This Advertising Agreement applies to all activities of Affiliates participating in the Razor Sparrow Affiliate Program. By participating, you (“Affiliate”) agree to comply fully with this Agreement and all applicable laws.
Affiliates must adhere to all applicable laws and regulations when publishing or distributing advertisements, including but not limited to:
Truth in Advertising Laws – Affiliates must not engage in false, deceptive, or misleading advertising.
Email Marketing Laws – Compliance with the CAN-SPAM Act (15 U.S.C. § 7701) and similar international regulations is required.
FTC Guidelines on Testimonials & Endorsements – Specifically, affiliates must follow the FTC’s Revised Endorsements and Testimonials Guides (16 CFR Part 255) and all related guidelines.
Privacy & Data Protection Laws – Affiliates must respect all applicable privacy regulations, including GDPR, COPPA, CCPA, and industry data security standards.
Platform Terms of Use – Abide by the user agreements and other terms and conditions pertaining to the use of each website and/or platform used for promotion.
AFFILIATES ARE SOLELY RESPONSIBLE FOR ENSURING THEIR ADVERTISING PRACTICES COMPLY WITH APPLICABLE LAWS. RAZOR SPARROW RESERVES THE RIGHT TO REVIEW AND REQUEST CHANGES TO ANY AFFILIATE'S MARKETING MATERIALS AT ITS SOLE DISCRETION. IF RAZOR SPARROW DETERMINES, IN ITS SOLE DISCRETION, THAT YOU ARE NOT IN COMPLIANCE WITH ANY OF THE APPLICABLE LAWS, STATUES, TREATIES, ORDINANCES, REGULATIONS, CODES, GUIDANCE, GUIDELINES, YOU WILL BE CONSIDERED IN MATERIAL BREACH OF THIS AGREEMENT, AND RAZOR SPARROW MAY (IN ITS SOLE DISCRETION), IN ADDITION TO SEEKING ANY OTHER AVAILABLE REMEDIES IN LAW AND EQUITY, TERMINATE THIS AGREEMENT AND YOUR PARTICIPATION IN THE PROGRAM IMMEDIATELY (WHICH MAY INCLUDE, WITHOUT LIMITATION, FORFEITURE OF EARNED COMMISSIONS), WITHOUT LIABILITY.
Affiliates are strictly prohibited from engaging in the following advertising practices:
Making false, exaggerated, or misleading claims about Razor Sparrow’s services or earnings potential.
Publishing or distributing advertisements via telemarketing, fax, or text messaging in any form.
Offering monetary incentives (e.g., rewards points, cash, or prizes) to prospects in exchange for clicking an advertisement or signing up.
Running unauthorized paid search ads (Google, Bing, Yahoo, etc.) that bid on Razor Sparrow’s trademarks, brand names, or competitors' trademarks.
Misrepresenting their affiliation with Razor Sparrow, implying employment, or acting as an official Razor Sparrow representative.
Using predatory SEO tactics, including deceptive redirects, cloaking, or keyword stuffing.
Posting affiliate links or advertisements on websites containing inappropriate, illegal, or offensive content (e.g., adult content, hate speech, or unapproved financial services).
Encouraging existing customers to cancel and re-subscribe through a new Affiliate link.
Razor Sparrow reserves the right to review and require modifications to any public-facing Affiliate content to ensure compliance with this policy. Failure to comply may result in immediate termination from the program and forfeiture of commissions.
Affiliates may:
Promote Razor Sparrow services using their unique Affiliate Links on their own websites, blogs, or social media.
Run compliant search ads that do not mislead users about their relationship with Razor Sparrow and do not bid on prohibited terms.
Offer genuine education or digital resources of tangible value (lesson plans, curriculum guides, etc.), so long as the offers are truthful and delivered as described.
To maintain transparency, Affiliates must clearly disclose their relationship with Razor Sparrow whenever promoting or discussing its services.
On any website, landing page, email, or social media post that advertises Razor Sparrow services, Affiliates must prominently display a disclosure statement. The disclosure must be visible (not buried in links or fine print) and should follow this format:
"Disclosure: I am an independent Razor Sparrow Affiliate and not an employee. I receive referral commissions from Razor Sparrow. The opinions expressed here are my own and do not reflect official statements of Razor Sparrow LLC."
Failure to provide clear and conspicuous disclosure is a violation of FTC’s Endorsement Guidelines and may result in removal from the program.
If Affiliate advertises on social media, the following apply:
Instagram & YouTube:
Each post must include #RazorSparrow and #service_name if referencing a specific Razor Sparrow Service (e.g. #GradeTransferer)
Each post must include #ad in a clear, conspicuous location before the text and before the “More” button.
Instagram: Use Instagram’s “Paid Partnership” tool.
YouTube: The video must display “Ad,” “Advertisement,” “Promotion,” or “Paid Partnership” in a clear, visible font in the top-right corner throughout the video.
Other Social Media (e.g., Facebook, X (formerly Twitter):
Adapt these same disclosures and comply with each platform’s rules.
Affiliates are responsible for compliance with all platform advertising guidelines.
Affiliates must not claim that using Razor Sparrow guarantees income or provides a “business-in-a-box” opportunity.
If you share personal earnings results, you must:
1. Ensure your statements are truthful and supported by evidence.
2. Include this disclaimer:
“These were my results. Your results will vary based on a variety of factors including your education, effort, and market factors. There is no guarantee you will make any money.”
Affiliates must not make negative, misleading, or disparaging remarks about:
Razor Sparrow’s services of Affiliate program
Other Affiliates in the program
Razor Sparrow’s competitors
Prohibited conduct includes, but is not limited to:
Publishing false or misleading claims about Razor Sparrow or its competitors.
Posting negative, defamatory, or harmful content about Razor Sparrow.
Engaging in deceptive SEO tactics, such as using Razor Sparrow’s trademarks or competitors’ trademarks to generate misleading paid search ads.
Direct linking paid search ads to Razor Sparrow’s website without permission.
Affiliates may compare Razor Sparrow to competitors, but only if:
Comparisons are truthful and fact-based.
Information is not misleading to consumers.
Upon acceptance into the Program, you will receive a unique Affiliate ID through Razor Sparrow’s affiliate portal. This Affiliate ID will be embedded in the Affiliate Link, which must be used in all promotional activities to track sales. You may earn Commissions (as defined below) for each successful sale ("Sale") that is tracked to your Affiliate Link.
Razor Sparrow may also offer a Second-Tier Affiliate Program, allowing you to earn Commissions on Sales generated by Affiliates you have referred to the Program (“Second-Tier Affiliates”). The determination of Second-Tier Affiliates and associated Commissions is at Razor Sparrow’s sole discretion.
A Sale occurs when a new customer ("New User"):
1. Navigates to Razor Sparrow’s website through your Affiliate Link.
2. Completes a paid transaction or signs up for a trial that results in a paid subscription within 37 days of their initial click.
3. The last recorded Affiliate Link at the time of starting a trial or initiating a purchase is yours (i.e., the most recent cookie-based referral).
Razor Sparrow has sole discretion in determining:
Whether a Sale has occurred.
Whether a Commission is payable.
Which Affiliate receives credit for the Sale in cases of multiple tracking cookies.
If a New User signs up without an Affiliate Link, no Commissions will be awarded unless otherwise agreed upon in writing by Razor Sparrow.
If a Prospect has multiple Affiliate cookies, the most recent cookie will generally determine which Affiliate receives credit.
No Commission will be awarded in cases of self-referral or manipulative referral switching (see below for restrictions).
If a New User cancels their subscription and re-subscribes under a different Affiliate within 90 days, Razor Sparrow may override cookie tracking and deny the new referral.
Affiliates may not encourage existing Razor Sparrow customers to cancel and re-subscribe using their Affiliate Link.
Affiliates may not attempt to “unaffiliate” users from a previous Affiliate and “re-affiliate” them under their own link.
Affiliates may not tamper with cookie settings or interfere with the tracking system.
A Commission is considered earned only if:
1. The New User’s account remains active and in good standing for at least 45 days post-purchase.
2. The Affiliate has a registered third-party payment provider account and has provided complete and accurate payout details.
3. The Sale is not fraudulent and does not violate this Agreement or applicable laws.
Commissions will not be paid on Sales from sanctioned countries or parties (e.g., Cuba, Iran, North Korea, Syria, or any OFAC-listed entity). Commissions will not be paid if the Affiliate fails to maintain an active third-party payment provider account or provides incomplete/inaccurate payout details.
The Commission Rate for each Affiliate Link is available in Razor Sparrow’s affiliate portal. Different Affiliate IDs may have different Commission Rates depending on promotional campaigns.
Commissions are paid on the 15th of each month for all eligible Sales received in the prior month. If the 15th falls on a weekend or holiday, the payout will typically occur on the next business day. Commissions are calculated based on the total amount received by Razor Sparrow excluding taxes and fees.
The minimum payout amount is $5.00 USD. If an Affiliate's Commissions do not reach $5.00 within 120 days, those Commissions will be forfeited.
Commissions are paid in U.S. Dollars (USD) or available currency options provided by the payment processor. Some payment methods may have processing fees deducted from payouts.
Affiliates must register with a third-party payment provider to receive Commission payouts.
Tax Documentation Requirements:
U.S. Affiliates must provide a W-9 tax form.
Non-U.S. Affiliates must provide a W-8 form or any equivalent tax documentation.
Failure to submit required tax documents may result in withheld or forfeited Commissions.
If you are a non-U.S. resident, Razor Sparrow may be required to withhold taxes in accordance with applicable laws. You are responsible for ensuring compliance with tax obligations in your jurisdiction.
If a Sale is refunded or results in a chargeback, the Commission associated with that Sale will be deducted from future payouts.
If a Commission was already paid for a refunded or disputed transaction, it will be deducted from future payouts. Razor Sparrow reserves the right to withhold future payouts to recover any overpaid or unearned Commissions.
No Commissions will be earned for Sales deemed fraudulent or in violation of this Agreement. If a fraudulent transaction is detected after a payout, Razor Sparrow reserves the right to withhold future Commissions or demand a refund.
Razor Sparrow will make reasonable efforts to process all earned Commissions. However, Commissions may be forfeited if:
1. The Affiliate fails to provide accurate payout details.
2. The Affiliate does not maintain an active third-party payment provider account.
3. Razor Sparrow is unable to issue a payout for reasons beyond its control.
4. Commissions remain unpaid due to incomplete tax documentation for more than 120 days.
Razor Sparrow reserves the right to:
Modify Commission rates, payout schedules, and eligibility criteria at its sole discretion.
Terminate Affiliate accounts found engaging in fraudulent, deceptive, or prohibited activities.
Suspend payouts if an Affiliate is under investigation for compliance violations.
Affiliates will be notified of material changes via email or updates to the Affiliate Portal.
Razor Sparrow may provide you with certain intellectual property, resources, or materials for use in connection with the Affiliate Program (collectively, “Razor Sparrow Materials”). You acknowledge that Razor Sparrow retains full ownership of these materials, and your use is strictly limited to the scope permitted under this Agreement.
You agree that:
All use of Razor Sparrow Materials, including any associated goodwill, benefits Razor Sparrow exclusively.
You will not claim ownership, contest Razor Sparrow’s rights, or take any action inconsistent with Razor Sparrow’s ownership of the materials.
You must comply with Razor Sparrow’s Brand Style Guidelines (available through the Razor Sparrow Portal) and directives, including proper trademark notices (e.g., the ® symbol).
Your authorization to use Razor Sparrow Materials is personal and non-transferable; you may not sublicense or allow third parties to use them.
Upon request, you must provide samples of any materials that incorporate Razor Sparrow’s trademarks.
Razor Sparrow grants you a non-exclusive, royalty-free license to use Razor Sparrow Materials only for promotional activities explicitly approved by Razor Sparrow. Any use beyond the permitted scope requires prior written consent.
All rights related to Razor Sparrow’s software, services, trademarks, logos, and intellectual property ("Razor Sparrow IP") remain exclusively with Razor Sparrow, including future developments. Affiliates may not:
Use Razor Sparrow’s IP as part of their company name, domain name, or branding without prior approval.
Promote or engage with businesses or individuals infringing Razor Sparrow’s IP.
Use Razor Sparrow’s IP in any unauthorized manner, including misleading advertising or creating derivative works.
You agree to promptly notify Razor Sparrow if you become aware of any actual or potential infringement of Razor Sparrow IP and to assist in enforcing Razor Sparrow’s rights, if required.
To protect the security of Razor Sparrow’s services, you must implement commercially reasonable safeguards to prevent unauthorized access, hacking, or redistribution of Razor Sparrow’s content. Any security breaches must be reported to Razor Sparrow immediately at [email protected].
By participating in the Affiliate Program, you grant Razor Sparrow a non-exclusive, royalty-free license to use any content you publish or distribute in connection with Razor Sparrow. This includes, but is not limited to:
Promotional materials, advertisements, and other media related to Razor Sparrow.
Content used to market or generate interest in the Affiliate Program.
Recognition of achievements or contributions made by you as an Affiliate.
Additionally, if you participate in any Razor Sparrow-related events, media activities, or promotional campaigns (collectively, "Activities"), you grant Razor Sparrow the absolute right to use and distribute any content featuring your image, voice, likeness, and contributions ("Likeness"). This includes, but is not limited to:
Virtual and in-person events, contests, and strategy sessions.
Podcasts, workshops, masterminds, and summits.
Conferences, promotional campaigns, and testimonials.
You represent and warrant that:
1. You have not granted exclusive rights to your Likeness to any third party.
2. No additional authorization or consent is required for Razor Sparrow’s use of your Likeness.
You waive any right to review or approve Razor Sparrow’s use of your Likeness in promotional or advertising materials. You also release Razor Sparrow from any claims, including but not limited to:
Libel, slander, or invasion of privacy.
Copyright or right of publicity infringement.
Digital alterations, including blurring, distortion, or composite modifications.
This release applies whether modifications are intentional or unintentional, and you acknowledge that Razor Sparrow has sole discretion over how your Likeness is used.
This Agreement takes effect upon the earlier of your acceptance or digital signing. Your participation in the Affiliate Program continues indefinitely unless terminated by either party.
Either party may terminate this Agreement at any time, with or without cause, by providing thirty (30) days’ written notice. However, if Razor Sparrow determines, in its sole discretion, that you have violated any term of this Agreement, applicable law, or engaged in conduct that jeopardizes Razor Sparrow’s reputation, we may immediately:
Terminate this Agreement without notice.
Freeze or revoke any pending Commission payments.
Suspend or terminate any accounts owned or controlled by you.
In the event of termination due to a breach or violation on your part, you forfeit all unpaid Commissions and any future earnings under the Program without further liability to Razor Sparrow.
Upon termination or cancellation of this Agreement, all provisions that, by their nature, should survive—including but not limited to limitations of liability, warranty disclaimers, indemnity obligations, and class action waiver provisions—will remain in full force. Any representations and warranties made by you shall also survive termination.
By participating in the Program, you represent and warrant that there are no prior or pending government investigations, legal inquiries, or prosecutions against you by the Federal Trade Commission (FTC), any other governmental agency, or regulatory authority, nor any lawsuits related to alleged consumer protection violations or fraudulent advertising practices.
If, at any time after executing this Agreement, you become the subject of a government investigation, regulatory inquiry, prosecution, or private lawsuit, you must notify Razor Sparrow in writing within 24 hours. Razor Sparrow reserves the right to immediately terminate your participation in the Program based on such developments.
This Agreement constitutes the entire understanding between the parties concerning the Affiliate Program and supersedes any prior written or oral agreements.
If you have entered into a separate written agreement with Razor Sparrow regarding the Program, that separate agreement shall govern in the event of a conflict with this Agreement.
As an Affiliate, you are an independent contractor of Razor Sparrow. This Agreement does not create an employer-employee relationship, nor does it establish a partnership, joint venture, or agency relationship.
You do not have the authority to:
Act on behalf of, bind, or obligate Razor Sparrow in any capacity.
Represent yourself as an employee, agent, or partner of Razor Sparrow.
You are solely responsible for:
Your business activities, actions, and omissions.
Any personnel working on your behalf.
Compliance with all applicable laws and tax obligations related to your affiliate earnings.
Razor Sparrow may, from time to time, provide recommendations, strategies, or compliance guidelines for informational purposes. However, these materials do not constitute legal, financial, or business advice, nor do they relieve you of your responsibility to ensure compliance with applicable laws. Razor Sparrow assumes no liability for your adherence to such laws.
Razor Sparrow makes no guarantees, warranties, or promises regarding your business success, income, or ability to generate sales, the volume of leads or referrals you may receive through the Program, or any financial results or outcomes from your participation. You acknowledge that neither Razor Sparrow nor the Affiliate Program constitutes a business opportunity, franchise, or assisted marketing plan. Your success as an Affiliate depends solely on your individual efforts, strategies, and market conditions.
To the fullest extent permitted by law, Razor Sparrow and its officers, directors, shareholders, employees, independent contractors, service providers, and agents shall not be liable for any indirect, special, incidental, punitive, exemplary, or consequential damages arising from or related to this Agreement, the Services, the Affiliate Program, or any Recommendations. This includes, but is not limited to:
Loss of profits, revenue, business opportunities, or data.
Costs related to procurement of substitute services or products.
Any damages resulting from the use or attempted use of Razor Sparrow’s Services or any third-party services linked to the Program.
This limitation of liability applies regardless of the legal theory under which damages are sought, including contract, tort (such as negligence or strict liability), or warranty claims.
In any case, Razor Sparrow’s total liability shall not exceed the lesser of:
Three (3) times the total payments made by you to Razor Sparrow in the month preceding the incident giving rise to the claim, or
One hundred dollars ($100).
These limitations shall not prevent Razor Sparrow from seeking any available remedies under law or equity.
This Agreement shall be governed by and construed under the laws of the United States and the State of New Jersey, without regard to conflict of law principles. You agree to submit to the personal jurisdiction and venue of the state and federal courts located in Trenton, New Jersey, and waive any objections to such jurisdiction.
If you are a consumer residing in the European Union, you may bring claims in the courts of your country of residence.
Any claim arising under this Agreement must be filed within one (1) year from the date the cause of action occurred. Claims filed after this period are permanently barred.
Alternative Dispute Resolution:
Before initiating legal proceedings, both parties agree to attempt to resolve disputes informally and in good faith within thirty (30) days. If a resolution is not reached, the dispute may be submitted to mediation. If mediation fails, either party may pursue available legal remedies.
Class Action Waiver:
You and Razor Sparrow agree that all disputes shall be resolved on an individual basis. Class actions and class arbitrations are not permitted. You may only bring claims on your own behalf and may not seek relief that would impact other affiliates or users.
You agree to indemnify, defend, and hold harmless Razor Sparrow, its officers, directors, employees, owners, members, affiliates, and assigns from any claims, damages, liabilities, losses, costs, or expenses (including reasonable attorneys’ fees) arising from:
You agree to indemnify, defend, and hold harmless Razor Sparrow, its officers, directors, employees, owners, members, affiliates, and assigns from any claims, damages, liabilities, losses, costs, or expenses (including reasonable attorneys’ fees) arising from:
Your Use of the Program – Including reliance on any data, information, or Recommendations provided by Razor Sparrow.
Breach of this Agreement – Any alleged or actual violation of these Terms by you or those acting on your behalf.
Use of Razor Sparrow’s Intellectual Property – Any unauthorized or improper use of Razor Sparrow IP, materials, or trademarks.
Your Business Practices – Including negligence, gross negligence, willful misconduct, or misrepresentations in promoting Razor Sparrow’s services.
Marketing and Advertising – Any claim that materials, ads, or campaigns created by you infringe third-party rights, mislead consumers, or violate regulations.
Razor Sparrow reserves the right to assume the exclusive defense of any claim at your expense. You agree to cooperate with our defense and may not settle any claim without our prior written consent.
If any provision of this Agreement is found to be invalid, unenforceable, or contrary to applicable law, it shall be modified to the extent necessary to comply with the law, while the remainder of this Agreement shall remain in full force and effect.
Any breach or threatened breach of this Agreement may result in irreparable harm to Razor Sparrow. In such cases, Razor Sparrow is entitled to seek injunctive relief or other equitable remedies without posting a bond and without having to prove actual damages. This does not limit Razor Sparrow’s ability to pursue other legal remedies.
Affiliates must notify Razor Sparrow of any complaint or dispute related to their activities under this Agreement within twenty-four (24) hours of receipt. Complaints should be submitted to Razor Sparrow’s support team via https://razorsparrow.com/contact.
Razor Sparrow shall not be liable for any failure or delay in performance caused by a Force Majeure Event, provided that reasonable notice is given and good faith efforts are made to resolve the issue.
A "Force Majeure Event" includes, but is not limited to:
Natural disasters (earthquakes, floods, hurricanes, fires).
Acts of war, terrorism, civil unrest, or military conflicts.
Government actions, embargoes, regulations, or legal restrictions.
Labor strikes, work stoppages, or supply chain disruptions.
Pandemics, epidemics, public health emergencies, or quarantines.
Power failures, communication failures, cyberattacks, or other technological failures.
If a Force Majeure Event occurs, the affected party shall notify the other party as soon as possible, detailing the impact on performance. If the delay extends beyond thirty (30) days, either party may terminate the Agreement.
During your participation in the Affiliate Program, you may receive confidential business, technical, financial, or proprietary information from Razor Sparrow, including but not limited to marketing materials, brand guidelines, operational details, customer or user data, and the terms of this Agreement. All such information is considered Confidential Information, and you agree to maintain its confidentiality and use it solely for the purposes of fulfilling your obligations under the Program or any separate service agreement with Razor Sparrow.
You acknowledge that Confidential Information is the exclusive property of Razor Sparrow and shall not be disclosed to any third party without prior written consent. You are required to take all reasonable precautions to prevent unauthorized access, distribution, or misuse. Confidential Information does not include information that is publicly available through no fault of your own, lawfully obtained from an independent source without restriction, or independently developed without reliance on Razor Sparrow’s materials.
If you are legally required to disclose any Confidential Information due to a subpoena, court order, or regulatory obligation, you must notify Razor Sparrow in advance to the extent legally permissible, allowing us the opportunity to seek protective measures or limit disclosure.
Additionally, if Razor Sparrow provides you with any Personal Information—such as data related to customers, users, or leads—you represent and warrant that you will handle such information in full compliance with applicable privacy laws and regulations. You must not share, sell, or transfer any Personal Information to third parties, regardless of whether the third party is under a confidentiality agreement, without the express written consent of Razor Sparrow. If you collect or process Personal Information outside of Razor Sparrow’s systems, you must maintain a publicly available privacy policy that clearly discloses how such data is used, stored, and protected.
Failure to adhere to these confidentiality and privacy obligations may result in immediate termination of your participation in the Program, forfeiture of commissions, and potential legal action.
Razor Sparrow is not responsible for the content, reliability, security, or functionality of any third-party services that may be linked to or used in connection with the Affiliate Program.
No Endorsement: The inclusion of third-party services does not imply Razor Sparrow’s endorsement or approval of their content, policies, or business practices.
No Guarantees: We make no representations or warranties regarding the accuracy, legality, availability, or suitability of any third-party services.
Your Responsibility: If you choose to engage with or integrate third-party services while promoting Razor Sparrow, you do so at your own risk and are solely responsible for compliance with applicable laws and agreements related to those services.
Razor Sparrow reserves the right to prohibit the use of certain third-party services if they pose a risk to security, violate laws, or conflict with our policies.
A "Force Majeure Event" includes, but is not limited to:
We welcome any comments, questions, and communication at [email protected].