Management and Strategy Institute Affiliate Program Agreement

Last Updated: 12/10/2025


(1) These Terms & Conditions apply to participants in the Management and Strategy Institute Affiliate Program (the "Program").


(2) In these Terms & Conditions, "Company", "we", "us", "our" and "MSI" means Management and Strategy Institute, operating in the Commonwealth of Pennsylvania, United States.


(3) In these Terms & Conditions, "Affiliate", "you" and "your" means the individual or organization that is applying to become a participant in the Program and who will accept these Terms & Conditions upon joining the same.


(4) By accepting these Terms & Conditions you agree to be bound by them and shall enter into a binding agreement with us (the "Agreement").


1. Definitions and Interpretation


1.1 In these Terms & Conditions the following terms shall have the following meanings:


  • "Business Day" means any day other than Saturday or Sunday that is not a federal or state public holiday in the United States.


  • "Cancellations Policy" means our cancellations / refund policy which can be found at: https://courses.msicertified.com/terms.


  • "Commencement Date" means the date of your acceptance into the Program.


  • "Commission Rate" means the percentage of commission paid on net sales revenue as set out in Sub-clause 11.2 or in your Affiliate Dashboard.


  • "Confidential Information" means any non-public information disclosed by one Party to the other, whether oral, written, electronic, or in any other form, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information.


  • "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 tracking link where that customer can be tracked directly from your link to ours without any further intermediaries.


  • "Intellectual Property Rights" means any and all rights in and to copyrights, trademarks, service marks, trade names, trade dress, domain names, patents, trade secrets, and other proprietary rights, including all registrations, applications, renewals and extensions thereof, as recognized under applicable U.S. law.


  • "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 enrollment in the Program.


  • "Service Package" means a particular course, bundle, subscription, or set of services available from us through our website as defined in Clause 7.


  • "Term" means the term of the Agreement, as defined in Clause 17, during which you shall participate in the Program.

2. Enrollment in the Program


2.1 By enrolling in the Program you agree that, at the time of registration, you will provide accurate and complete Registration Data and that you shall inform us of any changes in your Registration Data.


2.2 Upon your acceptance of these Terms & Conditions, subject to our approval and Sub-clause 2.4 below, the Agreement is deemed to be in effect. You will not be sent a signed Affiliate Agreement in hard copy.


2.3 We may, at our sole discretion, review your website or promotional channels following your acceptance of these Terms & Conditions. You will be informed within a reasonable period of the outcome of your application. Following your acceptance, you will receive further instructions and guidance to allow you to commence marketing our services.


2.4 We may, in our sole discretion, choose to reject any application for any reason (and are under no obligation to disclose such reasons). Reasons for which an application may be rejected include, but are not limited to, content on your website or channels that:


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.


2.5 You acknowledge that your relationship with us is non-exclusive and that we may work with other affiliates, agencies, or partners at any time.


3. Company / Affiliate Relationship


3.1 Nothing in these Terms & Conditions shall constitute, or be deemed to create, an employment relationship or partnership between the Parties; nor, except as expressly provided, shall it designate, or be deemed to designate, any Party the agent of any other Party for any purpose.


3.2 You are an independent contractor. You shall have no right or authority to and shall not do any act, enter into any contract, make any representation, give any warranty, incur any liability, or assume any obligation, whether express or implied, of any kind on our behalf or bind us in any way.


3.3 You are solely responsible for your own business operations, employees, contractors, taxes, and compliance with all applicable laws.


4. Website Links


4.1 Your Affiliate Dashboard will contain the requisite materials for hyperlinks to our website. These materials may include HTML code and/or a selection of graphics files.


4.2 The HTML code as it appears in your Affiliate Dashboard must be copied exactly and not altered in any way. Failure to comply with this condition may result in your receiving no credit for sales generated through your links.


4.3 Under no circumstances may any of the graphics files provided by us be modified in any way without our prior written authorization. You may not use graphics files of your own which incorporate our trademarks without prior written consent.


4.4 All graphics files that we may provide for use as links may be displayed throughout your website or channels as you deem appropriate, subject to our prior consent (which shall not be unreasonably withheld). We reserve the right to request the alteration or removal of any link or graphic from your website or channels.


4.5 You are responsible for maintaining all links to our website and ensuring they remain functional and correctly formatted.


5. Site Maintenance and Content


5.1 Each Party shall be exclusively responsible for maintaining and updating its own website and channels. Subject to the provisions of this Clause 5 and Clause 14, neither Party shall have any obligations to the other in relation to maintenance or content of their respective sites or channels.


5.2 Neither Party may host or publish any content that:


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.


5.3 Neither Party shall be under any obligation to pre-screen any content added to their website by third parties; however, in the event that either Party receives from the other a written notification of any content that falls within Sub-clause 5.2, such content must be removed within 5 Business Days of receipt of such notice.


6. Display of Company Information & Affiliate Responsibilities


6.1 As an Affiliate, you are free to display pricing and other information relating to our Service Packages. It is your responsibility to keep such information up-to-date through your own efforts; we will not provide proactive pricing updates.


6.2 We reserve the right to alter pricing, product structure, and offers at any time in accordance with our own policies.


6.3 Your Responsibilities: As a Management and Strategy Institute Affiliate you agree that:


6.3.1 You are responsible for providing us with full and accurate account information and for keeping that information up to date, including contact details, payment details, and any tax or compliance information we may reasonably require.
6.3.2 You will not create more than one Affiliate account without our written consent.
6.3.3 You will act in good faith to refer genuine customers in good standing.
6.3.4 You will not refer yourself, your own MSI account, or any company in which you have ownership or controlling interest for the purpose of generating commissions.
6.3.5 You will not take actions or make recommendations intended to produce revenue loss for Management and Strategy Institute.
6.3.6 You will not use copyrighted or third-party material without proper licences.
6.3.7 You will not copy, alter or modify our icons, buttons, banners, graphics, files or content, including removing or altering any copyright or trademark notices, without prior written approval.
6.3.8 You will not engage in black-hat SEO or spam link-building techniques.
6.3.9 You will comply with all applicable laws, including but not limited to consumer protection, advertising, privacy, and data protection laws.


6.4 Affiliate Advertising & Email Compliance


6.4.1 Inappropriate advertising methods include, but are not limited to:


  • Using any illegal or spam method of advertising, including unsolicited email ("spam"), unauthorized links in forums, newsgroups, or message boards.


  • Bidding on keywords and phrases containing "Management and Strategy Institute," our trademarks, or close variations/misspellings in pay-per-click or pay-per-impression campaigns without prior written approval.


  • Using our websites as display URLs in PPC ads or direct-linking/redirecting to our websites without approval.


  • Using non-unique or copyright-infringing content to promote us.


  • Using pay-to-read, pay-to-click, banner exchanges, click exchanges, PPV, pop-ups/unders, or similar low-quality traffic sources.


  • Offering cash backs, rewards, or any other incentives, coupons, discount codes, or added value offers that we have not pre-approved in writing.


  • Using our trademark or name in a way which negatively affects our image.


  • Using iframes, cookie stuffing, or similar technologies to place affiliate tracking cookies by any method other than an intentional user click.


  • Using link cloaking or masking to hide traffic sources or mislead about where promotions are placed.


6.4.2 Your website(s), domain name(s), company name, logo, trademarks, products, projects, or services must NOT contain keywords or phrases that are confusingly similar to our trademark, name, logo, or domain name without our prior written approval.


6.4.3 You must comply with FTC Endorsement Guidelines. This includes clear and conspicuous disclosure that you earn commissions from affiliate links (e.g., "This post contains affiliate links. I may earn a commission if you purchase.").


6.4.4 Email Marketing: You may only promote us via email if:


  • Your email list is clearly opt-in / permission-based;


  • You comply with the CAN-SPAM Act (U.S.) and, where applicable, GDPR or similar privacy laws;


  • You include a valid physical address, a functioning unsubscribe link, and truthful subject lines and sender information;


  • You honor unsubscribe requests within the legally required timeframe.


6.4.5 We reserve the sole right to determine whether any promotional method you use is appropriate. Use of any method we deem inappropriate may result in warning, suspension, or termination of your affiliate account and cancellation of outstanding commission payments.


7. Service Packages


We provide services through our website in the form of online courses, bundles, and subscriptions. Descriptions for these Service Packages are available at https://courses.msicertified.com. In your Affiliate Dashboard, you will be able to view all the products eligible for commissions.


8. Customer Referral Requirements


8.1 Terms & conditions relating to the referral of customers to us via links on your website or channels can be found at https://courses.msicertified.com/affiliate-program-terms or your Affiliate Dashboard.


8.2 We reserve the right to alter such referral terms & conditions at any time and will provide reasonable notice to you of any such alteration, where practicable.


9. Orders


9.1 We shall use reasonable endeavours to process and fulfil all orders for Service Packages placed by customers referred by you.


9.2 We reserve the right to reject any orders that do not comply with our policies, referral requirements, or applicable law.


9.3 It shall be our responsibility to ensure that all orders are completed and services are provided in accordance with our service policies. We shall handle order entry, payment processing, cancellations, and customer service. You shall have no further involvement with the customer or completion of the transaction.


10. Affiliate Sales Reporting


10.1 We will track sales referred by you, including:


10.1.1 origin of the referral;
10.1.2 Service Package selected; and
10.1.3 revenue generated.


10.2 Reports of sales generated through your links will be available in your Affiliate Dashboard. We reserve the right to alter the form, content, and frequency of such reports.


11. Commission and Referral Fees


11.1 You will be paid commission at the rates set out in Sub-clause 11.2 or as shown in your Affiliate Dashboard on the net revenue of eligible sales.


11.2 Commission shall be calculated on the following basis (unless otherwise stated in your Affiliate Dashboard):


11.2.1 All sales that result from Direct Referrals will attract a commission of [COMMISSION_RATE]% of net revenue.
11.2.2 If we offer renewal-based subscriptions, and a renewal is directly associated with a customer originally referred by you (as defined in our system), such renewals may also attract commission at [COMMISSION_RATE]%, subject to our current Program rules.
11.2.3 Cookies and IP logs will identify customers previously referred by you. Sales generated within the cookie tracking window (for example, [COOKIE_DURATION_DAYS] days) that are not attributed to another affiliate may attract commission as defined by our system rules.


11.3 If a customer cannot be tracked or attributed to your affiliate link, no commission will be paid.


11.4 Commission shall be calculated only once we have received payment in full from the customer and the applicable refund period has passed. Eligible commissions may appear as "pending" for a period such as [PENDING_DAYS] days to reflect our cancellation / money-back guarantee window.


11.5 Commission payouts will typically be scheduled monthly (e.g., around the 20th of each calendar month) and made exclusively via PayPal to the PayPal address provided in your Registration Data.


11.6 The minimum payout amount is [MIN_PAYOUT_AMOUNT] of approved commissions per Affiliate, unless otherwise stated in your Affiliate Dashboard.


11.7 In the event of refunds, chargebacks, suspected fraud, or payment disputes, we may:


  • Reverse related commissions;


  • Offset such amounts from current or future commission payments; or


  • Require repayment if commissions have already been paid out.



11.8 We reserve the right to modify Commission Rates and payout schedules at any time. You will be given reasonable notice of any material changes and may opt out of the Program if you do not agree with the revised terms.


11.9 Taxes & Reporting (PayPal / 1099-K)
All affiliate commission payments are made exclusively through PayPal, a Third-Party Settlement Organization ("TPSO"). Under current IRS regulations, Management and Strategy Institute is not required to issue Form 1099-NEC for payments processed via PayPal. PayPal may issue Form 1099-K when an affiliate meets the applicable IRS reporting thresholds.


11.10 The absence of a Form 1099-K or any other tax form does not relieve you of the obligation to accurately report your income. You are solely responsible for all federal, state, and local taxes, including income and self-employment taxes, arising from commissions you earn.


12. Trade Marks


12.1 Upon your entry into the Program, we grant to you a non-exclusive, non-transferable, revocable, royalty-free licence to use our logos and trademarks ("Trade Marks") solely for approved Program-related promotion.


12.2 You may use our Trade Marks only to the extent required to establish links and perform your obligations as an Affiliate.


12.3 You must not use our Trade Marks for any other purposes without our prior written consent.


12.4 You agree that:


12.4.1 Our Trade Marks remain the property of Management and Strategy Institute;
12.4.2 Nothing in these Terms & Conditions confers any ownership rights in the Trade Marks on you; and
12.4.3 You shall not contest the validity of our Trade Marks or assist others in doing so.


13. Intellectual Property


13.1 Unless otherwise expressly indicated, we are the sole and exclusive owners of all Intellectual Property Rights in our website, content, and materials, including all code, text, audio, video, graphics, photographs, and other images.


13.2 We shall also be the sole and exclusive owners of all Intellectual Property Rights subsisting in any future updates, additions, or alterations to our website or materials.


13.3 You must not copy, reproduce, or distribute our content except as expressly permitted under this Agreement.


14. Affiliate Warranties and Indemnity


14.1 By accepting these Terms & Conditions you warrant that:


14.1.1 Your website(s) and promotional channels do not and will not contain content that:
a) is unlawful, harmful, threatening, obscene, harassing, discriminatory, defamatory, or otherwise objectionable;
b) facilitates or promotes violence, terrorism, or other criminal activity;
c) is sexually explicit; or
d) infringes or encourages infringement of any third-party Intellectual Property Rights.


14.1.2 Your website(s) and channels are and shall remain functional and, subject to reasonable downtime or third-party restrictions, accessible to users.
14.1.3 You have obtained all necessary consents, approvals, licenses, and permissions required to perform your obligations under this Agreement.
14.1.4 Your obligations under this Agreement are legal, valid, and binding.
14.1.5 You will not refer to us in any unsolicited bulk email campaigns or other spamming practices.
14.1.6 You will comply with all applicable laws, including FTC advertising rules, CAN-SPAM, and applicable privacy/data protection laws.


14.2 You agree to indemnify and hold us harmless from and against all liability, loss, damages, costs, and expenses (including reasonable legal fees) arising from:


14.2.1 Your breach of any warranty or obligation under these Terms & Conditions;
14.2.2 Any claim that your website(s), content, marketing, or channels infringe a third party's rights;
14.2.3 Any act or omission by you or your employees, agents, or contractors in performing your obligations under this Agreement;
14.2.4 Any regulatory or governmental investigation or action arising from your marketing practices.


15. Disclaimers


15.1 We make no warranty or representation that our website, the Program, or Service Packages will meet your requirements or those of your visitors, that they will be error-free, uninterrupted, secure, or compatible with all systems.


15.2 We make no guarantee of any specific results, such as levels of traffic, conversions, or earnings from your participation in the Program.


15.3 All MSI services are provided "as is" and "as available" to the fullest extent permitted by law.


16. Liability


16.1 To the maximum extent permitted by law, we shall not be liable to you for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of business, or loss of data, arising out of or in connection with this Agreement.


16.2 Our total aggregate liability to you for any and all claims arising out of or in connection with this Agreement shall not exceed the total commission paid to you under this Agreement in the twelve (12) months immediately preceding the event giving rise to the claim.


16.3 Nothing in these Terms & Conditions shall limit or exclude liability for death or personal injury caused by our negligence, fraud, or any other liability that cannot be excluded or limited under applicable law.


17. Term and Termination


17.1 These Terms & Conditions and the Agreement shall come into force on the Commencement Date and shall continue until terminated in accordance with this Clause 17.


17.2 Either Party may terminate the Agreement at any time by giving at least 10 Business Days' written notice.


17.3 Either Party may terminate the Agreement immediately where the other Party has committed a material breach that remains unremedied 10 Business Days after receiving written notice of that breach.


17.4 We may suspend or terminate your participation immediately, without notice, if we reasonably believe that you have engaged in fraud, spam, illegal activity, or conduct that harms our brand or violates these Terms & Conditions.


17.5 Upon termination for any reason, you shall promptly remove all links, banners, and promotional materials referring to us and cease any representation that you are an MSI affiliate.


17.6 All licences granted to you under this Agreement shall terminate upon termination.


17.7 In the event that we terminate the Agreement due to your breach, any unpaid commissions may be forfeited at our discretion.


18. Confidentiality


18.1 Each Party (the "Receiving Party") shall keep confidential all Confidential Information of the other Party (the "Supplying Party") and shall not disclose such information to any third party except as required by law or as necessary to perform this Agreement.


18.2 Confidentiality obligations do not apply to information that:
18.2.1 was in the public domain at the time of disclosure or later enters the public domain without breach;
18.2.2 was lawfully known to the Receiving Party prior to disclosure;
18.2.3 is independently developed by the Receiving Party without use of the Confidential Information; or
18.2.4 is lawfully disclosed by a third party without restriction.


18.3 Upon termination, each Party shall return or securely destroy any Confidential Information of the other Party upon request.


19. Force Majeure


Neither Party shall be liable for any failure or delay in performing its obligations where such failure or delay results from any cause beyond its reasonable control, including but not limited to: power failures, internet service interruptions, strikes, civil unrest, fire, flood, natural disasters, acts of terrorism, war, governmental action, or other similar events.


20. Severance


If any provision of these Terms & Conditions is found by a court or arbitrator to be unlawful, invalid, or unenforceable, that provision shall be deemed severed and the remainder of the Terms & Conditions shall remain in full force and effect.


21. Notice


Unless otherwise stated in these Terms & Conditions, all notices under the Agreement shall be in writing and may be sent by email to the Registered Email Address of the Parties or via any in-dashboard messaging system we provide.


22. Entire Agreement and Variation


22.1 These Terms & Conditions constitute the entire agreement and understanding between the Parties and supersede all prior oral or written agreements, understandings, or arrangements relating to the Program.


22.2 Neither Party shall be entitled to rely on any agreement, understanding or arrangement not expressly set forth in these Terms & Conditions, save for any representation made fraudulently.


22.3 Unless otherwise expressly provided, the Agreement may be varied only by a written document issued or approved by us and, where required, accepted by you.


23. General


23.1 No Waiver - No failure or delay by either Party to exercise any right or remedy under these Terms & Conditions shall constitute a waiver of that or any other right or remedy.


23.2 Non-exclusivity - The relationship between the Parties shall be non-exclusive. Both Parties are free to enter into similar relationships with third parties.


23.3 Non-assignment - You may not assign or transfer any of your rights or obligations under these Terms & Conditions or the Agreement without our prior written consent, which shall not be unreasonably withheld. We may assign or transfer our rights and obligations at our discretion.


24. Governing Law, Arbitration & Class Action Waiver


24.1 These Terms & Conditions and the Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, and applicable federal law of the United States.


24.2 Binding Arbitration - Except for claims seeking injunctive or equitable relief, any dispute, controversy, or claim arising out of or relating to this Agreement shall be resolved exclusively by binding arbitration administered in accordance with the Federal Arbitration Act. The arbitration shall be conducted in or near Pennsylvania, by a single arbitrator.


24.3 Class Action Waiver - You agree that any arbitration or proceeding shall be limited to the dispute between you and us individually. To the fullest extent permitted by law, no arbitration or proceeding shall be joined with any other; there is no right or authority for any dispute to be arbitrated or resolved on a class action basis or to utilize class action procedures or representative claims on behalf of the general public or other parties.


24.4 If a court or arbitrator determines that the class action waiver in Sub-clause 24.3 is unenforceable, then the entirety of this Clause 24 relating to arbitration shall be null and void, and any such dispute shall be brought in a court of competent jurisdiction in Pennsylvania.