1. Terminology

• "Agreement" means the agreement between Jimmith Holdings Limited and you that is formed at the time of your acceptance of the below terms and conditions.
• "we," "us," and "our" refers to Jimmith Holdings Limited, which is the owner of the PageSmack platform
• "you," "your," and "yours" refers to you, the approved member of the PageSmack Affiliate Program

2. Headings

3. Purpose of the PageSmack Affiliate Program

3.1 The PageSmack Affiliate Program allows PageSmack customers as well as contractors and businesses to market the services of PageSmack to prospective customers, which include service businesses that operating in the home cleaning and landscaping industry. Marketing of PageSmack by members of the PageSmack Affiliate Program will be done by way of sharing affiliate links via video, blog posts, and posts on social media. Members of the PageSmack Affiliate Program will earn commission on the monthly subscription sales generated from the users who they referred to the PageSmack platform where that referral is subject to the conditions within this Agreement.

4. Affiliate Program Application and This Agreement

4.1 In order to maintain and protect its reputation and interests, we require that applicants agree to the below terms and conditions with the submission of their PageSmack Affiliate Program application. Only applicants whose application is approved are authorized to engage in marketing the services of PageSmack. These terms and conditions must be adhered to as approved members of the PageSmack Affiliate Program engage in any activity that is associated with PageSmack, its products and services, and the marketing and advertising of those products and services.

4.2 Questions regarding these terms and conditions should be directed to our Support Group, which can be contacted at support@pagesmack.com.

4.3 Following the approval of your application, this Agreement is a legally binding agreement between you and us. The acceptance of this Agreement is confirmation of the fact that you
a) have read and understand the terms and conditions outlined in this document,
b) will comply with the terms and conditions outlined in this document.

4.4 The below provisions, obligations, and conditions will form the basis for the Agreement between you and us.

4.5 You agree that you are over the age of 18 years.

5. Advertising Content

5.1 You agree that any content that you post that is in relation to PageSmack and its services will be honest, accurate, truthful, in good faith, and is in compliance with the laws that govern the jurisdictions in which you operate.

5.2 Under no circumstance should you advertise PageSmack or its services in association with material that:

• Promotes sexually, violence, discrimination, racism, or any illegal activities
• Infringes on the intellectual property rights of others
• Is unlawful, slanderous, defamatory, obscene, or ethically or morally questionable as determined by us
• Contains expired or invalid coupon codes
• Contains invalid urls
• Contains misspellings
• Promises prices, deals, or product features or benefits that have not been approved by us

5.3 You agree to indemnify and hold us harmless for any legal claims that arise from your marketing and advertising efforts

5.4 We reserve the right to review advertisements or advertising campaigns prepared by you and prohibit their use as we see fit.

6. Advertising Methods

• Illegal methods
• Morally or ethically objectionable methods as determined by us
• Email
• Phone calls including phone calls to numbers that are on registered on a “DO NOT CALL” list or an equivalent list
• Deceptive pop-ups and/or pop-unders
• Paid online advertisements

7. Service Levels

7.1 While all reasonable precautions have been taken, we make no guarantee that access to www.pagesmack.com will be uninterrupted or free of errors or omissions or that the servers that provide access to our website will be free of unauthorized users.

7.2 Any planned, emergency or unexpected outages that are prolonged will be communicated to you via email.

7.3 You acknowledge that we subcontract the hosting of our website, www.pagesmack.com. As such, we shall not be liable for any disruption of service, including failed delivery of emails, or loss of content or income that results from the action or inaction of the hosting provider.

8. Communication

9. Calculation and Distribution of Earnings

9.1 For any user that activates their account on PageSmack after accessing one of your affiliate links, and where your affiliate link was the last PageSmack affiliate link that they accessed, you'll earn 30% commission on each of their monthly subscription payments.

9.2 Commission payments that are made to you on a monthly basis will be net of any refunds or chargebacks that occurred in the prior month

9.3 You are required to sign up for and hold a PayPal account so that you can receive payments from us. Distribution of earnings will not be conducted in any other manner.

9.4 The email address where commission payments will be sent is the email address that is associated with your PageSmack account.

9.5 Your earnings will be distributed to you by Jimmith Holdings Limited every month via PayPal in US Dollars. These earnings will be paid out to you in the first week of the month for commission earned in the prior month.

9.6 We will not withhold any tax when distributing earnings to you. It is your sole responsibility to comply with your local tax laws when calculating and remitting tax related to earnings obtained from your promotion of PageSmack.

9.7 PayPal transaction fees will be the sole responsibility of PageSmack Affiliate Program members.

9.8 Commission on chargebacks and refunds that pertain to sales attributable to you will be deducted from the next commission payment to the you.

9.9 It is your responsibility to ensure that the email address associated with your PageSmack account remains active.

9.10 No member of the PageSmack Affiliate Program is eligible to receive commission from a referral that wasn't based on the use of a referral link.

9.11 affiliate links will place a tracking cookie on the user's computer. Where the user signs up for an account on www.pagesmack.com within 30 days of accessing your affiliate link, and where you affiliate link was the last PageSmack affiliate link that he or she accessed, you'll be credited with their account activation. You'll receive commission on any purchases made by this user regardless of when they are made.

10. Brand Asset Use and Ownership

10.1 As a member of the PageSmack Affiliate Program, you are hereby granted a limited, non-exclusive, non-transferable, and revocable license to use the PageSmack logos and trademarks ("Brand Assets") solely in connection with the promotion of your affiliate links, subject to the terms and conditions set forth in this Agreement, especially those outlined in Clause 5.2 regarding unacceptable content standards. It is imperative that all promotional materials and content associated with the use of the Brand Assets adhere strictly to the guidelines set forth in Clause 5.2, ensuring that the content does not, in any manner, misrepresent PageSmack, violate any applicable laws, or engage in objectionable or unethical marketing practices.

10.2 Despite the authorization to use the Brand Assets for promotional purposes, PageSmack maintains full and complete ownership of, and all rights to, the PageSmack trade name, logos, and all related Brand Assets. Your use of the Brand Assets does not confer any ownership, title, or interest in or to the Brand Assets, and all use of the Brand Assets by you shall inure to the benefit of PageSmack.

10.3 We reserve the right to review and approve, or reject as we deem necessary, certain uses of our Brand Assets.

10.4 You agree to adhere to the following guidelines when using the Brand Assets:

Quality and Integrity: Ensure that the Brand Assets are used in a manner that maintains their integrity, quality, and reputation. The Brand Assets should not be altered, distorted, or used in a misleading context.

Cease Use: Upon termination of this Agreement or at the request of us, you agree to immediately cease all use of the Brand Assets and remove any such assets from your marketing materials, websites, and any other mediums where they are displayed.

No Misrepresentation: You shall not use the Brand Assets in a way that implies legal partnership, sponsorship, endorsement, or any relationship with PageSmack beyond that of an independent affiliate.

10.5 Failure to comply with these terms regarding the use of the Brand Assets may result in the immediate revocation of your license to use the Brand Assets, termination of this Agreement, and/or other legal action by us, at our discretion.

11. Other Restrictions

11.1 The use of spyware, malware, or any software that can be installed on a user's device without their informed consent to manipulate or track user behavior is strictly prohibited. Such practices are against our ethical guidelines and will result in immediate termination of your participation in our program.

11.2 Cookie stuffing, which involves placing cookies on a user’s computer without their knowledge or engagement with the affiliate link, is not permitted. This practice falsely inflates referral credits and undermines the trustworthiness of our program.

11.3 You should not misrepresent yourself as being a part of the official PageSmack team or mislead customers regarding your relationship with us. Transparency with customers about your status as an independent affiliate is required.

11.4 Commissions will not be awarded for purchases that are deemed to be illegitimate by us, are likely to be refunded, have been refunded, or are associated with a credit card chargeback initiated by the user.

11.5 Registration of domain names that include "PageSmack" or any close variations that may confuse users into believing that the site is an official PageSmack property is not allowed.

11.6 Masking links to disguise the affiliate tracking code or to mislead users about the nature of the link is forbidden. All affiliate links must be clear and transparent.

11.7 You cannot claim any advertisement as being an official advertisement of PageSmack. All promotions should be clearly identifiable as coming from an independent affiliate.

11.8 Misrepresentation of offers, including but not limited to promoting non-existent deals, exaggerating product capabilities, or misleading users about the nature of the affiliate relationship with PageSmack, is prohibited.

11.9 Promoting competitors' products or services on the same page, video, or other promotional materials where PageSmack’s products or services are featured is not allowed. Such practices can confuse users and dilute the effectiveness of the promotion.

11.10 Incentivized traffic, where users are encouraged to click on affiliate links or sign up for services through the promise of rewards or incentives, is not permitted unless specifically allowed by us. This practice can lead to low-quality traffic and potential brand damage.

11.11 The use of unsolicited email marketing (spam) and any form of communication that violates anti-spam laws is banned. All marketing communications must comply with applicable laws and regulations.

11.12 The use of adware that injects ads or replaces existing ads on websites to redirect users through affiliate links is prohibited. Such practices are invasive and can harm the user experience as well as the PageSmack brand.

11.13 You are not eligible to earn commission on the subscription charges of any businesses that you have partial or full ownership of.

12. Termination

12.1 We reserve the right, at our sole discretion, to terminate this Agreement or suspend your access to and use of our Services, at any time and without prior notice, for any reason, including but not limited to:
a) your breach of this Agreement,
b) your violation of any law or the rights of a third party,
c) behavior that, at our reasonable and sole discretion, would detrimentally impact the business entity, operations, reputation or competitive advantage of Jimmith Holdings Limited, or
d) suspected or actual fraudulent, malicious, or unlawful activities.

12.2 Any suspected fraudulent, abusive, or illegal activity may be grounds for terminating this relationship and may be referred to appropriate law enforcement authorities.

12.3 Upon termination of this Agreement, all rights and obligations under this Agreement will automatically terminate except for any right of action occurring prior to termination, payment obligations, and any obligations that, in their nature, are intended to survive termination such as those relating to confidentiality, limitations of liability, and indemnification.

12.4 Termination of this Agreement will result in your affiliate links no longer being associated with your profile on www.pagesmack.com.

12.5 In the event that the Agreement with you is terminated, we will inform you via email within a reasonable time frame via the email address that is associated with your PageSmack account.

12.6 Termination of this Agreement does not remove your responsibility for costs, damages, or liabilities associated with actions that you executed while this Agreement was in place.

12.7 Termination of this Agreement will not make us liable for compensation, damages, or reimbursement of funds including expenditures that were incurred as a result of your marketing efforts or participation in the PageSmack Affiliate Program.

13. Ownership and Association

13.1 Each of the parties, which include Jimmith Holdings Limited and you, acknowledges and agrees that this Agreement is not intended to create, nor shall it be construed as creating, expressly or by implication, any legal partnership, joint venture, employment or agency relationship whatsoever between the parties and neither party shall have, nor represent itself to have, any authority or power to enter into any contract, assume any obligations or make any warranties or representations on behalf of the other or to act for or to undertake any obligation or responsibility on behalf of the other party, except as is specifically provided in this Agreement.

13.2 No clause within this Agreement shall provide you with any interest in, or ownership of, Jimmith Holdings Limited, nor shall anything in this Agreement be construed as providing you with an interest in, or ownership of, Jimmith Holdings Limited.

13.3 The Agreement does not create a principle/agent or employee/employer relationship between you and us.

13.4 You agree to not represent yourself as an employee, representative, or legal partner of PageSmack.

14. Intellectual Property Rights Indemnity

14.1 You agree to indemnify us against any liability, costs or damages associated within an intellectual property infringement claim made in association with an advertising material that you published.

14.2 You agree to notify us immediately in the event that an intellectual property infringement claim is made against you.

14.3 You agree to assume all costs and expenses associated with defending or settling any claims that are the result of content that you published regardless of who the plaintiff names in their claim.

15. Liability

15.1 We shall not be liable for any damages, costs, expenses, losses, liabilities, or lost revenue which arise out of the operation of the PageSmack platform regardless of whether or not we are found to be negligent in our actions.

15.2 The limitation of liability outlined in this section will survive the termination of this Agreement.

16. General

16.1 Your obligations as outlined in this Agreement cannot, at any time, be transferred to another party without our written consent.

16.3 This Agreement and its provisions supersede any other prior agreements and understandings that have been formed either orally or through writing.

16.4 The Agreement will not be subject to The Contracts (Rights of Third Parties) Act 1999.

16.5 We reserve the right to revise, update, or change the details of these terms and conditions without consent or notice. It is your responsibility to periodically review these terms and conditions. The most current terms and conditions that pertain to this Agreement will be available within your profile on www.pagesmack.com.

16.6 You agree that all information and documentation provided to Jimmith Holdings Limited is complete, accurate, and not misleading.

17. PageSmack Affiliate Program Changes

18. Assignability

18.1 We reserve the right to assign, transfer, delegate, or subcontract, either in whole or in part, any of our responsibilities that have been outlined in this Agreement. We are not liable for any damages, costs, losses, liabilities or loss of revenues that result from the actions or negligence of any of our subcontractors.

19. Force Majeure

19.1 We shall not be deemed to have breached the conditions, terms, or obligations expressed within this Agreement nor shall we be liable for the outcome of any delayed or failed delivery of services that result from circumstances are that beyond our reasonable control.

20. Confidentiality and Privacy

20.1 You acknowledge that in the course of your work related to promoting Jimmith Holdings Limited, you may have access to, receive, or collect personal data as defined under applicable data protection laws. You represent and warrant that all your use of this information will be in compliance with all applicable data protection and privacy laws, including, but not limited to, the Personal Information Protection and Electronic Documents Act, SC 2000, c 5, the General Data Protection Regulation (GDPR) and the California Consumer Privacy Act (CCPA), as applicable.

20.2 You will treat as confidential all non-public information concerning the business, affairs, products, services, customers, and intellectual property of Jimmith Holdings Limited ("Confidential Information"). You will not, without prior written consent of Jimmith Holdings Limited, disclose any Confidential Information to any person, or use any Confidential Information for any purpose other than to assist with your activities as promotor of PageSmack.

20.3 If you learn of any unauthorized use, disclosure, loss or compromise of Confidential Information or personal data, you will promptly notify Jimmith Holdings Limited, cooperate with Jimmith Holdings Limited in any investigation or audit related thereto, and assist with any remedial steps or legal actions that Jimmith Holdings Limited elects to pursue.

21. Legal Compliance

22. Indemnification

22.1 You (the “Indemnifying Party”) hereby agree to defend, indemnify, and hold harmless Jimmith Holdings Limited, its subsidiaries and affiliates, and their respective directors, officers, employees, agents, successors, and assigns (collectively, the "Indemnified Parties") from and against all losses, damages, liabilities, deficiencies, actions, judgments, interests, awards, penalties, fines, costs, or expenses of whatever kind (including legal fees on a solicitor and client basis) (collectively, "Losses") incurred by the Indemnified Parties as a result of:
a) any breach or non-fulfillment of any representation, warranty, or covenant under this Agreement by the Indemnifying Party;
b) any negligence or more culpable act or omission (including recklessness or willful misconduct) by you;
c) any failure by the Indemnifying Party to comply with any applicable federal, provincial, state, local, or foreign laws, regulations or codes in the performance of its obligations under this Agreement, including any claim brought by a third party or any claim or demand made by a governmental or regulatory agency.

22.2 Your obligation to indemnify the Indemnified Parties will survive the termination of this Agreement until it is determined to be unenforceable by a court of competent jurisdiction.

22.3 This indemnification provision shall not be construed to limit or exclude any other claims or remedies which the Indemnified Party may assert under this Agreement or by law. We reserve the right to pursue you for damages caused to us by your actions or omissions, howsoever arising, whether or not in connection with this Agreement.

23. Attornment

23.1 For the purposes of any legal proceedings, this Agreement shall be deemed to have been performed in the Province of Saskatchewan and the courts of the Province of Saskatchewan shall have exclusive jurisdiction to entertain any action arising under this Agreement. This Agreement shall be governed by the laws of the Province of Saskatchewan. Any claims that relate to our services or this Agreement are to be filed within the courts of the Province of Saskatchewan.

24. Benefit and Binding

24.1 This Agreement binds and benefits the parties and their respective heirs, personal representatives, successors and approved assigns.

25. Severability

25.1 If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of this Agreement.

26. Representations

26.1 You have the legal right to enter into and be bound by the terms and conditions outlined in the Agreement without the consent of another party.

26.2 You agree that you are at least 18 years of age.

27. Waiver

27.1 Any failure or delay by either party in exercising any right, power or privilege granted by this Agreement shall not operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right, power or privilege.

28. Acknowledgment and Acceptance of Terms and Conditions

28.1 You acknowledge that you have read, comprehended, and agree to be bound by all the terms and conditions outlined within this Agreement.