iDefend Affiliate Terms & Conditions

Last updated: June 2024

These terms and conditions constitute the agreement (the “Agreement”) by and between INVISUS (“INVISUS”, or “Company”) and its Affiliate account holders (“Affiliates”) for the marketing of the iDefend services (“Services”) made available by INVISUS.

Affiliate Enrollment

After submitting your iDefend Affiliate application, INVISUS will notify you of your acceptance or rejection within five (5) business days. You understand that INVISUS may reject your application if it determines your site, social media, or business is unsuitable for the iDefend Affiliate program for any reason. If your application is rejected, you are welcome to reapply at any time.

Marketing Authorization

Upon acceptance of your iDefend Affiliate application, INVISUS grants you a non-exclusive right to market and promote iDefend services and you will be provided a unique Affiliate ID, promo code, offer page links and other resources to be used for marketing purposes.

Independent Contractor

You are retained as an independent contractor of INVISUS and shall not represent yourself as an agent, owner, or officer of INVISUS for any reason. You acknowledge and agree that you are solely responsible for the manner and form by which you perform under this Agreement, and that you are responsible for the withholding and payment of all taxes and other assessments arising out of your performance.

Customer Enrollment and Billing

INVISUS is responsible for customer enrollment and billing for its Services. Except as otherwise approved in writing by INVISUS, Affiliates shall not bill or collect any enrollment data from customers with respect to INVISUS Services.

Services and Customers

You acknowledge and agree that any customer of the Services is an INVISUS customer and has no relationship with you regarding INVISUS services including but not limited to billing, enrollment, or support. Affiliates shall not purport to provide the Services and will direct all inquiries to INVISUS from customers regarding the Services.

Compensation

INVISUS agrees to pay Affiliate the current posted one-time Cost Per Acquisition (“CPA”) for each successful enrollment no later than thirty (30) days after the end of each calendar month.

An enrollment will be deemed a successful enrollment if the customer (i) uses the Affiliate’s promo code, offer pages, or order pages supplied by INVISUS and (ii) then is enrolled as a customer for the Services; (iii) is successfully billed for the Services; and (iv) does not cancel the Services within 30 days of enrollment.

Term and Termination

The term of this Agreement commences once INVISUS has accepted your Affiliate application and will continue until terminated by either party as hereinafter provided. Either party may terminate this Agreement with written notice and without cause. Notwithstanding the foregoing, INVISUS may terminate immediately and without advance notice if you engage in any unlawful activities, misrepresent the Services, solicit INVISUS customers with similar offerings, or do anything to disparage the name and goodwill of INVISUS or its iDefend brand.

Upon termination by INVISUS, INVISUS may (i) immediately suspend, limit, or terminate access to your Affiliate account, and (ii) instruct you to cease all promotional activities, upon which you agree to immediately comply.

Effect of Termination

In the event of termination of this Agreement, net compensation for customers who have successfully enrolled prior to the effective date of termination will be paid to Affiliate and all future compensation will cease.

INVISUS reserves the right to cancel Affiliate’s ProPay commission deposit account that has been provided by INVISUS within 30 days. Any monies not transferred out and that remain in Affiliate’s ProPay account after 30 days from the date of termination will be charged back and collected by INVISUS.

Affiliate Conduct and Marketing Guidelines

You agree to market and promote the iDefend services in accordance with the following Affiliate conduct and marketing guidelines outlined in this section:

Comply with all marketing and advertising rules, regulations, and laws.
All blog posts, social media statuses, tweets and/or comments should be in good taste and free of profane or inappropriate language and/or any content promoting bigotry, racism or discrimination based on race, gender, religion, national origin, disability, sexual orientation, physical disability, or age.
Avoid marketing and advertising on sites that promote in any way (i) sexually explicit material or violence; (ii) discrimination based on race, gender, religion, national origin, sexual orientation, physical disability or age: (iii) illegal activities; and (iv) hate speech or hate of any kind.
All claims related to the iDefend services must be substantiated in fact. Any comparisons to competitors’ products must likewise consist of factual comparisons of the features of the relevant products. Derogatory comments about third parties or their products is prohibited.
Any third-party content you use including statistics, quotes, other factual statements should be from trusted and reputable sources and should not be disseminated if there is any reason to believe the content is inaccurate or misleading. All statistics must be accurately cited.
Avoid language with absolute terms about guarantees of protection such as “iDefend is guaranteed to protect your family from all cyber threats.” An acceptable representation of this would be “iDefend will help you protect your family from cyber threats.”
Follow U.S. Federal Trade Commission (“FTC”) Endorsement rules, regulations, and guidelines, including disclosure of the fact that you receive compensation or other benefits for reviewing and endorsing iDefend.
Email marketing must include a functioning unsubscribe link; prominent opt out instructions, and a telephone number, physical address, or valid email address at which recipient may contact to file complaints and/or opt-out, and must at all times comply with all applicable federal, state and local laws and regulations, including the CAN-SPAM Act.

Prohibited advertising and marketing methods include the following, unless otherwise agreed to in writing by INVISUS:

Posting your Affiliate Promo Code on coupon sites.
Using INVISUS or iDefend brand names within the display of a URL, ad title, or description.
Pay-per-click (PPC) bidding on any INVISUS brand-based terms and misspellings including but not limited to INVISUS, iDefend, iDefend Home, iDefend Family, or iDefend Kids.
Using spam tactics of any kind.
Mentioning competing products and services or using logos or content containing other third-party intellectual property or items requiring proprietary rights.
Contingencies making the purchase of INVISUS products or services a condition of obtaining any other product or service, or otherwise requiring it as the last/final step in a cross-sell for a related product.
Any method to generate impressions, clicks, or transactions that are not initiated by the affirmative action of a consumer.
Featuring or using derogatory, racial, sexual, or explicit content of any kind.
Requirements necessitating consumers to enter credit card information in order to proceed in a related offer.
Spoofs, redirects, or traffic to or from any adult-oriented websites.
Emails or web pages that contain content or creative that is deceptive or misleading, or otherwise fails to comply with all applicable federal and state consumer protection laws.

All development and/or use of INVISUS and iDefend brands, logos and marks for marketing purposes must be expressly approved in writing by INVISUS. Please send all approval requests to affiliates@invisus.com.

Confidentiality

INVISUS and Affiliate, including all directors, employees, agents, sub-affiliates or other representatives, agree to keep confidential, both during the term of this Agreement and for two (2) years after its termination, all information obtained by the Receiving Party with respect to all trade secrets, strategies, software, designs, processes, proprietary matters, and all matters which are competitive and confidential in nature, and will not disclose this information to any person, business, or other entity for any purpose or reason whatsoever without express written permission from the other party.

Notwithstanding anything contained herein to the contrary, confidentiality provisions shall not apply where there is clear evidence that the information (i) was previously known at the time of disclosure, (ii) free of any obligation to keep it confidential, (iii) became publicly known through no wrongful act, (iv) was rightfully received from a third party who was not bound under any confidentiality provisions.

You grant INVISUS the right to disclose the existence and basic structure of any business relationship established between you and INVISUS, including but not limited to, the use of your name in INVISUS marketing materials.

Intellectual Property; Trademarks and Logos

You acknowledge and agree that INVISUS is and shall remain the sole owner of each of its trademarks, logos, service marks, copyrights, patent rights, or other intellectual property rights under which the Services are marketed including without limitation any and all right, title and interest, including any patent, copyright or trade secret right, invention, discovery, process, method, work of authorship, or advertising created or provided by INVISUS in connection with the Services (collectively, the “INVISUS Intellectual Property”).

Affiliate agrees not to use or obtain any website addresses or business names that include Company names, product names, trademarks, or other copyrighted material. Affiliate shall not use the marks, products, programs, trademarks, copyrighted materials, or any other materials produced by the Company in a manner that is likely to cause confusion, mistake, or deception, as to the source of the products or information.

Liability Limitations

In no event will either INVISUS, nor its suppliers, contractors, or representatives be held liable or responsible for any indirect, exemplary, punitive, special or consequential damages of any kind, including without limitation loss of business, revenue, profits, loss of data, interruption of business, or for any claim by any third party except in the event of a breach by a party of its obligations with respect to confidential information or intellectual property. Either party’s cumulative liability for breach of these terms and conditions shall not exceed the greater of the amount of fees or compensation due at the time the claim is asserted.

Warranties

INVISUS makes no representations or warranties, express or implied, including, to the extent permitted by federal, state, and local law, any implied warranty of merchantability concerning its Services and disclaims and excludes all implied warranties, including without limitation warranties of merchantability, fitness for a particular purpose, noninfringement, noninterference with data, or accuracy. Affiliate acknowledges and agrees that INVISUS provides the Services on an “as is” basis and does not authorize Affiliate to make any warranties on its behalf. INVISUS makes no guarantee to Affiliate of income or profit.

Indemnification

Affiliate shall indemnify, defend, and hold harmless INVISUS, its directors, officers, investors, and employees from and against all claims, losses, liabilities, damages, suits, judgments, and costs (including without limitation attorneys’ fees and costs) relating to or arising out of (i) Affiliate’s material breach of its obligations under this Agreement; (ii) actual or alleged infringement or misappropriation of any third party’s copyright, trademark, trade-secret, patent or other proprietary right as it relates to any materials, information, data, or documentation provided or used by Affiliate in marketing the Services.

INVISUS shall indemnify, defend, and hold Affiliate harmless including its directors, officers, investors, and employees from and against all claims, losses, liabilities, damages, suits, judgments, and costs (including without limitation attorneys’ fees and costs) relating to or arising out of actual or alleged infringement or misappropriation of any third party’s copyright, trademark, trade-secret, patent or other proprietary right as it relates to any materials, information, data, or documentation provided by INVISUS to Affiliate in marketing the Services.

Compliance with Applicable Laws

Affiliate represents and warrants that it will comply with all local, state and federal laws, rules and regulations, as applicable in performance of this Agreement, including, without limitation, the Gramm-Leach Bliley Act, 15 U.S.C. §§6801-6809, the Telemarketing and Consumer Fraud and Abuse Prevention Act, 15 U.S.C. §§6101-6108, the Telemarketing Sales Rule Act, 16 C.F.R. pt. 310, the Fair Credit Reporting Act (U.S.C. §1681m(a)), the Federal Trade Commission Act, the Children’s Online Privacy Protection Act, the CAN-SPAM Act of 2003, the Telephone Consumer Protection Act (42 U.S.C. 227), provisions relating to the National Do Not Call Registry ((16. C.F.R. Part 310) and applicable state Do Not Call List requirements, the Fair Debt Collection Practices Act, the Dodd-Frank Wall Street Reform and Consumer Protection Act including but not limited to Section 1031 and 1036, 12 U.S.C §§5531, 5536, Section 5 of the FTC Act, the Fair Debt Collection Practices Act, the Federal Communications Act, and any other applicable local, state, federal or international laws (collectively, “Applicable Laws”).

Survival

The sections of this Agreement including Term and Termination, Confidentiality, Intellectual Property, Indemnification, and Liability Limitations shall survive the termination or expiration of this Agreement.

Force Majeure

Neither INVISUS or Affiliate shall be deemed in violation of this Agreement if it is prevented from performing any of its obligations under this Agreement by reason of severe weather and storms; earthquakes or other natural occurrences; strikes or other labor unrest by any work force other than that of a party; power failures; nuclear or other civil or military emergencies; acts of legislative, judicial, executive or administrative authorities; acts of terrorism; or any other circumstances which are not within its reasonable control.

Governing Law and Jurisdiction

This Agreement shall be governed and construed in accordance with the laws of the state of Utah. You consent to the jurisdiction of the District Courts for Utah County Utah and the U.S. District Court for the District of Utah for any dispute arising out of this Agreement. You agree that in the event of any breach or threatened breach of this Agreement by you, INVISUS may obtain, in addition to any other legal remedies which may be available, such equitable relief as may be necessary to protect INVISUS against any such breach or threatened breach and reimbursement of INVISUS attorneys’ fees and costs.

Entire Agreement, Amendment or Modification

You represent and agree that no promise, inducement, or agreement other than as expressed herein has been made to you and that this Agreement is fully integrated, supersedes all prior agreements and understandings and any other agreement between INVISUS and you, and contains the entire agreement between INVISUS and you.

If any provision of this Agreement is declared invalid, the other provisions remain in full force and effect, and this Agreement shall be deemed to be amended to replace the rights and obligations contained in the invalid provision.

Affiliate may not assign, sell or transfer any part of this Agreement, including without limitation, by change of control or an assignment by operation of law, without INVISUS’s prior written consent.

INVISUS reserves the right to amend or update these Affiliate Terms and Conditions and any Addendums to this Agreement at any time and upon change will publish updated Terms and Conditions for review by all Affiliates. If you disagree with updated or amended terms, you may resign and terminate this Agreement.