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Affiliate Program Agreement
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Affiliate Program Agreement By applying for and being accepted through our affiliate program,
you agree to the following terms and conditions of participation. Please read these terms and conditions carefully as they constitute
a legal agreement between you and our company upon acceptance into our
affiliate program. BY CLICKING
THE ACCEPTANCE BUTTON AT THE END OF THIS AGREEMENT, YOU AGREE TO BE
BOUND BY ALL OF THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT
RELATIVE TO YOUR PARTICIPATION IN THE AFFILIATE PROGRAM.
BY CLICKING [Paragraph
Omitted But Included In Fully Licensed Version] The name of this affiliate program is the _______________ Affiliate
Program (the “Affiliate Program”). You represent and warrant to us that you have read and understand
the Privacy Policies that are included in our web site and agree to
the terms set forth therein. For purposes of this Agreement, the term “you” or “your” refers to
the individual or legal entity who applies for and is accepted into
the Affiliate Program. The term
“us” or “we” refers to _________________, the sponsor of the Affiliate
Program. The term “our web site” refers to the web site
that we maintain at www.________.com. The term “your web
[Paragraph Omitted But Included In Fully
Licensed Version] 1.
AFFILIATE
PROGRAM REGISTRATION. To register
for the Affiliate Program, you must complete and submit to us an Affiliate
Program Application Form. The
Affiliate Program Application Form is [Paragraph
Omitted But Included In Fully Licensed Version] 2.
APPROVAL
OR REJECTION OF AFFILIATE PROGRAM APPLICATION.
We reserve the right to approve or reject ANY Affiliate Program
Application in our sole and absolute discretion. You will have no legal recou [Paragraph
Omitted But Included In Fully Licensed Version] 3.
REASONS
FOR REJECTION. [Paragraph
Omitted But Included In Fully Licensed Version] 4.
TERMINATION
AFTER ACCEPTANCE. Even after
we have accepted you as an Affiliate Program member, we reserve the
absolute right to rescind or terminate your affiliate status for any
reason in our sole and [Paragraph Omitted But
Included In Fully Licensed Version] 5.
FINANCILA
RESPONSIBILIITES. [Paragraph
Omitted But Included In Fully Licensed Version] 6.
NO
REPRESENTATIONS REGARDING INCOME POTENTIAL.
We make no representations and warranties regarding potential
income that may result from participation in our Affiliate Program and
we specifically disclaim any and all warranties relative to earning
potential from your affiliate status. 7.
RESPONSIBILITY
TO LINK TO OUR SITE. [Paragraph
Omitted But Included In Fully Licensed Version] 8.
We
make available to our Affiliates, links, banners, and other information
advertising our site to be used subject to the terms of this Agreement. These materials will [Paragraph
Omitted But Included In Fully Licensed Version] 9.
You
will only be permitted to use the links that we provide you on the web
site that you designate in the Affiliate Program Application. Any additional web sites or entities will require
additional submissions of Affiliate Program Applications and approval
by us. 10.
You
will not modify the links or other materials that we provide you or
the placement of the links on your page.
You consent to us monitoring your web site to determine continued
compliance [Paragraph
Omitted But Included In Fully Licensed Version] 11.
You
consent to us including information relative to traffic from your site
in our reports. This information
may be provided to outside parties. 12.
We
will be responsible for handling all customer inquiries, [Paragraph
Omitted But Included In Fully Licensed Version] 13.
We
are not responsible for the failure to assign any sale or commissions
to you if the same results from the improper formatting of the link
from your web site. You should
assure at all times that the link is appropriately formatted and report
any problems that you may have with the same to us immediately. 14.
Commissions
will be paid to you based upon [Paragraph Omitted
But Included In Fully Licensed Version] 15.
The
percentages to be paid as commissions hereunder are currently as set
forth in Schedule A at the end of this Agreement.
We reserve the right to change and amend the commission rate
structure at any time, in our sole discretion. 16.
Commissions
will only be paid on sales that are tracked through or online tracking
system and indicate your web site’s link to our web site as the source. There is no right to commissions if a user
later returns to our site and makes a purchase through another link
or source other than through your web site.
[Paragraph Omitted But Included In Fully
Licensed Version] 17.
We
will pay commission only upon collection by us. You have no right to commissions until the applicable customer has
paid us in full. Only purchases
that are made through our online ordering process will count towards
commission calculations. For
example, if a customer visits our web site through the link from your
web site and instead of placing an online order calls our company and
places an order via telephone, you will have no right to any commission
from that sale. 18.
Commissions
will be paid to you on a monthly basis on or about the 15th
day of the subsequent month for amounts received by us during the previous
month. We do not guarantee [Paragraph
Omitted But Included In Fully Licensed Version] 19.
All
parties who make purchases through our web site, regardless of whether
they may have reached our web site through the link from your web site,
are deemed to be our customers and not your customers relative to our
products and services. We will
have the right to [Paragraph Omitted But Included
In Fully Licensed Version] 20.
We
cannot guarantee product availability or the term of any price or special
promotion or offer. 21.
You
will have a non-exclusive, limited term license to use [Paragraph
Omitted But Included In Fully Licensed Version] 22.
You
are not permitted to use any other proprietary materials, including
but not limited to trademarks, copyrights, logos, text, and any other
materials that belong to us or to any other party and which may appear
on our web site. 23.
You
grant to us a non-exclusive right and license to use your trademarks,
tradenames, service marks, business names, web page titles, slogans,
logos, and copyrighted materials for the purposes [Paragraph
Omitted But Included In Fully Licensed Version] 24.
You
are responsible for all matters pertaining to your own web site including
its development, maintenance, operation and placing links on your site
in compliance with the terms of the Affiliate Program.
[Paragraph Omitted But Included In Fully
Licensed Version] 25.
You
hereby represent and warrant to us that you have the complete power
and authority to enter into this Agreement and that this Agreement constitutes
a valid and legally enforceable agreement.
The entry of this Agreement has
[Paragraph Omitted But Included In Fully
Licensed Version] 26.
The
effectiveness of this Agreement shall not commence
[Paragraph Omitted But Included In Fully
Licensed Version] 27.
You
will forfeit all right to receive past commissions that may have accrued
to you if this Agreement is terminated as a result of your failure to
comply with the terms of this Agreement [Paragraph
Omitted But Included In Fully Licensed Version] 28.
We
reserve the right in our sole and absolute discretion, to modify any
terms and conditions of the Affiliate Program and the terms and conditions
of this Agreement upon notice to you.
Notice of any [Paragraph Omitted But Included
In Fully Licensed Version] 29.
WE
HEREBY DISCLAIM ANY AND ALL WARRATNIES AND [Paragraph
Omitted But Included In Fully Licensed Version] 30.
WE
SHALL NOT BE RESPONSIBLE FOR ANY DIRECT OR INDIRECT DAMAGES OR LIABILITIES
OF ANY NATURE, INCLUDING BUT NOT LIMITED [Paragraph
Omitted But Included In Fully Licensed Version] 31.
Without
limiting the forgoing, our total liability for any damages arising hereunder
shall never exceed the total commissions paid and payable by us pursuant
to the terms hereof. 32.
In
the event that any information is disclosed to you through your participation
in the Affiliate Program related in any way to our company and business
which we deem to be confidential and proprietary, you agree to hold
such information in [Paragraph Omitted But Included
In Fully Licensed Version] 33.
You
hereby indemnify and hold us, and all of our stockholders, officers,
directors, employees, contractors, affiliates, agents, successors and
assigns harmless from and against any and all claims, liabilities, damages,
actions, causes of action, suits, threats, demands, settlements, including
all costs and attorney fees related
[Paragraph Omitted But Included In Fully
Licensed Version] 34.
The
terms of this Agreement or any dispute regarding this Agreement or the
Affiliate Program shall be governed under the laws of the state of _________________.
This Agreement shall be deemed to have
[Paragraph Omitted But Included In Fully
Licensed Version] 35.
The
parties hereto are independent contractors and nothing contained herein
shall be interpreted as creating any relationship other than that of
independent contracting parties. The
parties shall not be construed as being partners, joint venturers, shareholders,
employer/employee, agent/servant. You
have no power or authority to bind us to any obligation, agreement,
debt or liability. You shall not hold yourself out as an agent
or representative of our company. 36.
Notices
to us shall be by certified mail, return receipt requested addressed
to ________________________, or such other address that we provide notice
of to you via Email or by posting the same on the Affiliates section
of our web site. Notices to
you shall be by Email addressed to the Email address that you provided
to us in your Affiliate Program Application or by posting such notices
on the Affiliate section of our web site.
It shall be your responsibility to check the Affiliate section
of our web site periodically to monitor all notices set forth thereon. 37.
This
Agreement is only for the benefit of the party that you list in the
Affiliate Program Application. You
shall have not right to assign this Agreement or any benefits or obligation
hereunder to any other party or legal entity.
Any attempted assignment shall be void. 38.
If
any provision or term of this Agreement is held to be invalid for any
reason, it shall not effect the enforceability of the remainder of this
Agreement or any other term or condition of this Agreement. 39.
This
Agreement sets forth the entire agreement and understanding between
the parties with respect to the subject matter hereof and supercedes
any and all prior discussions, understandings, agreements, representations,
warranties or covenants between the parties related to the subject matter
hereof. This Agreement may only be amended by a writing
signed by the authorized representative of each of the parties, except
as otherwise set forth herein. [Paragraph
Omitted But Included In Fully Licensed Version] 40.
YOU
REPRESENT, WARRANT, ACKNWOLEDGE AND AGREE THAT YOU HAVE READ THIS AGREEMENT
IN ITS ENTIRETY AND FULLY UNDERSTAND AND AGREE TO ALL OF THE [Paragraph
Omitted But Included In Fully Licensed Version] SCHEDULE A COMMISSION RATE STRUCTURE
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