• "Business Day"
  means any day other than Friday or Saturday that is not a bank or public holiday;
• "Cancellations Policy"
  means our cancellations policy which can be found at https://www.keepitsimple.co.il/terms/;
• "Commencement Date"
  means the date of your acceptance;
• "Commission Rate"
  means the percentage of commission paid on net sales revenue set out in Sub-clause 11.2;
• "Confidential Information"
  Third-party Cookies are not placed by Us; instead, they are placed by third parties that provide services to Us and/or to you. Third-party Cookies may be used by advertising services to serve up tailored advertising to you on Our Site, or by third parties providing analytics services to Us (these Cookies will work in the same way as analytics Cookies described above).
• "Current Term"
  means the Term that the Parties may be in at any given time;
• "Direct Referral"
  means a sale of a Service Package to a customer who has been led to our website through your website where that customer can be tracked directly from your site to ours without any further intermediaries;
• "Intellectual Property Rights"
  means any rights subsisting in a copyright work, trade mark, patent or design and shall be construed in accordance with the Israeli Copyright Act of 2007;
• "Registered Email Address"
  means the email address of the Affiliate as provided in your Registration Data;
• "Registration Data"
  means the information provided by the Affiliate when registering for enrolment in the Program;
• "Service Package"
  means a particular set of services available from us through our website as defined in Clause 7; and
• "Term"
  means the term of the Agreement, as defined in Clause 17 of these Terms & Conditions, during which you shall participate in the Program under the terms and conditions set out in the Agreement.

2. Enrolment in the Program

• 2.4.1 is in any way unlawful, harmful, threatening, obscene, harassing, discriminatory, defamatory or otherwise objectionable;
• 2.4.2 facilitates or promotes violence, terrorism, or any other criminal activity;
• 2.4.3 is sexually explicit; or
• 2.4.4 infringes or assists or encourages the infringement of any intellectual property rights belonging to any party.

3. Company / Affiliate Relationship

4. Website Links

5. Site Maintenance and Content

• 5.2.1 is in any way unlawful, harmful, threatening, obscene, harassing, discriminatory, defamatory or otherwise objectionable;
• 5.2.2 facilitates or promotes violence, terrorism, or any other criminal activity;
• 5.2.3 is sexually explicit; or
• 5.2.4 infringes or assists or encourages the infringement of any intellectual property rights belonging to any party.

6. Display of Company Information

• 6.3.1 You are responsible for providing us with full and accurate account information and for keeping that information up to date. Such information might include but is not limited to: contact details, payment details, tax information and any other details we may require. We reserve the right to request additional data regarding all the websites where you promote SEO Simple LTD KeepItSimple and the promotional practices you use. Failure to provide accurate information may result in exclusion from the Program, suspension or termination of your Affiliate account and forfeiture of any commissions.
• 6.3.2 You should not create more than one Affiliate account.
• 6.3.3 You should act in good faith to refer customers in good standing.
• 6.3.4 You cannot refer yourself, and you will not receive a commission on your own accounts. You should not use our Program to refer companies that you own or in which you have shares or other interests.
• 6.3.5 You should not take actions or make recommendations to your referrals that result in a potential revenue loss for SEO Simple LTD or SEO Simple LTD KeepItSimple.
• 6.3.6 You should not engage in incentivized programs and business-opportunity sites, using marketing practices that might be unethical or likely to attract customers, not in good standing.
• 6.3.7 You should not use on behalf of your referrals or encourage your referrals to use on their SEO Simple LTD KeepItSimple accounts any copyrighted or third-party material without the proper licenses.
• 6.3.8 You should not copy, alter or modify any icons, buttons, banners, graphics, files or content contained in SEO Simple LTD KeepItSimple’ Links, including but not limited to removing or altering any copyright or trademark notices, without prior written approval from us.
• 6.3.9 You should not engage in any blackhat SEO/spam link building techniques in order to generate more referrals for SEO Simple LTD KeepItSimple.
• 6.3.10 You should not post ads on offensive, illegal, hateful, pornographic, or otherwise distasteful websites.
• 6.3.11 You agree not to violate any applicable law.
• 6.3.12 If we detect a pattern in your affiliate practices that in our reasonable opinion violates any aspect of the Terms & Conditions, we reserve the right to suspend or terminate your affiliate account and cancel all outstanding commission payments due.

• 6.4.1 Using any illegal or spam method of advertising, e.g. unsolicited email, an unauthorized placing of the link in forums, newsgroups, message boards etc.;
• 6.4.2 Bidding on keywords and phrases containing the “SEO Simple LTD” or "KeepItSimple" trademark, or variations or misspellings of the trademarked term on Pay per Click or Pay per Impression campaigns on the search engines (Google, Yahoo, MSN, Ask, Bing or others) without our prior approval. You are not allowed to use the SEO Simple LTD Website(s) as display URL in PPC ads and to direct-link or redirect to the SEO Simple LTD Website(s);
• 6.4.3 Using non-unique copyright infringing content to promote SEO Simple LTD;
• 6.4.4 Providing cash backs, rewards or any other kind of incentives to obtain the sale without our prior approval;
• 6.4.5 Offering price savings methods, including coupon(s), voucher(s), discount codes, or added value offers without our prior approval;
• 6.4.6 Using our advertising and promotional materials, trademark or name in a way which negatively affects our image;
• 6.4.7 Using iframes or any other techniques or technology that places your affiliate tracking cookie by any means other than an actual click-through;
• 6.4.8 Using link cloaking or masking techniques or technology with the goal to promote SEO Simple LTD KeepItSimple on websites and/or networks not explicitly listed in your affiliate profile and hiding that traffic source;
• 6.4.9 Your website(s) must NOT contain lewd, obscene, illegal or pornographic material or any other material that is deemed to be objectionable. This includes, but is not limited to, bigotry, hatred, pornography, satanic materials, trademark and copyright materials, all content of an adult nature, etc. The designation of any materials as such is subject to our reasonable opinion;
• 6.4.11 Your domain name(s), company name, logo, trademark, product(s), project(s), service(s) must NOT contain keywords and phrases containing the “SEO Simple LTD” or "KeepItSimple" trademarks or any other variations or misspellings confusingly similar to SEO Simple LTD or KeepItSimple trademark, name, logo or domain name, without our prior approval;
• 6.4.12 Your domain name(s), company name, logo, trademark, your product(s), project(s), service(s) must NOT contain keywords and phrases that contain or are confusingly similar to third-party trademarks, names, logos or domain names, unless you have been duly authorized by the trademark owner.
• 6.4.13 SEO Simple LTD shall have the sole right to decide if a promotional method you use is appropriate. The use of any advertising method that we consider inappropriate may result in warning, suspension or termination of your affiliate account and cancellation of all outstanding commission payments due.

7. Service Packages

We provide services through our website in courses, bundles and subscriptions. Descriptions for these packages are available in https://www.keepitsimple.co.il/author/affiliate?tab=materials In your Affiliate Dashboard, you will be able to view all the products that you will get commission for.

8. Customer Referral Requirements

9. Orders

10. Affiliate Sales Reporting

• 10.1.1 origin;
• 10.1.2 Service Package selected; and
• 10.1.3 revenue generated.

11. Commission and Referral Fees

• 11.2.1 Notwithstanding Sub-clause 11.2.2 all sales that result from Direct Referrals will attract a onetime commission of the lower value between 22% and 200 ILS.
• 11.2.2 Cookies and IP logs will identify customers that have previously been referred through your website. In the event of such customers are identified, will (unless referred directly from another affiliate’s website) attract a commission of the lower value between 22% and 200 ILS.

12. Trade Marks

• 12.4.1 our Trade Marks shall remain the property of SEO Simple LTD, unless and until we assign those marks to a third party;
• 12.4.2 nothing in these Terms & Conditions shall be deemed to confer any ownership rights in our Trade Marks on you; and
• 12.4.3 you shall not contest the validity of our trademarks.

13. Intellectual Property

14. Affiliate Warranties and Indemnity

• 14.1.1 Your website does not and will not contain any content that:
• a) is in any way unlawful, harmful, threatening, obscene, harassing, discriminatory, defamatory or otherwise objectionable;
• b) facilitates or promotes violence, terrorism, or any other criminal activity;
• c) is sexually explicit; or
• d) infringes or assists or encourages the infringement of any intellectual property rights belonging to any party.
• 14.1.2 Your website is and shall remain functional and, subject to the provisions of Clause 19 of these Terms & Conditions, reasonable downtime for maintenance or third-party access restrictions, accessible to all users of the internet;
• 14.1.3 All necessary authorities, consents and approvals have been obtained in respect of your obligations under these Terms & Conditions and will remain valid and effective throughout the Term;
• 14.1.4 Your obligations under these Terms & Conditions shall constitute legal, valid and binding obligations on you. Such obligations shall be direct, unconditional and general obligations; and
• 14.1.5 You will not refer to us in any way in any unsolicited bulk email campaigns or other spamming practices that you may conduct.

• 14.2.1 breach of any warranty given by you in relation to your website;
• 14.2.2 any claim that your website infringes the patent, copyright, trade mark or other intellectual property rights of any other person, except to the extent that the claim arises from compliance with any terms stipulated by us; and
• 14.2.3 any act or omission by you or your employees, agents or sub-contractors in performing your obligations under these Terms & Conditions.

15. Disclaimers

16. Liability

17. Term and Termination

• 17.2.1 at any time where the other Party has committed a material breach of these Terms & Conditions or the Agreement and such breach has remained unremedied 10 Business Days after receiving written notice of that breach; or
• 17.2.2 if the other Party enters into liquidation whether compulsory or voluntary (except for the purposes of bona fide reconstruction or amalgamation with the prior written approval of the other Party), or compounds with or makes any arrangement with its creditors or makes a general assignment for the benefit of its creditors, or if it has a receiver, manager, administrative receiver or administrator appointed over the whole or substantially the whole of its undertaking or assets, or if it ceases or threatens to cease to carry on its business, or makes any material change in its business, or if it suffers any analogous process under any foreign law.

18. Confidentiality

• 18.1.1 at the time of its acquisition was in the public domain; or
• 18.1.2 at a later date comes into the public domain through no fault of the Receiving Party.

• 18.2.1 that all Confidential Information shall be and shall remain at all times the sole and exclusive property of the Supplying Party;
• 18.2.2 that its right to use Confidential Information shall wholly cease upon the termination of the Agreement; and
• 18.2.3 to return to the Supplying Party on termination of the Agreement all material embodying Confidential Information (including information stored on digital media) or any part thereof and all copies thereof.

19. Force Majeure

Neither Party to these Terms & Conditions shall be liable for any failure or delay in performing their obligations where such failure or delay results from any cause that is beyond the reasonable control of that Party. Such causes include, but are not limited to, power failure, Internet Service Provider failure, industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action or any other event that is beyond the control of the Party in question.

20. Severance

The Parties agree that in the event that one or more of the provisions of these Terms & Conditions is found to be unlawful, invalid, or otherwise unenforceable, that / those provisions shall be deemed severed from the remainder of these Terms & Conditions. The remainder of the Terms & Conditions shall be valid and enforceable.

21. Notice

Unless otherwise stated in these Terms & Conditions, the Parties agree that all notices to be served under the Agreement shall be in writing and may be sent by email to the other Party’s Registered Email Address.

22. Notice

23. General

The Parties shall agree that no failure by either Party to enforce the performance of any provision in these Terms & Conditions shall constitute a waiver of the right to subsequently enforce that provision or any other provision of these Terms & Conditions. Such failure shall not be deemed to be a waiver of any preceding or subsequent breach and shall not constitute a continuing waiver.

The relationship between the Parties shall be and shall remain non-exclusive. Both parties are free to enter into similar relationships with other parties.

You may not assign any or all of your rights or obligations under these Terms & Conditions or the Agreement without our prior written consent, such consent not to be unreasonably withheld.