AFFILIATE PROGRAM AGREEMENT

TERMS AND CONDITIONS

Effective Date: Upon submission of Affiliate Registration Form

Website Domains: gentiam.com, gentiam-electronics-courses.thinkific.com

THE AGREEMENT: This Affiliate Program Agreement (hereinafter called the "Agreement") is provided by the following organization, hereinafter referred to as "Company": Gentiam Consulting LLC dba Gentiam Electronics. Our primary website domains are located at the address listed above. The Agreement is a legal document between you and the Company that describes the affiliate relationship we are entering. This Agreement covers your responsibilities as an affiliate and our responsibilities to you under the Affiliate Program (“Program”). Please ensure you read and understand the entirety of this document, as well as have a lawyer's assistance if you desire, because each of the terms of this Agreement are important to our working relationship. By participating in the Program, you agree to use the Program in the manner specified in, and are bound by, the terms and conditions outlined in this Agreement (“Terms and Conditions”). If you do not agree to these Terms and Conditions in their entirety, you are not authorized to register as an Affiliate or participate in the Program in any manner, regardless of your registration status.

1) DEFINITIONS

The parties referred to in this Agreement shall be defined as follows:

a) Company, Us, We, Merchant: As we describe above, we'll be referred to as the Company. Us, we, our, ours and other first-person pronouns will also refer to the Company, as well as all employees or legal agents of the Company.

b) You, Affiliate: You will be referred to as the "Affiliate." You'll also be referred to throughout this Agreement with second-person pronouns such as You, Your, or Yours. As an Affiliate, you refer customers to use products or services from the Us, the Merchant.

c) Parties: Collectively, the parties to this Agreement (the Company and You) will be referred to as "Parties" or individually as "Party."

d) Affiliate Program: The program we've set up for our affiliates as described in this Agreement.

e) Affiliate Registration Form: The fully completed form which must be provided to us for consideration of your inclusion in the Affiliate Program.

f) Customer, Purchaser, Client: The person who purchased the product through your specific affiliate link or links.

g) Website: The primary website domains we've noted above will, along with any contained pages, subdomains, blogs, and the like, collectively be referred to as Website.

2) ASSENT & ACCEPTANCE

By submitting an application via the Affiliate Registration Form to our Affiliate Program, you warrant that you have read and reviewed this Agreement and that you agree to be bound by it. If you do not agree to be bound by this Agreement, please leave the website immediately and do not submit an application to our Affiliate Program. This Agreement specifically incorporates by reference any Terms of Service, Privacy Policies, End-User License Agreements, or other legal documents which we may have on any location on our Website, including but not limited to https://www.gentiam.com/legal/ and https://www.gentiam.com/privacypolicy.html. 

3) AGE RESTRICTION

You must be at least 18 (eighteen) years of age to join our Affiliate Program or use the Website. By signing this Agreement, you represent and warrant that you are at least 18 years of age and may legally agree to this Agreement. The Company assumes no responsibility or liability for any misrepresentation of your age.

4) PROGRAM SIGN-UP

In order to sign up for our Affiliate Program, you will be required to submit a registration form (“Affiliate Registration Form”) through the affiliate tracking software portal (“Portal”). A link to the Affiliate Registration Form may be provided to you.

Submitting an Affiliate Registration Form does not guarantee inclusion in the Affiliate Program. We evaluate each and every Affiliate Registration Form and are the sole and exclusive decision-makers on Affiliate acceptance. We reserve the right to approve or reject ANY Affiliate Registration Form in our sole and absolute discretion. If we choose not to allow your inclusion in the Affiliate Program, we will attempt to notify you in a reasonable manner. If you do not hear from us within a reasonable time frame, please consider your application rejected. We are not obligated to provide you with any explanation for your rejection, but please be advised we may reject applicants for any reason or manner, including but not limited to a website or social media page which violates our Acceptable Use Policy. You will have no legal recourse against us for the rejection of your Affiliate Registration Form or your application into the Affiliate Program.

If your Affiliate Application is rejected, you may not reapply. If your Affiliate Application is accepted, each of the Terms and Conditions in this Agreement applies to your participation. We may also ask for additional information to complete your Affiliate Application or for you to undertake additional steps to ensure eligibility in the Affiliate Program.

5) NON-EXCLUSIVITY

This Agreement does not create an exclusive relationship between you and us. You are free to work with similar affiliate program providers in any category. This agreement imposes no restrictions on us to work with any individual or company we may choose.

Please be advised the below is a general description of the Affiliate Program. Everything contained in this subsection is subject to the specific terms and conditions throughout the rest of this Agreement.

6) AFFILIATE PORTAL

After your acceptance in the Affiliate Program, you must ensure your account is set up thoroughly on the Portal being used by Company, including specific payout information and location (such as the PayPal account which we may use to post payment). From time to time, the Portal may be upgraded or changed to use a different software at the Company’s discretion. Upon receiving notice of such a change, you are required to ensure your account is set up thoroughly on the new Portal.

7) AFFILIATE LINK AND COUPON

We will provide you with a specific link or links which correspond to certain products or services we are offering for sale (collectively, the "Link"). The Link will be keyed to your identity and will send online users to the Company's website or websites. You hereby agree to fully cooperate with us regarding the Link and that you will explicitly comply with all of the terms of this Agreement for the promotion of the Link at all times. We may modify the specific link or links and will notify you if we do so. You agree to only use links which are prior approved by us. 

The Link is automatically generated, but you may also generate an affiliate Link for a specific product or collection. If a person clicks on someone else’s referral Link and then later they click on yours which is followed by a Qualified Purchase, yours is the one that counts.

An Affiliate might or might not be assigned a coupon code (“Coupon”) with details and usage clarified on the Portal. If a Customer both clicks on the Link and uses the Coupon, you will not receive a double commission. If you are not assigned a branded Coupon, then you are not allowed to promote the Coupon.

An Affiliate may advertise Website or Company products and services by displaying the Link or Coupon on any appropriate online channels, including but not limited to your website, blogs, pages, social media pages or channels such as Facebook, Instagram, YouTube, Twitter, and similar, or offline classified channel ads, magazines, and newspapers, or any other channels you use to market Company products or services (collectively, the "Affiliate Channel"), so long as the activities comply with our Acceptable Use Policy provided in Section 16 and our Affiliate Obligations and FTC Compliance terms, provided in Section 17.

8) SPECIFIC TERMS APPLICABLE

We will determine whether payout is permissible in our sole and exclusive discretion. We reserve the right to reject clicks and/or sales that do not comply with the terms of this Agreement.

Processing and fulfillment of orders will be our responsibility. We will also provide data regarding your account with us through the Portal on which you log into the Program website.

As described above, in order to be eligible for payout, Customer purchases must be "Qualified Purchases." Qualified Purchases:

a) Must not be referred by any other partner or affiliate links of the Company. In other words, Qualified Purchases are only available through your specific Affiliate Link;

b) May not be purchased by an already-existing partner or affiliate of the Company;

c) May not be purchased prior to the Affiliate joining the Affiliate Program;

d) May only be purchased through a properly-tracked Affiliate Link;

e) May not be purchased by a customer in violation of any of our legal terms or Acceptable Use Policy;

f) May not be fraudulent in any way, as defined in the Company's sole and exclusive discretion;

g) May not have been induced by the Affiliate offering the customer any coupons or discounts that are not expressly provided by Company;

9) COMMISSION AND PAYOUT INFORMATION

Each time a user clicks through the Link posted on the Affiliate Channel or uses the affiliate Coupon and completes the sale of the product or service, and we determine it is a Qualified Purchase, as described below, you will be eligible to receive a commission amount (“Commission”), which is calculated based on a commission structure (“Structure”) as defined in the Portal. Commission amount is dependent on the order value not including taxes and other extra fees such as shipping costs. Company may change Commission or Structure at any time in accordance with the terms in Section 13.

Commissions may be defined for a particular product, service, or collections of products or services. For an Affiliate to receive a commission, Affiliate needs to specify the payment details on their Portal settings. The Payment schedule, Commissions status, and paid Commissions are provided on the Portal.

Commission payments made out to Affiliates (“Payouts”) will only be available when the Company has your current address information as well as accounting information and tax documentation. If you are a US person or resident, you will be required to submit a W8/W9 tax form on the Portal prior to any Payouts being made. Accounting information may include an email address for an online method of payment. Payouts will only be sent for transactions that have been successfully completed. Use of the Affiliate Program is subject to a fair use policy which gives Company the right to review each and every referral order. 

Currently, Company employs the following methods of payout:

PayPal

For any changes in your accounting information, you must notify us immediately through the Portal and we will endeavor to make the changes to your payout information as soon as possible.

We explicitly reserve the right to change payout information in our sole and exclusive discretion. If we do so, you will be notified.

Payouts are also subject to the following restrictions:

1. Payouts are only required to be made when a threshold of the following amount is met: $100 (one hundred US dollars). Company reserves the right to make payouts for amounts lower than the threshold at its discretion.

2. Payouts are only considered accrued 30 days after the sale and if the sale has not been refunded to Customer during a 30-day money-back guarantee period (“Refund Period”), during which the Customer is able to cancel the sale and obtain a full refund. 

3. Payouts are only required to be made once per month, after the end of the calendar month. Company reserves the right to make payouts more frequently at its discretion.

4. Payouts will only be required to be available the month or period after they accrue. For example, if payouts are made every 30 days, an entire 30-day period must finish for the accrued payout of that period to be available in the following period. Company reserves the right to make payouts earlier at its discretion.

For any disputes as to payout, the Company must be notified within thirty (30) days of your receipt of the payout. We will review each dispute notification as well as the underlying payout transaction to which it is related. Disputes filed after thirty (30) days of payout will not be addressed.

10) REPORTS

You may log into your account Portal with us to review reports related to your affiliation, such as payout reports and Qualified Purchase information. Please be advised however, that not all listed qualifying purchases have been fully reviewed for accuracy in the reports viewable by you and therefore may be subject to change prior to payout.

11) TERM, TERMINATION & SUSPENSION

The term of this Agreement will begin when we accept you into the Affiliate Program. It can be terminated by either Party at any time with or without cause.

You may only earn payouts as long as you are an Affiliate in good standing during the term. If you terminate this Agreement with us, you will qualify to receive payouts earned prior to the date of termination.

If you fail to follow the terms of this Agreement or any other legal terms we have posted anywhere on our website or websites, you forfeit all rights, including the right to any unclaimed payout.

We specifically reserve the right to terminate this Agreement if you violate any of the terms outlined herein, including, but not limited to, violating the intellectual property rights of the Company or a third party, failing to comply with applicable laws or other legal obligations, and/or publishing or distributing illegal material.

If an Affiliate wishes to be removed from the Affiliate Program, they can do so by contacting: affiliates@gentiam.com.

At the termination of this Agreement, any provisions that would be expected to survive termination by their nature shall remain in full force and effect.

12) MARKETING MATERIALS AND INTELLECTUAL PROPERTY

You agree that the intellectual property owned by the Company includes all copyrights, trademarks, banners, logos, HTML embed codes, trade secrets, patents, and other intellectual property belonging to the Company ("Company IP"). Company may share media such as copyrights, trademarks, banners, logos, URLs, HTML embed codes, or other promotional media (“Company Media”) to you through the Portal. 

Subject to the limitations listed below, we hereby grant you a non-exclusive, non-transferable, revocable license to access our websites in conjunction with the Affiliate Program and to only the Company Media necessary to identify our company and brand. You can download the Company Media in order to share on the Affiliate Channel and to send customers to the Links we provide (“Brand Use”). You may only use the Company Media solely and exclusively in conjunction with Brand Use. You may not modify the Company Media in any way and you are only permitted to use the Company Media if you are an Affiliate in good standing with us. 

We may revoke this license at any time and if we find that you are using the Company Media in any manner not contemplated by this Agreement, we reserve the right to terminate this Agreement.

Other than as provided herein, you are not permitted to use any of the Company Media or any confusingly similar variation of the Company Media without our express prior written permission. This includes a restriction on using the Company Media in any domain or website name, in any keywords or advertising, in any metatags or code, or in any way that is likely to cause consumer confusion.

Please be advised that your unauthorized use of any Company Media shall constitute unlawful infringement and we reserve all of our rights, including the right to pursue an infringement suit against you in federal court. You may be obligated to pay monetary damages or legal fees and costs.

You hereby provide us a non-exclusive license to use your name, trademarks and servicemarks if applicable and other business intellectual property to advertise our Affiliate Program.

13) MODIFICATION & VARIATION

The Company may, from time to time and at any time, modify this Agreement. You agree that the Company has the right to modify this Agreement or revise anything contained herein. You further agree that all modifications to this Agreement are in full force and effect immediately upon being notified of the updates and that modifications or variations will replace any prior version of this Agreement, unless prior versions are specifically referred to or incorporated into the latest modification or variation of this Agreement. If we update or replace the terms of this Agreement, we will let you know via electronic means, which may include an email. If you don't agree to the update or replacement, you can choose to terminate this Agreement as described in Section 11. To the extent any part or subpart of this Agreement is held ineffective or invalid by any court of law, you agree that the prior, effective version of this Agreement shall be considered enforceable and valid to the fullest extent.

14) COOKIES

We use cookies to track people who have clicked on your link, which requires that they use and allow cookies for Company to track their activity. If a person does not allow cookies or clears their cookies then Company cannot track that person and cannot pay Commissions on that Customer’s activity.

The number of days a cookie is considered active (“Cookie Attribution Days”), is the time during which a Customer’s Qualified Purchases are attributed to the last Affiliate who brought the Customer to the Website through the Link or the Coupon. The Cookie Attribution Days is stated on the Affiliate Registration Form in Portal. The Cookie Attribution Days will start from the time a customer clicks on the Link or uses the Coupon. Within the Cookie Attribution Days, every order made by this customer at Company website will result in Commissions to Affiliate, regardless of whether the Customer clicks on the Affiliate’s Link, unless Customer clicks on another affiliate’s Link prior to purchase. If a person clicks on someone else’s Link and then later they click on yours which is followed by a Qualified Purchase, yours is the one that counts.

15) RELATIONSHIP OF THE PARTIES

Nothing contained within this Agreement shall be construed to form any partnership, joint venture, agency, franchise, or employment relationship. You are an independent contractor of the Company and will remain so at all times.You, as an Affiliate, are EXPECTED TO PAY YOUR OWN TAXES ON COMMISSIONS PAID OUT TO YOU. 

16) ACCEPTABLE USE POLICY

You agree not to use the Affiliate Program or our Company for any unlawful purpose or any purpose prohibited under this clause. You agree not to use the Affiliate Program in any way that could damage our websites, products, services, or the general business of the Company.

a) You further agree not to use the Affiliate Program:

I) To harass, abuse, or threaten others or otherwise violate any person's legal rights;

II) To violate any intellectual property rights of the Company or any third party;

III) To upload or otherwise disseminate any computer viruses or other software that may damage the property of another;

IV) To perpetrate any fraud;

V) To engage in or create any unlawful gambling, sweepstakes, or pyramid scheme;

VI) To publish or distribute any obscene or defamatory material;

VII) To publish or distribute any material that incites violence, hate, or discrimination towards any group;

VIII) To unlawfully gather information about others.

17) AFFILIATE OBLIGATIONS & FTC COMPLIANCE

You are responsible for ensuring operation and maintenance of the Affiliate Channel, including technical operations, written claims, links, and accuracy of materials. You must ensure, as noted above, that the Affiliate Channel does not infringe upon the intellectual property rights of any third party or otherwise violate any legal rights.

We may monitor your account, as well as clicks and/or purchases coming through your account. If we determine you are not in compliance with any of the terms of this Agreement, we have the right to immediately terminate your participation in the Affiliate Program.

We require all of our Affiliates to comply with all applicable statutes, regulations, and guidelines set by the federal government, through the Federal Trade Commission, as well as state and local governments as mandated. The Federal Trade Commission requires that affiliate relationships, such as the relationship between you and the Company, be disclosed to consumers.

We recommend that you seek independent legal counsel to advise you of our obligations to disclose in this manner.

You are required to post a conspicuous notice on your website regarding the Affiliate Program. The notice does not have to contain the precise words as the example given below, but should be similar:

We engage in affiliate marketing whereby we receive funds through purchases to our affiliate program through this website or we receive funds through the sale of goods or services on or through this website. We may also accept advertising and sponsorships from commercial businesses or receive other forms of advertising compensation. This disclosure is intended to comply with the US Federal Trade Commission Rules on marketing and advertising, as well as any other legal requirements which may apply.

You are also required to post a conspicuous tag on your website, immediately following the Link you have been provided and identifying it as an advertisement. The tag must be “#ad” and used as in the examples below:

1. A website URL: www.example.com?ref=001 #ad

2. Any form of embedded link: Link #ad

We also require you to comply with any and all applicable data privacy and security laws and regulations, including all of those which may impact your country of residence or your visitors. Such regulations include, but are not limited to, any applicable laws in the United States or the General Data Protection Regulation of the European Union. We also require that you implement adequate organizational and technical measures to ensure an appropriate level of security for the data that you process. Further, you hereby agree to comply with any requests which we may make to you regarding compliance with the General Data Protection Regulation or requests which you may receive from data subjects.

If we find you are not in compliance with any of the requirements of this subpart, we may terminate our relationship with you at our sole and exclusive discretion.

18) REVERSE ENGINEERING & SECURITY

You agree not to undertake any of the following actions:

a) Reverse engineer or attempt to reverse engineer, or disassemble any code, software, product, or service from or on any of our websites or services;

b) Violate the security of any of our websites or services through any unauthorized access, circumvention of encryption or other security tools, data mining or interference to any host, user or network.

19) DATA LOSS

The Company does not accept responsibility for the security of your account or content. You agree that your participation in the Affiliate Program is at your own risk.

20) INDEMNIFICATION

You agree to defend and indemnify the Company and any of its agents (if applicable) and hold us harmless against any and all legal claims and demands, including reasonable attorney's fees, which may arise from or relate to your use or misuse of the Affiliate Program, your breach of this Agreement, or your conduct or actions. You agree that the Company shall be able to select its own legal counsel and may participate in its own defense, if the Company wishes.

21) SPAM POLICY

You are strictly prohibited from using the Affiliate Program for illegal spam activities, including gathering email addresses and personal information from others or sending any mass commercial emails.

22) SERVICE INTERRUPTIONS

The Company may need to interrupt your access to the Affiliate Program to perform maintenance or emergency services on a scheduled or unscheduled basis. You agree that your access may be affected by unanticipated or unscheduled downtime, for any reason, but that the Company shall have no liability for any damage or loss caused as a result of such downtime.

23) NO WARRANTIES

You agree that your use of the Affiliate Program is at your sole and exclusive risk and that any services provided by us are on an "As Is" basis. The Company hereby expressly disclaims any and all express or implied warranties of any kind, including, but not limited to the implied warranty of fitness for a particular purpose and the implied warranty of merchantability. The Company makes no warranties that the Affiliate Program will meet your needs or that it will be uninterrupted, error-free, or secure. The Company also makes no warranties as to the reliability or accuracy of any information. You agree that any damage that may occur to you, through your computer system, or as a result of loss of your data from your use of the Affiliate Program is your sole responsibility and that the Company is not liable for any such damage or loss.

24) LIMITATION ON LIABILITY

The Company is not liable for any damages that may occur to you as a result of your participation in the Affiliate Program, to the fullest extent permitted by law. The maximum liability of the Company arising from or relating to this Agreement is limited to one hundred ($100) US Dollars. This section applies to any and all claims by you, including, but not limited to, lost profits or revenues, consequential or punitive damages, negligence, strict liability, fraud, or torts of any kind.

25) LIABILITY INSURANCE

You will maintain adequate insurance to protect yourself from the following:  (i) claims under workers’ compensation and province disability acts; (ii) claims for damages because of bodily injury, sickness, disease or death that arise out of any negligent act or omission of Affiliate; and (iii) claims for damages because of injury to or destruction of tangible or intangible property, including loss of use resulting therefrom, that arise out of any negligent act or omission of Affiliate.

26) GENERAL PROVISIONS:

LANGUAGE: All communications made or notices given pursuant to this Agreement shall be in the English language.

NO ELECTION OF REMEDIES: Except as expressly set forth in this Agreement, the exercise by Company of any of its remedies under this Agreement will be without prejudice to its other remedies under this Agreement or available at law or in equity.

JURISDICTION, VENUE & CHOICE OF LAW: Through your participation in the Affiliate Program, you agree that California shall govern any matter or dispute relating to or arising out of this Agreement, as well as any dispute of any kind that may arise between you and the Company, with the exception of its conflict of law provisions. In case any litigation specifically permitted under this Agreement is initiated, the Parties agree to submit to the personal jurisdiction of the state and federal courts of the following county: Los Angeles County, California. The Parties agree that this choice of law, venue, and jurisdiction provision is not permissive, but rather mandatory in nature. You hereby waive the right to any objection of venue, including assertion of the doctrine of forum non conveniens or similar doctrine.

ARBITRATION: In case of a dispute between the Parties relating to or arising out of this Agreement, the Parties shall first attempt to resolve the dispute personally and in good faith. If these personal resolution attempts fail, the Parties shall then submit the dispute to binding arbitration. The arbitration shall be conducted in the following county: Los Angeles County. The arbitration shall be conducted by a single arbitrator, and such arbitrator shall have no authority to add Parties, vary the provisions of this Agreement, award punitive damages, or certify a class. The arbitrator shall be bound by applicable and governing Federal law as well as the law of California. Each Party shall pay their own costs and fees. Claims necessitating arbitration under this section include, but are not limited to: contract claims, tort claims, claims based on Federal and state law, and claims based on local laws, ordinances, statutes or regulations. Intellectual property claims by the Company will not be subject to arbitration and may, as an exception to this subpart, be litigated. The Parties, in agreement with this subpart of this Agreement, waive any rights they may have to a jury trial in regard to arbitral claims.

ASSIGNMENT: This Agreement, or the rights granted hereunder, may not be assigned, sold, leased or otherwise transferred in whole or part by you. Any such attempted assignment, transfer or delegation, will be void.  Should this Agreement, or the rights granted hereunder, by assigned, sold, leased or otherwise transferred by the Company, the rights and liabilities of the Company will bind and inure to any assignees, administrators, successors, and executors.

EQUITABLE REMEDIES: Because the Services are personal and unique and because Affiliate will have access to Company IP, Company will have the right to enforce this Agreement and any of its provisions by injunction, specific performance or other equitable relief, without having to post a bond or other consideration, in addition to all other remedies that Company may have for a breach of this Agreement.

ATTORNEYS’ FEES: If any action is necessary to enforce the terms of this Agreement, the substantially prevailing party will be entitled to reasonable attorneys’ fees, costs and expenses in addition to any other relief to which such prevailing party may be entitled.

SEVERABILITY: If any part or subpart of this Agreement is held invalid or unenforceable by a court of law or competent arbitrator, the remaining parts and subparts will be enforced to the maximum extent possible. In such condition, the remainder of this Agreement shall continue in full force.

NO WAIVER: In the event that we fail to enforce any provision of this Agreement, this shall not constitute a waiver of any future enforcement of that provision or of any other provision. Waiver of any part or subpart of this Agreement will not constitute a waiver of any other part or subpart.

HEADINGS FOR CONVENIENCE ONLY: Headings of parts and subparts under this Agreement are for convenience and organization, only. Headings shall not affect the meaning of any provisions of this Agreement.

FORCE MAJEURE: The Company is not liable for any failure to perform due to causes beyond its reasonable control including, but not limited to, acts of God, acts of civil authorities, acts of military authorities, riots, embargoes, acts of nature and natural disasters, and other acts which may be due to unforeseen circumstances.

ELECTRONIC COMMUNICATIONS PERMITTED: Electronic communications are permitted to both Parties under this Agreement, including email or fax. For any questions or concerns, please email us at the following address: affiliates@gentiam.com. 

COUNTERPARTS: This Agreement may be executed in counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument.

ENTIRE AGREEMENT: This Agreement, together with the Affiliate Registration Form, constitutes the complete and exclusive understanding and agreement of the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the subject matter hereof.  In the event of a conflict, the terms and conditions of this Agreement will take precedence over the terms and conditions of the Affiliate Registration Form. Any waiver, modification or amendment of any provision of this Agreement will be effective only if in writing and signed by the parties hereto.

Privacy Policy

Last updated: October 24, 2022

This Privacy Policy is divided into three sections. Section 1 contains the interpretations and definitions of this Privacy Policy. Section 2 contains the policies and procedures used by Gentiam Consulting LLC, the Merchant. Section 3 contains the policies and procedures used by UpPromote, the owner of this affiliate marketing system (“Portal”).

1. Interpretation and Definitions

Interpretation

The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

Definitions

For the purposes of this Privacy Policy:

• Account means a unique account created for You to access our Service or parts of our Service.

• Company (also referred to as either "the Company", “Gentiam”, "We", "Us" or "Our" in this Privacy Policy) refers to Gentiam Consulting LLC or its subsidiaries.

• Cookies are small files that are placed on Your computer, mobile device or any other device by a website, containing the details of Your browsing history on that website among its many uses.

• Courses are any courses Company may offer through its own digital resources or on third-party platforms.

• Country refers to: United States

• Device means any device that can access the Service such as a computer, a cell phone or a digital tablet.

• Personal Data is any information that relates to an identified or identifiable individual.

• Service refers to the Website, Courses, products we may offer through various sales channels, and any services offered through or associated to those sales channels. 

• Service Provider means any natural or legal person who processes the data on behalf of the Company. It refers to third-party companies or individuals employed by the Company to facilitate the Service, to provide the Service on behalf of the Company, to perform services related to the Service or to assist the Company in analyzing how the Service is used. UpPromote is the Service Provider for the Portal.

• Third-party Social Media Service refers to any website or any social network website through which a User can log in or create an account to use the Service.

• Usage Data refers to data collected automatically, either generated by the use of the Service or from the Service infrastructure itself (for example, the duration of a page visit).

• Website refers to Gentiam Electronics, accessible from gentiam.com, any of its subdomains, or the Portal.

• You (also referred to as "Affiliate", “Your”, “Yours”, or any other second-person pronouns in this Privacy Policy) means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable. As an Affiliate, You refer customers to use products or services from the Us, the Merchant.

2. Company Privacy Policy

This Privacy Policy describes Our policies and procedures on the collection, use and disclosure of Your information when You use the Service and tells You about Your privacy rights and how the law protects You.

We use Your Personal data to provide and improve the Service. By using the Service, You agree to the collection and use of information in accordance with this Privacy Policy. This Privacy Policy has been created with the help of the Privacy Policy Generator.

What Are Cookies

As is common practice with almost all professional websites this site uses cookies, which are tiny files that are downloaded to Your computer, to improve Your experience. This page describes what information they gather, how we use it and why we sometimes need to store these cookies. We will also share how You can prevent these cookies from being stored however this may downgrade or 'break' certain elements of the site's functionality.

How We Use Cookies

We use cookies for a variety of reasons detailed below. Unfortunately in most cases there are no industry standard options for disabling cookies without completely disabling the functionality and features they add to this site. It is recommended that You leave on all cookies if You are not sure whether You need them or not in case they are used to provide a service that You use.

Disabling Cookies

You can prevent the setting of cookies by adjusting the settings on Your browser (see Your browser Help for how to do this). Be aware that disabling cookies will affect the functionality of this and many other websites that You visit. Disabling cookies will usually result in also disabling certain functionality and features of this site. Therefore it is recommended that You do not disable cookies. 

Collecting and Using Your Personal Data

Types of Data Collected

Personal Data

While using Our Service, We may ask You to provide Us with certain personally identifiable information that can be used to contact or identify You. Personally identifiable information may include, but is not limited to:

• Email address

• First name and last name

• Phone number

• Address, State, Province, ZIP/Postal code, City

• Usage Data

• Payment portal information (e.g. Paypal)

Usage Data

Usage Data is collected automatically when using the Service.

Usage Data may include information such as Your Device's Internet Protocol address (e.g. IP address), browser type, browser version, the pages of our Service that You visit, the time and date of Your visit, the time spent on those pages, unique device identifiers and other diagnostic data.

When You access the Service by or through a mobile device, We may collect certain information automatically, including, but not limited to, the type of mobile device You use, Your mobile device unique ID, the IP address of Your mobile device, Your mobile operating system, the type of mobile Internet browser You use, unique device identifiers and other diagnostic data.

We may also collect information that Your browser sends whenever You visit our Service or when You access the Service by or through a mobile device.

Information from Third-Party Social Media Services

The Company allows You to create an account and log in to use the Service through the following Third-party Social Media Services or other platforms:

• Google

• Facebook

• Twitter

• Youtube

• Instagram

• Thinkific

If You decide to grant us access to a Third-Party Social Media Service, We may collect Personal data that is already associated with Your Third-Party Social Media Service's account, such as Your name, Your email address, Your activities or Your contact list associated with that account.

You may also have the option of sharing additional information with the Company through Your Third-Party Social Media Service's account. If You choose to provide such information and Personal Data, during registration or otherwise, You are giving the Company permission to use, share, and store it in a manner consistent with this Privacy Policy.

Tracking Technologies and Cookies

We use Cookies and similar tracking technologies to track the activity on Our Service and store certain information. Tracking technologies used are beacons, tags, and scripts to collect and track information and to improve and analyze Our Service. The technologies We use may include:

• Cookies or Browser Cookies. A cookie is a small file placed on Your Device. You can instruct Your browser to refuse all Cookies or to indicate when a Cookie is being sent. However, if You do not accept Cookies, You may not be able to use some parts of our Service. Unless You have adjusted Your browser setting so that it will refuse Cookies, our Service may use Cookies.

• Flash Cookies. Certain features of our Service may use local stored objects (or Flash Cookies) to collect and store information about Your preferences or Your activity on our Service. Flash Cookies are not managed by the same browser settings as those used for Browser Cookies. For more information on how You can delete Flash Cookies, please read "Where can I change the settings for disabling, or deleting local shared objects?" available at https://helpx.adobe.com/flash-player/kb/disable-local-shared-objects-flash.html#main_Where_can_I_change_the_settings_for_disabling__or_deleting_local_shared_objects_

• Web Beacons. Certain sections of our Service and our emails may contain small electronic files known as web beacons (also referred to as clear gifs, pixel tags, and single-pixel gifs) that permit the Company, for example, to count users who have visited those pages or opened an email and for other related website statistics (for example, recording the popularity of a certain section and verifying system and server integrity).

The Cookies We Set

• Account related cookies. If You create an account with us then we will use cookies for the management of the signup process and general administration. These cookies will usually be deleted when You log out however in some cases they may remain afterwards to remember Your site preferences when logged out.

• Login related cookies. We use cookies when You are logged in so that we can remember this fact. This prevents You from having to log in every single time You visit a new page. These cookies are typically removed or cleared when You log out to ensure that You can only access restricted features and areas when logged in.

• Email newsletters related cookies. This site offers newsletter or email subscription services and cookies may be used to remember if You are already registered and whether to show certain notifications which might only be valid to subscribed/unsubscribed users.

• Orders processing related cookies. This site offers e-commerce or payment facilities and some cookies are essential to ensure that Your order is remembered between pages so that we can process it properly.

• Surveys-related cookies. From time to time we offer user surveys and questionnaires to provide You with interesting insights, helpful tools, or to understand our user base more accurately. These surveys may use cookies to remember who has already taken part in a survey or to provide You with accurate results after You change pages.

• Forms-related cookies. When You submit data through a form such as those found on contact pages or comment forms cookies may be set to remember Your user details for future correspondence.

• Site preferences cookies. In order to provide You with a great experience on this site we provide the functionality to set Your preferences for how this site runs when You use it. In order to remember Your preferences we need to set cookies so that this information can be called whenever You interact with a page that is affected by Your preferences.

Cookies can be "Persistent" or "Session" Cookies. Persistent Cookies remain on Your personal computer or mobile device when You go offline, while Session Cookies are deleted as soon as You close Your web browser. You can learn more about cookies here: Cookies by TermsFeed Generator.

We use both Session and Persistent Cookies for the purposes set out below:

• Necessary / Essential Cookies
  Type: Session Cookies
  Administered by: Us
  Purpose: These Cookies are essential to provide You with services available through the Website and Courses and to enable You to use some of its features. They help to authenticate users and prevent fraudulent use of user accounts. Without these Cookies, the services that You have asked for cannot be provided, and We only use these Cookies to provide You with those services.

• Cookies Policy / Notice Acceptance Cookies
  Type: Persistent Cookies
  Administered by: Us
  Purpose: These Cookies identify if users have accepted the use of cookies on the Website and Courses.

• Functionality Cookies
  Type: Persistent Cookies
  Administered by: Us
  Purpose: These Cookies allow us to remember choices You make when You use the Website and Courses, such as remembering Your login details or language preference. The purpose of these Cookies is to provide You with a more personal experience and to avoid You having to re-enter Your preferences every time You use the Website and Courses.

Third Party Cookies

In some special cases we also use cookies provided by trusted third parties. The following section details which third party cookies You might encounter through this site.

• This site uses Google Analytics along with several other Google tracking tools, which are some of the most widespread and trusted analytics solutions on the web for helping us to understand how You use the site and ways that we can improve Your experience. These cookies may track things such as how long You spend on the site and the pages that You visit so we can continue to produce engaging content.
  For more information on Google Analytics cookies, see the official Google Analytics page.

• This site uses Facebook Pixel which is one of the most widespread and trusted analytics solutions on the web for helping us to understand how You use the site and ways that we can improve Your experience. These cookies may track things such as how long You spend on the site and the pages that You visit so we can continue to produce engaging content.
  For more information on Facebook Pixel cookies, see the official Facebook Pixels page.

• Third party analytics are used to track and measure usage of this site so that we can continue to produce engaging content. These cookies may track things such as how long You spend on the site or pages You visit which helps us to understand how we can improve the site for You.

• From time to time we test new features and make subtle changes to the way that the site is delivered. When we are still testing new features these cookies may be used to ensure that You receive a consistent experience whilst on the site whilst ensuring we understand which optimisations our users appreciate the most.

• As we sell products it's important for us to understand statistics about how many of the visitors to our site actually make a purchase and as such this is the kind of data that these cookies will track. This is important to You as it means that we can accurately make business predictions that allow us to monitor our advertising and product costs to ensure the best possible price.

• The Google AdSense service we use to serve advertising uses a DoubleClick cookie to serve more relevant ads across the web and limit the number of times that a given ad is shown to You.
  For more information on Google AdSense see the official Google AdSense privacy FAQ.

• Several partners advertise on our behalf and affiliate tracking cookies simply allow us to see if our customers have come to the site through one of our partner sites so that we can credit them appropriately and where applicable allow our affiliate partners to provide any bonus that they may provide You for making a purchase.

• We also use social media buttons and/or plugins on this site that allow You to connect with Your social network in various ways. For these to work the following social media sites, including Facebook, Youtube, Instagram, Twitter, Google, will set cookies through our site which may be used to enhance Your profile on their site or contribute to the data they hold for various purposes outlined in their respective privacy policies.

For more information about the cookies we use and Your choices regarding cookies, please visit our Cookies Policy or the Cookies section of our Privacy Policy.

Use of Your Personal Data

The Company may use Personal Data for the following purposes:

• To provide and maintain our Service, including to monitor the usage of our Service.

• To manage Your Account: to manage Your registration as a user of the Service. The Personal Data You provide can give You access to different functionalities of the Service that are available to You as a registered user.

• For the performance of a contract: the development, compliance and undertaking of the purchase contract for the products, items or services You have purchased or of any other contract with Us through the Service.

• To contact You: To contact You by email, telephone calls, SMS, or other equivalent forms of electronic communication, such as a mobile application's push notifications regarding updates or informative communications related to the functionalities, products or contracted services, including the security updates, when necessary or reasonable for their implementation.

• To provide You with news, special offers and general information about other goods, services and events which we offer that are similar to those that You have already purchased or enquired about unless You have opted not to receive such information.

• To manage Your requests: To attend and manage Your requests to Us.

• For business transfers: We may use Your information to evaluate or conduct a merger, divestiture, restructuring, reorganization, dissolution, or other sale or transfer of some or all of Our assets, whether as a going concern or as part of bankruptcy, liquidation, or similar proceeding, in which Personal Data held by Us about our Service users is among the assets transferred.

• For other purposes: We may use Your information for other purposes, such as data analysis, identifying usage trends, determining the effectiveness of our promotional campaigns and to evaluate and improve our Service, products, services, marketing and Your experience.

We may share Your personal information in the following situations:

• With Service Providers: We may share Your personal information with Service Providers to monitor and analyze the use of our Service, to contact You.

• For business transfers: We may share or transfer Your personal information in connection with, or during negotiations of, any merger, sale of Company assets, financing, or acquisition of all or a portion of Our business to another company.

• With Related Parties: We may share Your information with Our related parties, in which case we will require those related parties to honor this Privacy Policy. Related parties include Our parent company and any other subsidiaries, joint venture partners or other companies that We control or that are under common control with Us.

• With business partners: We may share Your information with Our business partners to offer You certain products, services or promotions.

• With Your consent: We may disclose Your personal information for any other purpose with Your consent.

Retention of Your Personal Data

The Company will retain Your Personal Data only for as long as is necessary for the purposes set out in this Privacy Policy. We will retain and use Your Personal Data to the extent necessary to comply with our legal obligations (for example, if we are required to retain Your data to comply with applicable laws), resolve disputes, and enforce our legal agreements and policies.

The Company will also retain Usage Data for internal analysis purposes. Usage Data is generally retained for a shorter period of time, except when this data is used to strengthen the security or to improve the functionality of Our Service, or We are legally obligated to retain this data for longer time periods.

Transfer of Your Personal Data

Your information, including Personal Data, is processed at the Company's operating offices and in any other places where the parties involved in the processing are located. It means that this information may be transferred to — and maintained on — computers located outside of Your state, province, country or other governmental jurisdiction where the data protection laws may differ than those from Your jurisdiction.

Your consent to this Privacy Policy followed by Your submission of such information represents Your agreement to that transfer.

The Company will take all steps reasonably necessary to ensure that Your data is treated securely and in accordance with this Privacy Policy and no transfer of Your Personal Data will take place to an organization or a country unless there are adequate controls in place including the security of Your data and other personal information.

Disclosure of Your Personal Data

Business Transactions

If the Company is involved in a merger, acquisition or asset sale, Your Personal Data may be transferred. We will provide notice before Your Personal Data is transferred and becomes subject to a different Privacy Policy.

Law enforcement

Under certain circumstances, the Company may be required to disclose Your Personal Data if required to do so by law or in response to valid requests by public authorities (e.g. a court or a government agency).

Other legal requirements

The Company may disclose Your Personal Data in the good faith belief that such action is necessary to:

• Comply with a legal obligation

• Protect and defend the rights or property of the Company

• Prevent or investigate possible wrongdoing in connection with the Service

• Protect the personal safety of Users of the Service or the public

• Protect against legal liability

Security of Your Personal Data

The security of Your Personal Data is important to Us, but remember that no method of transmission over the Internet, or method of electronic storage is 100% secure. While We strive to use commercially acceptable means to protect Your Personal Data, We cannot guarantee its absolute security.

Children's Privacy

Our Service does not address anyone under the age of 13. We do not knowingly collect personally identifiable information from anyone under the age of 13. If You are a parent or guardian and You are aware that Your child has provided Us with Personal Data, please contact Us. If We become aware that We have collected Personal Data from anyone under the age of 13 without verification of parental consent, We take steps to remove that information from Our servers.

If We need to rely on consent as a legal basis for processing Your information and Your country requires consent from a parent, We may require Your parent's consent before We collect and use that information.

Links to Other Websites

Our Service may contain links to other websites that are not operated by Us. If You click on a third party link, You will be directed to that third party's site. We strongly advise You to review the Privacy Policy of every site You visit.

We have no control over and assume no responsibility for the content, privacy policies or practices of any third party sites or services.

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3. UpPromote Privacy Policy

This Privacy Policy of UpPromote about the affiliate marketing system describes how we may collect and use personal data and the rights granted to Merchants, Affiliates and customers regarding their respective data.

By joining the Affiliate program, You signify Your approval of the terms set out in this Privacy Policy, and other terms and conditions. If You do not agree to this Privacy Policy, You must not use the affiliate marketing system.

UpPromote may update this Privacy Policy from time to time in order to reflect, for example, changes to its privacy practices or for other operational, legal, or regulatory reasons. By continuing to our affiliate program after these changes are posted, You agree to the revised policy.

Personal Information Controller

Any personal information provided to or gathered by UpPromote under this Privacy Notice will be stored and controlled by UpPromote (the data controller).

Information collected from Merchants

When a Merchant uses the app, UpPromote is automatically able to access certain types of information from Merchant’s Shopify account such as email, first name, last name, shop information (shop domain, shop currency, shop address, etc.). UpPromote collects this information to provide You with their Services; for example, to confirm Your identity, contact You, provide customer support when You contact UpPromote, provide You with advertising and marketing activities.

Information collected from Affiliates

When an Affiliate signs up to join a program, UpPromote collects some information to inform Merchants such as email, personal information, payment details and social network information, and so forth. The information would help Merchant evaluate Affiliate background and potential, along with process specific activities within the app and contact the Affiliate if needed.

Information collected from Customers when visiting Merchant website

In order to track referral order, when customers visit a Merchant website and make a purchase, the UpPromote system will collect information of the order such as total order, order items, order ID, and so forth.

About Cookies

“Cookies” are data files that are placed on Your device or computer and often include an anonymous unique identifier.

Cookies are created when a user's browser loads a particular website. The website sends information to the browser which then creates a text file. Every time the user goes back to the same website, the browser retrieves and sends this file to the website's server.

For more information about cookies, including how to disable them, visit allaboutcookies.org.

Because cookies allow You to take advantage of some of the Portal’s essential features, we recommend that You leave them turned on.

Information sharing

Ensuring Your privacy is important to us and UpPromote. UpPromote does not share Your personal information with third parties except as described in this privacy policy. UpPromote may share Your personal information with third-party Service Providers who we employ to process specific functions; examples include providing email marketing activity, analyzing data and other marketing support, etc. Third-party Service Providers have access to personal information only as needed to perform their functions and they must process the personal information in accordance with this Privacy Policy.

UpPromote may also disclose Your personal information to any third party with Your prior consent.

Use of UpPromote app by Children

UpPromote is not intended for children. If You are under 13, You may use the affiliate marketing system Portal only with the supervision of Your parent or guardian.

Your Rights

UpPromote understands that You have rights over Your personal information, and takes reasonable steps to allow You to access, correct, amend, delete, port, or limit the use of Your personal information. If You are using the system and wish to exercise these rights, please contact us through affiliates@gentiam.com. UpPromote may require that You provide them with acceptable verification of Your identity before providing access to such information.

If You are an Affiliate and wish to exercise these rights, please contact the Merchant You interacted with directly — UpPromote serves as a processor on Merchant’s behalf, and can only forward Your request to Merchant to allow Merchant to respond.

Changes to this Privacy Policy

We may update Our Privacy Policy from time to time. We will notify You of any changes by posting the new Privacy Policy on this page.

We will let You know via email and/or a prominent notice on Our Service, prior to the change becoming effective and update the "Last updated" date at the top of this Privacy Policy.

You are advised to review this Privacy Policy periodically for any changes. Changes to this Privacy Policy are effective when they are posted on this page.

Contact Us

If You have any questions about Your personal data or this Privacy Policy, or if You would like to file a complaint about how we process Your personal data, please contact us by email at affiliates@gentiam.com.