Spokeo Affiliate Marketing Agreement
This Affiliate Marketing Agreement (“AMA”) describes the terms and conditions that govern your participation in the Spokeo Affiliate Marketing Program (the “Program”). Spokeo, Inc. (“Spokeo,” “We,” or “Our”) permits you (“Affiliate,” “You,” or “Your”) to participate in the Program subject to Your continued compliance with the terms and conditions of the AMA, including future revisions of the AMA, Spokeo’s Terms of Use, and Spokeo’s other policies, including our Payment Policy and Privacy Policy (collectively, the “Spokeo Agreements”), incorporated herein by reference.
By applying to participate in the Program, You agree to comply with the terms and conditions of the Spokeo Agreements and to assume a continuing duty to comply with the Spokeo Agreements as long as You participate in the Program.
Spokeo may change the terms and conditions of the AMA, in its sole discretion, at any time. If the AMA is revised, an updated version of the AMA will be posted at: http://www.spokeoaffiliates.com , which constitutes notice to you of such revision and satisfies any legal requirement that such communications be in writing. If You do not agree to the updated terms and conditions of the AMA, You must cancel Your Affiliate account by sending an email to affiliates@spokeo.com requesting cancellation of Your account. Your failure to terminate Your Affiliate Account or Your continuing participation in the Program constitutes Your acceptance of all revisions to the AMA.
1. Your Affiliate Account
a) True and Accurate Contact Information. By creating an Affiliate account, You agree to provide Spokeo with up-to-date, true, and accurate information about You, including Your true legal name, an accurate phone number, contact email address, and physical address for receiving payments.
b) Maintaining True and Accurate Information. You agree that, if any of Your information changes, You will update Your account to maintain true and accurate information. Your failure to provide or maintain true and accurate account information may result in Spokeo being unable to communicate with You or pay You, and/or may result in the termination of Your participation in the Program. Spokeo reserves the right to research and confirm that all information You provide in connection with the Program is true and accurate and to terminate Your participation in the Program if any information provided is not true and accurate.
c) No Third Party Account Use. You agree that You will not authorize the use of Your Affiliate account by any person other than You. If You believe that a third party has gained access to Your Affiliate account, You agree to notify Spokeo by sending an email to affiliates@spokeo.com. Any unauthorized use of Your Affiliate account by any third party is subject to these the terms and conditions of the AMA as though You were using the account.
d) Termination by Spokeo. Spokeo reserves the right to terminate Your Affiliate account at any time for any reason. If Your Affiliate account is terminated, Spokeo has no obligation to retain any data associated with Your Affiliate account.
e) Termination by You. To cancel Your Affiliate account at any time for any reason, You may do so by sending an email to affiliates@spokeo.com requesting cancellation of Your account.
2. Affiliate Payments
a) Seventy Five Percent Commission. Under the Program, Spokeo will pay You a seventy-five percent (75%) commission for each qualifying purchase (described in Section 2b herein) that You refer to Spokeo, unless Spokeo has agreed in writing to a different rate. Spokeo may change the payment rate at any time.
b) Qualifying Purchases. For a Spokeo purchase to qualify for an Affiliate commission, a user must purchase within sixty (60) days after that user clicks an Affiliate Link including Your Affiliate Key, provided that the user has not clicked a different Affiliate hyperlink in the intervening time.
c) Automated Tracking. Spokeo uses an automated system for tracking qualifying purchases. If Spokeo’s automated system determines that a particular purchase does not qualify for commission, this determination is final and not subject to petition or appeal. Spokeo cannot and will not guarantee or warrantee the accuracy of its tracking system. If Spokeo’s automated system determines that a particular purchase qualifies for commission, this determination may be reviewed to ensure that You did not engage in any fraudulent conduct or conduct that is prohibited under the Program in referring the purchase. Spokeo has no obligation to investigate or resolve any dispute regarding Affiliate payments and any determination by Spokeo shall be final and binding on You.
d) Initial Product Purchase Only. You will receive a commission on the amount of the initial product purchase for each qualifying lead You refer. You will not receive any commission on any further purchases/payments (add-ons, upgrades to initial purchase, renewals etc.) from subscribers You have referred.
e) Refunds and Chargebacks. If Spokeo cancels a subscription that You referred and issues a refund or chargeback of the initial payment, You will not receive a commission for that purchase. If You have already received a commission payment for that purchase, Spokeo reserves the right to recover the value of its commission payment from funds currently in Your account, Your future commissions under the Program, or if Your future commissions are insufficient, from You directly by requesting the return of the commission paid on refunded subscriptions. If Spokeo requests that You return commissions already paid to You on subscriptions for which Spokeo issued a refund, You agree to repay Spokeo in the amount of those commissions.
f) Payment By ACH. Unless Spokeo approves an alternate payment arrangement for You, Spokeo will on a monthly basis send payment via ACH to the U.S. bank account You designate for the amount of the Affiliate fees You have earned. However, Spokeo may accrue and withhold Affiliate fees from You until the amount due to You is at least $50.
g) Chargeback Withholding. Spokeo will withhold ten percent (10%) of Your monthly commission for a period of one additional month to facilitate the processing of refunds and chargebacks.
h) Reporting. As part of the Program, Spokeo provides an interface for reviewing Your account information and tracking Your qualifying purchases and payments under the Program. Spokeo cannot and will not guarantee or warrantee that the information provided by the reporting interface is error-free or reflects the information Spokeo will ultimately use in determining whether to issue commission payments.
3. Use of Affiliate Hyperlinks
a) Acceptable Use. The Program authorizes You to use Affiliate Links to promote Spokeo’s subscription products on Your own website and on third-party websites provided that any website where an Affiliate Link is used complies with the Affiliate Rules (described in Section 4). By participating in the Program, You are expressly authorized to embed and display Banner Advertisements and Widgets provided to You by Spokeo on Your own website and third-party websites that comply with the Affiliate Rules.
b) Unacceptable Use. The Program prohibits You from placing Affiliate Links within email marketing campaigns, third party newsgroups, message boards, blog comments, link farms, counters, chatrooms, or guestbooks. You may not place Affiliate Links on websites that do not comply with the Affiliate Rules, and You are prohibited from using Affiliate Links in connection with any other conduct that violates the Affiliate Rules.
4. Affiliate Rules
a) Your Agreement. You agree to comply with the Affiliate Rules as a necessary condition to Your continued participation in the Program. Failure to comply with these rules will result in Your termination from the Program. If You are terminated from the Program for failure to comply with these rules You will not receive any commission payments for any referrals You made in the month preceding Your termination.
b) Compliance with Laws and Regulations. You agree and warrantee that your conduct as an Affiliate of the Program will comply with all laws, ordinances, rules, regulations, orders, licenses, permits, judgments, decisions or other requirements of any governmental authority that has jurisdiction over You or Spokeo. Such laws and regulations include but are not limited to the Computer Fraud and Abuse Act (“CFAA”), the Federal Trade Commission Act (“FTCA”) and all associated regulations and guidelines including the endorsement guidelines discussed in detail below, the CAN SPAM Act and all other anti-spam laws, the Children's Online Privacy Protection Act (“COPPA”), and the Fair Credit Reporting Act (“FCRA”).
c) Disclaimer Warrantee. You agree and warrantee that as an Affiliate of the Program all communications and representations You make regarding Spokeo will be accurate and will contain all disclaimers and disclosures required to prevent such representations from being false or misleading. Your disclosures and disclaimers must be clear and conspicuous and must comply with all international, U.S. federal, state, and local laws including the U.S. Federal Trade Commission (“FTC”) regulations, policies and guidelines governing advertising, consumer protection such as the FTC’s endorsement rules. A copy of these rules is available at this link, You agree to review this guide prior to participation in the Program.
d) No Interference with Tracking Technology or Fraudulent Activity. You agree and warrantee that as an Affiliate of the Program You will not engage in any conduct that: (a) interferes with Spokeo’s ability to track qualifying subscription purchases; or (b) attempts to generate illegitimate sales of subscription purchases or inflate Your credit for referring qualifying subscriptions. Prohibited conduct includes, but is not limited to, using any automated scripts that attempt to mimic legitimate purchasing activity, diverting users to sites not requested by such users, keystroke logging, modifying user settings with respect to web browsers, Internet connections, bookmarks, or security levels, deploying software that removes or disables security settings, pop-up blocking, anti-virus or anti-adware programs, deploying any software that is designed for installation on users’ computers with or without user authorization.
e) No Collection of User Personally Identifiable Information. You agree and warrantee that as an Affiliate of the Program You will not engage in any activity designed to collect the Personally Identifiable Information, as this term is defined under any applicable laws, of any person You refer to Spokeo or any Spokeo user or subscriber and will not place any Affiliate Links on any third-party website that engages in such activity.
f) No Marketing to People Under 13. You agree and warrantee that as an Affiliate of the Program You will not engage in any activity designed to market or promote Spokeo to children under the age of thirteen (13).
g) No Violation of Intellectual Property Rights. You agree and warrantee that as an Affiliate of the Program You will not engage in any conduct that violates the patent, copyright, trademark, trade secret, right of privacy and right of publicity or any other intellectual property rights of any third party including Spokeo. You further agree that You will not place and Affiliate Link on any website that violates third-party intellectual property rights.
h) Spokeo’s Trademark. You are explicitly prohibited from using the SPOKEO trademark in any manner not authorized under the Program. In particular, You may not use the Spokeo trademark, logo, or design mark in any manner other than as it is presented in Banner Advertisements and Widgets under the program, including in connection with any social networking websites. You agree not to modify of any of the Banner Advertisements of Widgets provided through the Program. You agree not to register, use, or traffic in any domain name that contains the SPOKEO trademark or any word or phrase confusingly similar to the SPOKEO trademark, including misspellings or mistypings of the SPOKEO trademark, such as spokio.com or zpokeo.com, and domain names that incorporate the SPOKEO mark with generic terms such as spokeopeoplesearch.com. If You register any such domain name after agreeing to the AMA or have registered any such domain name prior to agreeing to the AMA, You hereby agree to transfer each domain name that violates these terms and conditions to Spokeo. You further agree not to use the SPOKEO trademark within any URL including as a third- level domain name such as spokeo.mydomain.com or as a subdirectory such as mydomain.com/spokeo.
i) Websites With Affiliate Links. You agree and warrantee that as an Affiliate of the Program You will not place Affiliate Links on any website or other Internet distribution channel that involves, advocates, promotes, or facilitates any of the following: (i) any unlawful activity; (ii) harm to minors in any way; (iii) obscene, pornographic, sexually explicit content or behavior; (iv) sale, export or use of illegal substances; (vi) offering of copyright protected content for download without the copyright owner’s permission; (vii) discrimination on the basis of race, ethnicity, gender, religion, sexual orientation, age or disability; (viii) libelous, defamatory, threatening, tortuous, abusive or harassing content or behavior.
(j) Specific Rules for Email Marketing. You may not engage in email marketing unless specifically approved in writing to do so by Spokeo. Notwithstanding the foregoing, You agree: (i) any and all emails shall comply with all Affiliate Rules above and this AMA, including compliance with CAN-SPAM and all applicable anti-spam laws and rules; (ii) not to place Affiliate Links provided by Spokeo in the subject or body of any emails; (iii) to use approved subject lines only in the “subject” line and not in the “From” line or anywhere else in the email; (iv) that the words “Advertisement” or “Sponsored Content” must appear in either the subject line or the pre-header of any email; (v) that the body of the email prominently must state “We are sending you this email because we think you’d be interested in this offer from Spokeo.”; (vi) that links within any email may not link to any Spokeo page, but rather must instead link to the affiliates’ website, and the user must click from the affiliates’ website in order to continue the journey to a Spokeo page; (vii) that any emails must clearly at the top of the email indicate that You – and not Spokeo - are sending the email; (viii) that any emails must clearly state at the top of the body of the email that the affiliate is sending the email to the recipient as part of a sponsored campaign; (ix) that the “From” line of any emails must contain the affiliate’s name (including the originating domain name and email address) and otherwise comply with CAN-SPAM and all applicable anti-spam laws and rules; (x) that any emails must contain the affiliate’s name and physical address at the bottom in compliance with CAN-SPAM and all applicable anti-spam laws and rules; and (xi) that any emails must have an opt-out function that complies with CAN-SPAM and all applicable anti-spam laws and rules.
5. Search Engine Advertising and Marketing
a) You agree that You will not purchase Spokeo or any confusingly similar term as a keyword in any search engine advertising program. You further agree that You will not purchase the trademarks or brand names of any third-parties, in particular Spokeo competitors, as keywords in any search engine advertising program.
b) You agree that You will not purchase keywords related to any of the following themes in any search engine advertising program: (a) email or email addresses, for example “find an email address” or “reverse email lookup” or example@yahoo.com (b) private profile, for example “find private profiles” (c) people search, for example “find old friends.”
c) You agree that You will not create, maintain, contribute to, or place any Affiliate Link on any webpage or social networking profile that is optimized to appear in search engines in response to queries for Spokeo or any confusingly similar term.
6. Notification
a) Any notices to be given to Spokeo under the terms of this AMA shall be made in writing to affiliates@spokeo.com or to the following address:
Spokeo, Inc.
556 S. Fair Oaks Ave.
Suite # 101-179
Pasadena, CA 91105
b) You agree that Spokeo can send You electronic notices to the e-mail address that You provided to Spokeo in creating Your Account or by displaying the notice on Spokeo.com. You agree that all notices, agreements, disclosures, and other communications that we provide to You electronically satisfy any legal requirement that such communications be in writing.
7. Disclaimers
a) YOU PARTICIPATE IN THE PROGRAM AT YOUR SOLE RISK (INCLUDING BUT NOT LIMITED TO ANY DAMAGE TO YOUR COMPUTER SYSTEM, LOSS OF DATA, DAMAGE RESULTING FROM RELIANCE ON INFORMATION FROM SPOKEO.COM, OR OTHER DAMAGES THAT RESULT FROM OBTAINING ANY CONTENT FROM THE WEBSITE INCLUDING COMPUTER VIRUSES) EVEN IF SPOKEO HAS BEEN ADVISED OF OR IS AWARE OF THE RISK OF SUCH DAMAGE. TO THE EXTENT PERMITTED BY LAW, SPOKEO PROVIDES SPOKEO.COM, THE PROGRAM, THE SERVICES, THE INFORMATION AND THE CONTENT “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS,” WITHOUT WARRANTY OF ANY KIND, AND SPOKEO SPECIFICALLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT.
b) NO INFORMATION OR ADVICE PROVIDED ON SPOKEO.COM OR UNDER THE PROGRAM, BY SPOKEO, OR BY SPOKEO’S EMPLOYEES OR AGENTS SHALL CREATE ANY WARRANTY.
c) SPOKEO MAKES NO WARRANTY, REPRESENTATION, GUARANTEE WHATSOEVER, EXPRESS OR IMPLIED:
i) AS TO THE VALUE, QUALITY, TIMELINESS, USEFULNESS, RELIABILITY, SECURITY, SUITABILITY, TRUTHFULNESS, OR COMPLETENESS OF SPOKEO.COM, THE PROGRAM, THE SERVICES, THE INFORMATION, OR THE CONTENT;
ii) THAT SPOKEO.COM OR THE PROGRAM WILL OPERATE UNINTERRUPTED OR ERROR-FREE;
iii) THAT SPOKEO.COM, THE PROGRAM, THE SERVICES, THE INFORMATION, OR THE CONTENT WILL MEET YOUR NEEDS OR EXPECTATIONS;
iv) AS TO THE QUALITY OR VALUE OF ANY OF THE PROGRAM, SPOKEO’S PRODUCTS, SERVICES, CONTENT, INFORMATION, OR OTHER MATERIAL YOU PURCHASE OR OBTAIN VIA THE WEBSITE; OR
v) THAT ANY ERRORS ON SPOKEO.COM OR IN THE ADMINISTRATION OF THE PROGRAM WILL BE CORRECTED.
8. Limitation of Liability
a) To the extent permitted by law, Spokeo shall have no liability, relating to Your participation in the Program, for:
i) consequential, incidental, exemplary, special, or punitive damages even if advised of the possibility of such (including, but not limited to, loss of business, profits, business information, or business interruption, or any other pecuniary loss); or
ii) for direct damages, actually proven, exceeding US$1,000.00. This limitation shall be enforced even if it causes an exclusive remedy to fail of its essential purpose.
b) Spokeo reserves the right, at any time, in Spokeo’s sole and exclusive discretion, to amend, modify, suspend, or terminate Spokeo.com, the Program, Your participation in the Program, any services, information or content, or any part thereof, and/or Your use of or access to them, with or without notice. Spokeo shall have no liability to You or any other person or entity for any modification, suspension, or termination, or any loss of related information.
9. Indemnification
a) You agree to defend, indemnify, and hold Spokeo, its officers, directors, employees, agents, licensors, and suppliers, harmless from and against any and all claims, actions or demands, liabilities and settlements including without limitation, reasonable legal and related fees and expenses, resulting from, or alleged to result from, Your violation of the AMA or any of the Spokeo Agreements, Your participation in the Program or Your use of Spokeo.com.
b) Spokeo reserves the right to assume exclusive control of its defense in any matter subject to Your indemnification, which shall not excuse Your obligation to indemnify Spokeo. You shall not settle any dispute subject to Your indemnification under these Terms without written consent from Spokeo.
10. Choice of Law and Venue for Resolving Disputes
a) The law of the State of California governs this contract and any claim or dispute that You may have against us, without regard to its conflict of laws rules.
b) The United Nations Convention on Contracts for the International Sale of Goods shall have no applicability.
c) You further agree that any disputes or claims that You may have against us will be exclusively resolved by a court located in Los Angeles County, California, USA. You irrevocably consent to the venue and jurisdiction of such courts.
d) BY AGREEING TO THESE TERMS YOU ARE: (1) WAIVING CLAIMS THAT YOU MIGHT OTHERWISE HAVE AGAINST SPOKEO BASED ON THE LAWS OF OTHER JURISDICTIONS, INCLUDING YOUR OWN; (2) IRREVOCABLY CONSENTING TO THE EXCLUSIVE JURISDICTION OF, AND VENUE IN, STATE AND FEDERAL COURTS IN THE STATE OF CALIFORNIA OVER ANY DISPUTES OR CLAIMS YOU HAVE WITH US; AND (3) SUBMITTING YOURSELF TO THE PERSONAL JURISDICTION OF COURTS LOCATED IN CALIFORNIA FOR THE PURPOSE OF RESOLVING ANY SUCH DISPUTES OR CLAIMS.
11. Entire Agreement
a) The terms of the AMA and the Spokeo Agreements constitute the entire contract between You and Spokeo and supersede all previous written or oral contracts. If any part of the AMA is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.
12. Severability
a) In the event that any provision of this AMA is unenforceable or held to be unenforceable, You and Spokeo agree that all other provisions of this AMA have force and effect and shall not be affected thereby. You and Spokeo shall, however, use best endeavors to agree on the replacement of the void, illegal or unenforceable provision(s) with legally acceptable clauses which correspond as closely as possible to the sense and purpose of the affected provision and this Agreement as a whole.
13. Assignment
You shall have no right to assign any of its rights, duties or obligations under the AMA without the prior written consent of Spokeo.
Last Updated: February 11, 2019