accordance with this section 24(b) has been brought in an inconvenient forum or that the venue of that proceeding is improper.

3. As the exclusive means of initiating adversarial proceedings to resolve any dispute arising out of this agreement or your participation in the Affiliate Program, a party may demand that the dispute be resolved by arbitration administered by the American Arbitration Association in accordance with its commercial arbitration rules, and each party hereby consents to any such dispute being so resolved. Judgment on any award rendered in any such arbitration may be entered in any court having jurisdiction. The seat of arbitration will be Los Angeles, California. The parties may elect to conduct arbitration by Zoom or similar platform. You agree to arbitration on an individual basis. In any adversarial proceeding, neither you nor New Sensations will join or consolidate claims by or against other affiliates in court or in arbitration or otherwise participate in any adversarial proceeding as a class representative, class member, or in a private attorney general capacity. The arbitral tribunal will not consolidate more than one person’s claims and will not otherwise preside over any form of a representative or class proceeding. The arbitral tribunal has no power to consider the enforceability of this class arbitration waiver and any challenge to the class arbitration waiver will only be raised in a court of competent jurisdiction.

4. In any adversarial proceeding between the parties arising out of or relating to the subject matter of this agreement, the prevailing party will be entitled to recover from the other party, besides any other relief awarded, all expenses that the prevailing party incurs in that adversarial proceeding (including any appeals), including legal fees and expenses.

5. This agreement is personal to you. Except with New Sensations’ prior written consent, you shall not transfer, including by merger (whether you are the surviving or disappearing entity), consolidation, dissolution, or operation of law, (1) any discretion granted under this agreement, (2) any right to satisfy a condition under this agreement, (3) any remedy under this agreement, or (4) any obligation imposed under this agreement. Any purported transfer by you in violation of this section 24(e) will be void.

6. No waiver under this agreement will be effective unless it is in writing and signed by the party granting the waiver. A waiver granted on one occasion will not operate as a waiver on other occasions.

7. The parties acknowledge that if a dispute between the parties arises out of this agreement or the subject matter of this agreement, they would want the court to interpret this agreement as follows: (1) for any provision that it holds to be unenforceable, by modifying that provision to the minimum extent necessary to make it enforceable or, if that modification is not permitted by law, by disregarding that provision; (2) if an unenforceable provision is modified or disregarded under this section 24(g), by holding that the rest of the agreement will remain in effect as written; (3) by holding that any unenforceable provision will remain as written in any circumstances other than those in which the provision is held to be unenforceable; and (4) if modifying or disregarding the unenforceable provision would result in failure of an essential purpose of this agreement, by holding the entire agreement unenforceable.

8. A notice or other communication under this agreement will be effective if it is in writing and received by the party to which it is addressed. It will be deemed to have been received as follows: (1) if a paper copy is delivered by a delivery organization that allows users to track deliveries, on receipt as stated in the tracking system; (2) if a paper copy is delivered by another means, when the intended recipient or a representative of the intended recipient signs for it; (3) if it is delivered by email, when the intended recipient acknowledges by notice under this section (but without need for further acknowledgment) having received that message, except that a read receipt or an automatic reply will not constitute acknowledgment of a message for purposes of this section; and (4) if the intended recipient rejects or otherwise refuses to accept it, or if it cannot be delivered because of a change in address for which no notice was given, then on that rejection, refusal, or inability to deliver. For a notice under this agreement to be valid, it must be addressed using the information set out on the Affiliate Program website (if to New Sensations) or using the information set out in your Affiliate account (if to you) or any other information stated by that party in a notice under this section. If a notice addressed to a party is received after 5:00 p.m. on a business day at the location specified in the address for that party, or on a day that is not a business day at the location specified in the address for that party, then the notice will be deemed to have been received at 9:00 a.m. on the next business day.

9. This agreement constitutes the entire understanding between the parties regarding the subject matter of this agreement and supersedes all other agreements, whether written or oral, between the parties. If any inconsistency exists between this agreement and the Program Websites Terms-of-Service Agreement, this agreement will prevail.

 

Affiliate Disclosure Requirements and Examples
Last Updated: [2/23/24]
In December 2009, the Federal Trade Commission (FTC) released the Guides Concerning the Use of Endorsements and Testimonials in Advertising. The guidelines require that any affiliate who uses reviews, rankings, or testimonials to promote products or services must clearly disclose the fact that they receive compensation for doing so.


Commissions

All affiliates must disclose commercial relationships with businesses that appear on your website (and how that affects the businesses’ ranking) and clearly identify advertising and paid promotions. Review websites should clearly state how reviews are composed and checked, and whether and how commission or conversion rates influenced the presentations, including ratings or rankings.
The FTC has also published answers to Frequently Asked Questions applying these guidelines directly to the context of Affiliate or Network Marketing, as follows:


What about affiliate or network marketing?

I’m an affiliate marketer with links to an online retailer on my website. When people read what I’ve written about a particular product and then click on those links and buy something from the retailer, I earn a commission from the retailer. What do I have to disclose? Where should the disclosure be?

If you disclose your relationship to the retailer clearly and conspicuously on your site, readers can decide how much weight to give your endorsement.

In some instances—like when the affiliate link is embedded in your product review a single disclosure may be adequate. When the review has a clear and conspicuous disclosure of your relationship and the reader can see both the review containing that disclosure and the link at the same time, readers have the information they need. You could say something like, “I get commissions for purchases made through links in this post.” But if the product review containing the disclosure and the link are separated, readers may lose the connection.

As for where to place a disclosure, the guiding principle is that it has to be clear and conspicuous. The closer it is to your recommendations, the better. Putting disclosures in obscure places—for example, buried on an ABOUT US or GENERAL INFO page, behind a poorly labeled hyperlink or in a “terms of service” agreement—isn’t good enough. Neither is placing it below your review or below the link to the online retailer so readers would have to keep scrolling after they finish reading. Consumers should be able to notice the disclosure easily. They shouldn’t have to hunt for it.


Is “affiliate link” by itself an adequate disclosure? What about a “buy now” button?

Consumers might not understand that “affiliate link” means that the person placing the link is getting paid for purchases through the link. Similarly, a “buy now” button would not be adequate.


What if I’m including links to product marketers or to retailers as a convenience to my readers, but I’m not getting paid for them?

Then there isn’t anything to disclose.


Does this guidance about affiliate links apply to links in my product reviews on someone else’s website, to my user comments, and to my tweets?

Yes, the same guidance applies anytime you endorse a product and get paid through affiliate links.


It’s clear that what’s on my website is a paid advertisement, not my own endorsement or review of the product. Do I still have to disclose that I get a commission if people click through my website to buy the product?

If it’s clear that what’s on your site is a paid advertisement, you don’t have to make additional disclosures. Just remember that what’s clear to you may not be clear to everyone visiting your site, and the FTC evaluates ads from the perspective of reasonable consumers.

New Sensations requires all affiliates to comply with these guidelines. Failure to do so may result in removal from our affiliate program and the cancellation of commissions.

To comply with these guidelines, disclosures about the fact that you are receiving commissions made through links on your websites, for example, must meet four basic requirements. They must be (1) frequent, (2) clear, (3) conspicuous, and (4) require no scrolling or other type of user action to locate the disclosure.

Frequent: Your disclosure must appear on every page that has a review, recommendation, comment, or article that promotes a product or service for which you receive compensation.



Clear: It must be immediately clear that you may receive compensation for your review or rating. If commission or conversion rates, or factors other than those listed in the body of the rankings, comparisons, or reviews are determining or significantly impacting the placement of brands or information on your webpages, then you must clearly state this. Do not promise or imply neutrality or independence where in fact commission/conversion is driving the editorial presentation of information. If you are receiving commissions from all the listed brands, you may state this. Consumers may assume that factors which are important to their decisionmaking including features or price are determining the ratings. If this is not the case, then you cannot be silent about the fact that your business incentives are driving placement or ratings.

Example of a clear Disclosure (and where each of the claims is verifiably true):

Disclosure: We are a professional review site that receives compensation from the companies whose products we review. We test each product thoroughly and give high marks to only the very best. We are independently owned and the opinions expressed here are our own.

Example of an Unclear disclosure:

Disclosure: We are a website that needs compensation to operate like any other website on the internet. We may receive consideration for our reviews but we are totally unbiased and do not accept paid reviews or fake claiming to be something they are not.

This “disclosure” is omitting the most important information: that a commission is paid for purchases made through links in the post, or that commission or conversion rates are influencing the placement or content of the rankings or reviews.

1. Conspicuous: The disclosure must be clear and easy to see. It should begin with the word “disclosure.” No scrolling should be necessary to find the disclosure. Prominently display disclosures so they are noticeable to consumers, and evaluate the size, color, and graphic treatment of the disclosure with other parts of the webpage.

For the disclosure to be considered conspicuous, the font should be:

• At least as large as the main text on the page
• In a color other than black or gray
• In contrast with both its background and the main text
• Darker than its background or the main text

Example of a conspicuous disclosure:

Welcome to Our Review Site!

Disclosure: We are a professional review site that receives compensation from the companies whose products we review. We tested and reviewed the web hosting sites ranked here. We are independently owned and the opinions expressed here are our own.

2. Require No Action: Your disclosure must be immediately evident to a typical visitor to your website who views a review, ranking, or endorsement on a PC, Mac, or mobile device. A visitor should not need to scroll or hover to learn that you receive compensation.

   If you do include a clickable link or additional information when a visitor hovers over text, the language of the link itself should reveal the fact that you receive compensation.

   Example of a link that requires no action:

   Disclosure: We are compensated for our reviews. Click here for details.
   

   Keep this in mind: Simply telling the visitor that they can “Click/Hover here to read our FTC disclosure” is not adequate. You need to signal using plain words, including “Advertising Disclosure” that the “disclosure” involves your receipt of commissions and the potential for editorial bias.

Consumer Reviews:

If you include consumer reviews or feedback about listed brands, then you must also adhere to FTC Guidelines prohibiting the biased manipulation of consumer reviews.
Affiliates should not offer inducements to a customer in return for a positive review; pretend to be a customer; or write fake reviews about their own or other businesses’ goods or services.

You should ensure that advertising and paid promotions are clearly identifiable to readers as paid-for content.

Affiliates displaying consumer reviews should clearly state how reviews are obtained and checked; publish all reviews (including the negative ones) if they are genuine and lawful; and explain the circumstances in which reviews might be edited or not published at all (for instance if they include abusive language or defamatory remarks).

You should also ensure that there is no unreasonable delay before publishing reviews and have appropriate procedures in place to detect and remove fake reviews.

More information about the FTC Disclosure requirements can be found here:

1.            Guides Concerning the Use of Endorsements and Testimonials in Advertising

2.            The FTC’s Revised Endorsement Guides: What People are Asking

3.            .com Disclosures: How to Make Effective Disclosures in Digital Advertising

Affiliate Email Policy
Last Updated: [2/23/24]

1. New Sensations, Inc. maintains a zero-tolerance policy for using its Affiliate Program to transmit, distribute, or deliver any bulk email, including unsolicited bulk or unsolicited commercial email, or send, assist, or commission the transmission of commercial email that does not comply with the U.S. CAN-SPAM Act of 2003 or state law (“SPAM”).

You are required to ensure that email sent by or for you in connection with the Affiliate Program does not violate this law. We assume SPAM complaints are valid unless we are provided with credible evidence to the contrary. To avoid action under our Program Websites’ Terms of Service (“TOS”) and Affiliate Agreement, familiarize yourself with the CAN-SPAM Act by reviewing http://business.ftc.gov/documents/bus61-can-spam-act-compliance-guide-business.

2. You must not send SPAM in connection with the Affiliate Program. In addition, email sent, or caused to be sent, about our Affiliate Program, website, or New Sensations’ Products and Services must not:
   
   
1. Use or contain invalid or forged headers.
   
   
2. Use or contain invalid or nonexistent domain names.
   
   
3. Employ any technique to otherwise misrepresent, hide, or obscure any information in identifying the point of origin or the transmission path.
   
   
4. Use other means of deceptive addressing.
   
   
5. Use another person’s Internet domain name, or be relayed from or through a nonparty’s equipment, without permission of that nonparty.
   
   
6. Contain false or misleading information in the subject line or otherwise contain false or misleading content.
   
   
7. Does not comply with additional technical standards described below.
   
   
8. Otherwise violates the TOS or other terms.
   
   
3. New Sensations does not authorize the harvesting, mining, or collecting of email addresses or other information from or through its Affiliate Program. New Sensations does not permit or authorize others to use its Affiliate Program to collect, compile, or obtain any information about its customers or users, including but not limited to customer email addresses, which are New Sensations’ confidential and proprietary information. Using our Affiliate Program is also subject to our Affiliate Agreement, Terms of Service, and other terms.
   
   
4. For all email campaigns, Affiliate must first obtain a “Suppression List” from New Sensations. The Suppression List constitutes Confidential Information and shall not be used by Affiliate for any purpose other than to comply with laws regulating email transmissions. Affiliate must filter Affiliate’s email list by removing any entries appearing on the Suppression List and will only send emails to the remaining addresses on Affiliate’s email list. New Sensations regularly updates the Suppression List. Affiliate must obtain the updated Suppression List and filter Affiliate’s email list before sending an email containing the Links. New Sensations will provide an opt-out method in all promotional Links, but if any opt-out requests come directly to Affiliate, Affiliate must immediately forward them to New Sensations at support@nscash.com. Affiliate’s emails containing the Links must not include any content other than the Links, except as required by law, and must comply with paragraph 2.
   
   
5. Affiliate’s failure to obtain the Suppression List and remove all emails from the database may result in payout withholdings, removal or suspension from the Affiliate Program, legal action, and any other rights or remedies available to New Sensations under the Affiliate Agreement, Terms of Service, or otherwise.
   
   
6. Affiliate must not use the Suppression List for any purpose other than to comply with laws regulating email transmissions. Affiliate must not send emails containing the Links or otherwise market the Links to addresses included in the Suppression List. Affiliate acknowledges that doing so might result in payout withholdings, removal or suspension from the Affiliate Program, legal action, and any other legal rights or remedies available to New Sensations under the Affiliate Agreement, Terms of Service, or otherwise.
   
   
7. Emails may only be delivered to permission-based email addresses that have been/will be obtained/maintained in conformity with all laws, rules, and regulations.
   
   
8. Affiliates must possess the consent of the recipient to send commercial email. “Consent” means affirmative consent or consent granted through a posted privacy policy on the collection URL notifying the recipient of the use of his or her email address for commercial marketing and the recipient has not withdrawn permission to send commercial email marketing.
   
   
9. Affiliate must maintain records evidencing that consent for not less than three years from the last date that consent was relied on, including: (1) the recipient’s opt-in date/time; (2) the registration source; (3) the recipient’s first and last name; (4) the recipient’s mailing address (if collected); (5) the recipient’s email address; (6) the posted privacy policy of the source website at the time recipient’s data was collected (if collected); (7) the recipient’s IP address; and (8) any other information collected.
   
   
10. All emails, email-based creatives transmitted, and all email addresses supplied by Affiliate must: (1) comply with all international, federal, and state laws including, but not limited to, CAN-SPAM, California Business & Professions Code § 17529, CASL, and all implementing regulations; (2) not infringe, misappropriate, or otherwise violate any copyright, patent, trademark, trade secret, or other similar intellectual property right, or otherwise violate or breach any duty toward, or rights of, any person or entity including, without limitation, rights of privacy and publicity; (3) not result in any consumer fraud, product liability, or breach of contract to which Affiliate is a party or cause injury to any nonparty; and (4) have accurate email header information as set out in paragraph 2 (including source, destination, date and time, and routing information) and accurate, non-misleading subject lines and from lines.
    
    
11. Without limiting the preceding, emails must not use a generic “From” line or a domain name that is privacy protected, unregistered, falsely registered, or that does not enable a recipient to contact the sender by performing a WHOIS look-up.
    
    
12. Affiliate must cause a valid physical postal address for Affiliate, as required by law, to appear in each email creative, along with a functioning unsubscribe link (that unsubscribe link must remain active for at least 30 days after email delivery).
    
    
13. Affiliate must have active filters in place to prevent communications from being sent to any entity or person to which it is not allowed to do so in accordance with legislation, which might include, at a minimum: (1) email filters (i.e. rejection of email addresses with specific extensions); (2) zip code filters (rejection of specific zip codes); (3) area code filters (rejection of specific area codes); and (4) IP filters (rejection of specific IP addresses). New Sensations may add those address(es) if Affiliate does not include them, but New Sensations is in no way responsible for including those address(es) where Affiliate does not do so.
    
    
14. All Affiliate emails sent in connection with the Affiliate Program must be delivered to addresses on email lists owned or managed solely by Affiliate (“Affiliate Email Lists”). Brokering third-party deals to deliver creatives without disclosing that to New Sensations is prohibited and grounds for immediate termination and other legal remedies.
    
    
15. Affiliate must maintain at all times during Affiliate’s participation in the Affiliate Program, and for a period of at least three years afterwards, complete and accurate subscriber signup/registration data for every subscriber to the Affiliate Email List. Within 24 hours of New Sensations’ request, Affiliate shall provide, at a minimum, the following subscriber signup/registration data for any email address that Affiliate sends an email to containing a Link: (1) the subscriber’s opt-in date/time; (2) the subscription source; (3) the subscriber’s first and last name; (4) the subscriber’s mailing address (if collected); (5) the subscriber’s email address used to signup/register for the Affiliate Email List; (6) the posted privacy policy of the source website at the time subscriber’s data was collected (if collected); (7) the subscriber’s IP address; and (8) any other information collected. New Sensations may consider the lack of that proof of explicit affirmative permission of a questionable mailing.
    
    
16. All Affiliate Email Lists MUST comply with all guidelines set out by the United States government. These can be found at: http://www.business.ftc.gov/documents/bus61-can-spam-act-compliance-guide-business.
    
    
17. New Sensations recommends that any Affiliate Email List used by you be a Double Opt-In list. This means a user has subscribed to a newsletter or other email marketing messages by explicitly requesting it and confirming the email address to be their own. Confirmation is usually done by responding to a notification/confirmation email sent to the email address the end user specified. The double opt-in method eliminates the chance of abuse where somebody submits someone else’s email address without their knowledge and against their will.
    
    
18. You must not use any mailing list that you were given or purchased. If you do, this will also be considered SPAM and might result in termination from the Affiliate Program.
    
    
19. Affiliates suspected of sending SPAM will be investigated. We assume SPAM complaints are valid unless we are provided with credible evidence to the contrary. Any unsolicited email being sent will result in suspension or termination of the offending Affiliate. We take a zero-tolerance stance against sending unsolicited email and other forms of SPAM.
    
    
20. It is a violation of this policy to commission a nonparty to send email that is in violation of this policy or of law. Email not in compliance with this policy—regardless of source—that contains any reference to New Sensations’ Products and Services or contains any Link is prohibited.
    
    
21. New Sensations may immediately suspend, terminate, or cancel any account of any Affiliate that it determines is transmitting or is otherwise connected with any email that violates this policy.
    
    
22. New Sensations may suspend, terminate, or cancel permanently any Affiliate without notice. Besides all other rights under this policy or otherwise, if an Affiliate is in violation of this policy, the Affiliate Agreement, or the Terms of Service, New Sensations may charge that customer an administrative fee equal to $100 for each piece of SPAM sent.
    
    
23. To report SPAM, please send an email to support@nscash.com.
    
    
24. Failure to enforce this policy in every instance does not constitute a waiver of New Sensations’ rights.
    
    
25. Transmitting email in violation of this policy might result in civil and criminal penalties against the sender and those assisting the sender, including those provided by the Computer Fraud and Abuse Act (18 U.S.C. § 1030, et seq.) and other state and federal laws.

Webmaster Referral Program Terms
Last Updated: [2/24/24]

These Webmaster Referral Program Terms are additional terms that apply if you use the NSCash referral program (“NSCash Referral Program”). These Referral Program Terms supplement the Affiliate Agreement and form part of your agreement with us.

Definitions

In these Referral Program Terms, defined terms have the same meanings given to them in the Affiliate Agreement. In addition, the following definitions apply:

“Referred Affiliate” means the person who joins the Affiliate Program as an Affiliate through the Referring User’s unique referral link.

“Referring User” means “you” or “your.”

NSCash Referral Program

NSCash offers a referral program by which existing affiliates can introduce people who are interested in becoming Affiliates in the Affiliate Program and receive referral payments from NSCash that are calculated and limited as described in these terms.

NSCash Referral Program Rules

Only affiliates with a current affiliate account can participate in the NSCash Referral Program. If an affiliate’s account has been suspended or terminated by us for any reason or deleted by the affiliate, that affiliate will not be eligible to participate in the NSCash Referral Program.

Each affiliate has a unique referral link (which can be accessed through your affiliate account) that the affiliate can share with others. When sharing your unique referral link, you must not impersonate NSCash or give the impression that your referral link is being shared or promoted by us. You must not use Google Ads or any similar advertising platform or search engine advertising service to share or promote your unique referral link. On our request, you must disclose the methods by which you share your unique referral link.

The Referred Affiliate must click on your unique referral link and then register with the Affiliate Program using the same browser that they used to click on your unique referral link. If someone registers with the Affiliate Program other than by using your unique referral link, we will not link that account to your referral and no referral payments will be made to you.

The Referred Affiliate must not have opened an affiliate account with the Affiliate Program (whether under the same name or another name) before clicking on your unique referral link. If the Referred Affiliate is currently or has previously been an affiliate in the Affiliate Program, no referral payments will be made to you for the referral.

If the Referred Affiliate sets up more than one affiliate account, we will make referral payments to you on the earnings made by the Referred Affiliate from their first affiliate account only. No referral payments will be made to you on any further affiliate accounts set up by the Referred Affiliate.

We will not pay any referral payments to you on any referral of a Referred Affiliate that we determine is owned or operated by you or is in a commercial relationship with you. You will provide any information that we request to enable us to determine whether the Referred Affiliate is owned or operated by you or if there is a commercial relationship between you and the Referred Affiliate.

When promoting the Affiliate Program in any way as a Referring User, (1) you must not give a false impression of the Affiliate Program, the Program Websites, the services, programs, and content made available through the Affiliate Program and the Program Websites, its affiliates, or the Affiliate Agreement; and (2) you must not make any statements that suggest to a potential Affiliate that the potential Affiliate will make a particular sum of money (or any money) from their use of the Affiliate Program, or any statements regarding the likely number of Program Websites. It is illegal for NSCash or for a participant in the NSCash Referral Program (including Referring Users and Referred Affiliates) to persuade anyone to make a payment by promising benefits from getting others to join the NSCash Referral Program. Do not be misled by claims that high earnings are easily achieved from participation in the NSCash Referral Program.

Referral Payments

Once a Referred Affiliate has become a registered affiliate in the Affiliate Program according to the rules of the NSCash Referral Program described above, NSCash will pay the Referring User a referral payment equal to 5% of every Qualified Purchase made by the Referred Customers of the Referred Affiliate for the lifetime of the payouts to that Referred Affiliate. NSCash, not the Referred Affiliate, bears the cost of the referral payment.

All referral payments payable to you by us are inclusive of any taxes.

The referral payments will be paid to you in accordance with section 8 of the Affiliate Agreement.

NSCash’s Rights relating to the Referral Program

If referral payments have been made incorrectly, we may recover the wrongly paid sums from the user to whom the wrongly paid sums have been paid.

We may request you or Referred Affiliates or both to provide us with ID and other information reasonably required by us to verify any referral payment to be made and the person to whom any referral payment should be made. Failure to provide any information requested by us might lead to you losing your entitlement to referral payments for the relevant Referred Affiliate.

We may change any aspect of the NSCash Referral Program (including how referral payments are calculated) or discontinue the NSCash Referral Program at any time, but no change will deprive any Referring User of referral payments already earned based on the Qualified Purchases made by Referred Customers of Referred Affiliates before the changes take effect.

Circumstances under which we may withhold referral payments

We may withhold any part of the referral payments due to the Referring User but not yet paid out: (1) if we think that you have or might have breached any part of the Affiliate Agreement; (2) if you attempt or threaten to breach any part of the Affiliate Agreement in a way that has or could have serious consequences for us or another affiliate (including actual or possible loss caused to us or another affiliate); or (3) if we suspect that any part of the referral payments due to you result from unlawful activity, either by you, by the Referred Affiliate, or by the Referred Customer who made the Qualified Purchase that resulted in the referral payment, for as long as is necessary to investigate the actual, threatened, or suspected breach(es) by you or the suspected unlawful activity (as applicable). If after our investigation, we conclude that (1) you have breached any part of the Affiliate Agreement; (2) you have attempted or threatened to breach any part of the Affiliate Agreement in a way that has or could have serious consequences for us or another user (including actual or possible loss caused to us or another user); or (3) any part of referral payments due to you result from unlawful activity, we may notify you that you have forfeited all or part of your referral payments.

We will not have any responsibility to you if we withhold or forfeit any payment due to you under the NSCash Referral Program where we have a right to do so under these Referral Program Terms.

If we are withholding any part of the referral payments due to you and we determine that part of the referral payments withheld by us is unrelated to breaches by you of the Affiliate Agreement or suspected unlawful activity, then we may arrange for you to be paid the part of the referral payments that is unrelated to breaches by you of the Affiliate Agreement or suspected unlawful activity. However, if we consider that your breach(es) of the Affiliate Agreement has or might cause us loss, we may withhold all referral payments due to you but not yet paid and we may set off those amounts against any losses suffered by us.