Probax USA Inc. and Probax Pty Ltd ("Probax" or “We”) offers brand supporters and advocates (“Referrer” or “You”) the opportunity to participate in its referral program (the “Program”). We reserve the right to amend or terminate the Program at any time, for any reason. The Program is administered by Probax.
Referrers are bound by these Terms and Conditions by participating in the Program. By participating in the Program, Referrers agree to use the Program in the manner specified in these Terms and Conditions. If you do not agree to these Terms and Conditions in their entirety, you are not authorized to register as a Referrer or to participate in the Program in any other manner. Referrers may not participate in the Program where doing so would be prohibited by any applicable law or regulations.
We reserve the right to modify or amend at any time these Terms and Conditions and/or the methods through which rewards are earned. We reserve the right to disqualify any Referrers from participation in the Program at any time at our sole discretion, including without limitation if they/he/she does not comply with any of these Terms and Conditions or otherwise fails to comply with any applicable laws (including, without limitation, through any failure to include any disclosures as required by the law or otherwise required by Probax).
In order to participate in the the Program, you must agree, commit to and follow Probax's brand guidelines and strictly use the resources provided within the Resource Center of the PartnerStack platform, those provided by an employee of Probax, or found within the Probax product (logos, screenshots graphic images, descriptions, and similar identifying material). Probax reserves the right to terminate your access to participating in the Program immediately if any of the following Banned/Prohibited Conduct is noticed by Probax:
New Customers are defined as brand new leads in our system. Only net new contacts, as defined by Probax at our sole discretion, will qualify for referral rewards. You will not be eligible for a reward for referrals who:
Referrers must respect the spirit of the Program by only referring real Managed Service Providers who meet the requirements of these Terms and Conditions. Referrers cannot refer themselves or related entities . A Referrer may not create multiple or fake accounts with Probax or participate in the Program using multiple or fake email addresses or identities.
Payments are sent out automatically once a month by our Referrer partner (PartnerStack). No payments will be due or payable until you have earned at least USD $25.00. Payments are only made through PayPal and Stripe. Therefore, you must have a valid PayPal email address or Stripe account assigned to your Partner Dashboard in your PartnerStack account to receive any payment.
Probax shall pay you the agreed upon percentage of Net Revenue from customers. Probax shall have the right at any time in its sole discretion to alter the percentage of Net Revenue paid to you upon the provision of ten days’ prior notice. Net Revenue means the gross revenues actually received by Probax due to the Referrer's actions less taxes, refunds, rebates and any discounts given. Payment shall be made within thirty (30) days after the last day of the month in which the Customer paid Probax.
If you disagree with any compensation paid in connection with any month, you agree to notify Probax within seven days of payment for such month. Otherwise, you agree that any and all claims for underpayment for such month shall be waived. YOU AND PROBAX AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THIS AGREEMENT MUST COMMENCE WITHIN THREE (3) MONTHS AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
If we suspect that you are engaged in fraud of any kind, your account may be terminated without notice. Referrers who have had their accounts terminated are not eligible to become Referrers thereafter. Accounts which refer customers using misleading or falsified information will be terminated. Lying to a potential customer in order to persuade them to purchase our products is strictly forbidden. Using illegal means of promotion, including (but not limited to) email SPAM is strictly prohibited. Accounts found to be promoting our products using methods that break the relevant Spam Acts will be immediately terminated and removed from the system.
Probax reserves the right in its sole discretion, and without any prior notice, to terminate your access to the Service for any or no reason, including your breach of this Agreement or a violation of the rights of another or the law.
Do not violate any law or regulation governing (i) false or deceptive advertising, (ii) sweepstakes, or (iii) gambling;
Do not contain any trade disparagement or libellous, defamatory or infringing content; and (i) do not contain any machine-readable code that could be unintentionally downloaded onto a recipient's computer (such as a worm, virus, Trojan Horse or other self-executing program) and damage or takeover recipient's computer;
Do not offer incentives to users to click on ads or complete offers that award them cash, points, prizes or automatically enter them into contests, drawings or sweepstakes;
Comply with all local, state and federal laws regarding email marketing. If Probax notifies the Referrer of its receipt of any complaint regarding the Referrer’s email practices, or alleged violations of email practices, the Referrer must respond to Probax within forty-eight (48) hours of such notification and provide source information, including, but not limited to: (i) time, (ii) date, (iii), IP address, (iv) opt-in source, and (v) content of email message.
As a condition to your participation in the Program, you agree that while you are a Referrer, you 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, whether those laws, etc. are now in effect or later come into effect during the time you are a Referrer. Without limiting the foregoing obligation, you agree that as a condition of your participation in the Program you will comply with all applicable laws (national, federal, state or otherwise) that govern marketing email, including all anti-spam laws.
The Referrer has the legal authority to enter into this Agreement and to be bound to the promises, covenants, and other duties set forth in this Agreement.
The Referrer’s websites do not contain any materials that are:
The Referrer has obtained any necessary clearances, licenses, or other permission for any intellectual property used on the Referrer’s websites. Nothing on the Referrer’s websites infringes upon the intellectual property rights of any person or entity. No person or entity has brought or threatened an action claiming such infringement, nor does the Referrer have any reason to believe that any person or entity will bring or threaten such a claim in the future.
The Referrer will not use the Promotional Materials in any manner other than those set forth above.
The Referrer will not make any claim to ownership of the Promotional Materials, or of the copyright, trademark, or other intellectual property therein.
The Referrer will not publish or otherwise distribute any advertising materials for the Referrer’s websites that reference Probax or Probax’s website unless Probax gives prior written consent to the distribution of such materials. The Referrer will not use Probax's name (or any name that is confusingly similar to Probax’s name) for any purpose on its websites, in its promotional materials, or in any other context except to promote Probax’s website as specified in this Agreement. The Referrer will not register any domain name that incorporates Probax’s name, or that is confusingly similar to Probax’s name.
The Referrer shall indemnify Probax and hold harmless and defend Probax from any claim, damage, lawsuit, action, complaint, or other costs arising out of any breach of the Referrer’s warranties set forth herein. The Referrer shall also indemnify, defend and hold harmless Probax for any damage, loss or other cost arising out of the use or misuse by the Referrer of the Promotional Materials.
Any information that the Referrer is exposed to by virtue of its relationship with Probax under this Agreement, which information is not available to the general public, shall be considered to be “Confidential Probax Information.” The Referrer may not disclose any Confidential Probax Information to any person or entity, except where compelled by law, unless the Referrer obtains prior written consent for such disclosure from Probax.
Probax shall not be responsible for any taxes owed by the Referrer arising out of the Referrer’s relationship with Probax as set forth in this Agreement. Probax shall not withhold any taxes from the Commissions paid to Referrer.
This Agreement may be executed in several counterparts, each of which shall constitute an original and all of which, when taken together, shall constitute one agreement. The individuals accepting this Agreement represent and warrant that they are authorized to bind and do so bind the party on behalf of which they are executing this Agreement.
If any part or parts of this Agreement shall be held unenforceable for any reason, the remainder of this Agreement shall continue in full force and effect. If any provision of this Agreement is deemed invalid or unenforceable by any court of competent jurisdiction, and if limiting such provision would make the provision valid, then such provision shall be deemed to be construed as so limited.
The headings for section herein are for convenience only and shall not affect the meaning of the provisions of this Agreement.
Neither party may assign this Agreement, in whole or in part, without the prior written consent of the other party, except that either party may assign this Agreement in its entirety to any purchaser of all or any substantial portion of its business or assets or to any subsidiary or other Referrer without the prior approval of the other party, provided that the assignee specifically assumes in writing all of the obligations of the assignor. The parties agree that a merger, consolidation or acquisition of a controlling interest in a party shall be deemed an assignment of this Agreement for purposes of this provision.
This Agreement constitutes the entire agreement between Probax and the Referrer, and supersedes any prior understanding or representation of any kind preceding the date of this Agreement. There are no other promises, conditions, understandings or other agreements, whether oral or written, relating to the subject matter of this Agreement.