The short version:
You will never Spam in any way and in no way you are related to AnOwnSite.
This Affiliate Agreement contains all the terms and conditions which you (the "Affiliate") agree to be bound by as a participant in AnOwnSite's ("AnOwnSite") affiliate program (the "Program") and which shall apply once your application to participate in the Program has been accepted by AnOwnSite.
Introduction
- AnOwnSite hereby grants to the Affiliate the non-exclusive and revocable right to market and advertise the products mentioned in the AFFILIATE COMPENSATION SCHEDULE below and to establish links to AnOwnSite's Web site, the whole in accordance with this Agreement.
The Affiliate acts individually and is in no way associated with AnOwnSite, nor is the Affiliate a representative or agent of AnOwnSite in any way. As an Affiliate you have no rights to represent AnOwnSite in any way.
- The Affiliate shall diligently and continuously market and advertise the Product through the Internet and shall develop, operate and maintain links from its site to AnOwnSite's site at its sole cost and expense.
- The Affiliate represents and warrants to AnOwnSite that this Agreement has been duly and validly executed and constitutes and shall continue to constitute a legal obligation, enforceable in accordance with its terms.
Affiliate Commissions
- If a customer, referred by an Affiliate, buys and pays one of the products listed in the AFFILIATE COMPENSATION SCHEDULE, AnOwnSite shall pay Affiliate a commission listed in that same AFFILIATE COMPENSATION SCHEDULE whether the sale is made immediately or in the future. The commission is based upon the paid selling price of the purchased Product before tax and excluding returns, refunds and charge backs.
- Commissions will be paid in US dollars using Affiliate's PayPal account.
In the event that more than one Affiliate claims the same commission for a sale, AnOwnSite shall select the Affiliate which shall receive the compensation.
- AnOwnSite maintains an online, designated password-protected Web page for each Affiliate showing the Affiliate's participation in the Program including number of potential customers referred by it and an estimate of the commissions owing to it.
AnOwnSite shall, on or about the 15th of each month, mail or otherwise transmit the Sales Commission representing the amount payable for the sales completed in the previous month. (AnOwnSite reserves the right to delay sending payment for one month, in exceptional cases up to two months, to prevent suspected cases of affiliate fraud.) Sales statistics of the referred transactions, supporting the amount paid, shall be made available at the designated password-protected Web page for each Affiliate. Affiliates will receive the Sales Commission in US funds. For administrative convenience, if the Sales Commission is less than 50 US dollars in a month, it shall be transfered during a subsequent month. If an Affiliate maintains a balance of less than 50 US dollars of Sales Commission in a period of 12 consecutive months the Affiliate may ask to be paid out. If the Affiliate fails to do so during that time, the Sales Commission shall be forfeited. Sales Commission overpayments may be deducted from future payments or shall be reimbursed by the Affiliate.
- The Affiliate shall be responsible for all taxes and other similar levies applicable to the Sales Commission pursuant to any law or regulation. The Affiliate shall report the Sales Commission to its taxation authorities as required by law.
Processing Orders
- AnOwnSite shall establish and maintain all selling procudures for her Products, including the placement of orders, pricing, payment terms, processing, delivery, returns etc. AnOwnSite shall have the right to cancel, suspend or delay any order for the Product, including the right to discontinue to sell the Product at any time.
Promotion methods and affiliate sites
- The Affiliate shall be solely responsible for all materials that appear on its site. It shall strictly adhere to all applicable laws and regulations in conducting its business and more specifically in marketing and advertising the Product. Without restricting the generality of the foregoing, the Affiliate may only send emails advertising our products to people you know or those whom you have permission to send emails to. The Affiliate shall not send unsolicited e-mail and shall not send e-mail or any other communication to a recipient if the recipient has requested that it discontinue such communication, nor shall it send or display on its Web site any material that may be considered to be harassing, libelous, defamatory, legally obscene or pornographic, threatening, abusive or hateful.
- AnOwnSite shall have the right, but not the obligation, to pre-approve the graphics and logos used on any Web site which is linked to its site. Furthermore, the Affiliate shall annotate its site with appropriate copyright, trademark and other similar notices, which shall be approved by AnOwnSite. If the Affiliate specifies a price point for the Product in its marketing and advertising, it shall ensure that it is updated regularly to reflect all price changes.
- AnOwnSite shall have the right to monitor the Affiliate's Web site at any time and from time to time to determine if it is in compliance with the terms and conditions on this Agreement.
- AnOwnSite shall have the right, but not the obligation, to help the Affiliate promote its products more effectively by sending email messages containing promotion techniques or product information to the Affiliate. The Affiliate hereby gives permission to AnOwnSite to e-mail these messages. The Affiliate may unsubscribe from these messages by terminating this Agreement at any time (see 9.02 of this Agreement).
- The Affiliate agrees not to use any predatory advertising methods designed to generate traffic from sites that they have not contracted with in the online promotion of AnOwnSite's Product or affiliate program. Predatory advertising is defined as any method that creates or overlays links or banners on web sites, spawns browser windows, or any method invented to generate traffic from a web site without that web site owner's, knowledge, permission, and participation. Examples include, but are not limited to, keyword parsing browser plugins, banner replacement technology, and browser spawning technology that is not web site dependent. Participation in predatory advertising programs will be cause for the affiliate's immediate termination.
Licenses and Goodwill preservation
- AnOwnSite shall have the right, but not the obligation, to approve, in its sole and absolute discretion and with due regard to the protection and preservation of the goodwill of her Products any promotional, advertising or marketing item used by the Affiliate. The Affiliate shall make all deletions and modifications suggested by AnOwnSite on any site where the Product is mentioned.
- The Affiliate shall acknowledge and clearly identify and respect that all proprietary information, trademarks, copyrights and all other similar rights in and arising out of the Products are, and shall continue to be, the exclusive property of AnOwnSite. In the event the Affiliate learns of any claim or allegation that the Product infringes upon or violates any intellectual property or proprietary rights of a third party, or contains any unlawful, libelous, or untrue statement, it shall immediately notify AnOwnSite so as to enable AnOwnSite to defend, settle or otherwise resolve the claim or allegation in a manner that AnOwnSite deems appropriate in its sole discretion.
- Customers who purchase the Products through this Affiliate Program shall be deemed to be customers of AnOwnSite, and the Affiliate shall refer all Product-related questions, requests or queries to AnOwnSite. AnOwnSite shall have the right to utilize the Affiliate's name and logo to advertise, market, promote and publicize in any manner the Product.
- The Affiliate shall not make or give to a customer or a potential customer any warranty, representation or other statement concerning the Product without first obtaining the written consent of AnOwnSite.
Limitation of liability and relationship
- In no event shall AnOwnSite be liable for special, incidental, consequential or punitive damages, including, without limitation, any damages resulting from loss of profits, loss of business or loss of goodwill arising out of or in connection with this Affiliate Agreement or the Product, whether or not such party has been advised of the possibility of such damages. AnOwnSite shall not be liable for any damages if, for any reason whatsoever, its Web site fails or is non-operational for any reason whatsoever.
- While the parties shall work closely together for the benefit of both, the parties acknowledge and agree that the Affiliate shall, from a legal perspective, act as and shall be an independent contractor and not an employee or agent of AnOwnSite. Nothing in this Agreement shall create a partnership, joint venture, agency, or franchise between the parties in the legal sense of these terms. The Affiliate shall not sign any document in the name of or on behalf of AnOwnSite nor shall it hold itself out as being an agent of AnOwnSite or as having apparent authority to contract for or bind AnOwnSite.
Modification and application of this agreement
- AnOwnSite may, in good faith, modify any of the terms and conditions contained in this Agreement (including the Affiliate Compensation Schedule), at any time and in its sole discretion, by posting a change notice or a new agreement on its Web site. If any modification to this Agreement is not acceptable to the Affiliate, its only recourse is to terminate this Agreement. The Affiliate's continued participation in the Program following the said posting of a change notice or new agreement shall constitute binding acceptance by the Affiliate of the change.
- If any of the provisions of this Agreement are determined by a court to be unenforceable, they shall be severed from this Agreement, and the remaining provisions shall remain in full force and effect.
- The Affiliate shall not assign, transfer or convey this Agreement or any part thereof to any other party without AnOwnSite's consent which shall not be unreasonably refused.
- This Agreement shall enure to the benefit of and be binding upon the parties hereto and their respective heirs, legatees, executors, legal representatives, successors and assigns.
- This Agreement represents the entire agreement between the parties and supersedes all prior negotiations, agreements and understandings, if any. For greater certainty but without restricting the aforementioned, information contained in any of the following shall not form part of this Agreement, namely: descriptions of the Program (including the descriptions of Sales Commission payable to the Affiliates) on AnOwnSite's Web site(s); e-mail communications from AnOwnSite or from any of its employees, officers or directors; in the Product, or in marketing/informational documents.
Duration of the agreement
- In the event that the Affiliate breaches any of the undertakings or obligations set forth in this Agreement and does not remedy same within 3 days notice from AnOwnSite, it shall automatically forfeit the Sales Commission then receivable or receivable at any time in the future. AnOwnSite shall, in addition, have the right to terminate this Agreement and shall retain all other rights and remedies available to it at law or in equity.
- AnOwnSite shall have the right but not the obligation to terminate this Agreement with an Affiliate who does not maintain a valid e-mail address with AnOwnSite (AnOwnSite tracks all bounces of communications and automatically terminates any affiliate whose e-mail address is not valid or whose email box is full). AnOwnSite shall have the right but not the obligation to terminate this Agreement if the Affiliate ceases to actively market the Product for a period of 90 days. AnOwnSite shall have the right but not the obligation to terminate this Agreement with an Affiliate whose Sales Commission in a calendar year was in the bottom 20 percent of the Sales Commission of all Affiliates in any preceding 12 month period. In such cases, the Sales Commission owing, representing the sums earned shall be paid even after termination of this Agreement. The Affiliate shall have the right to terminate this Agreement at any time upon written notice to AnOwnSite.
- As soon as notice of termination of this Agreement is given or upon termination as herein provided, the Affiliate shall immediately cease its marketing and advertising of the Product and shall forthwith eliminate all mention and references to the Product and all links to AnOwnSite. Pending the completion of the foregoing, AnOwnSite may hold in abeyance the Sales Commission.
Miscellaneous
- The Affiliate acknowledges that it has reviewed this Agreement and agrees to all its terms and conditions. The Affiliate understands that SiteSell may at any time solicit customer referrals on terms that may differ from those contained in this Agreement or operate Web sites that are similar to or compete with the Affiliate's Web site. The Affiliate has independently evaluated the desirability of participating in the Program and is not relying on any representation, guarantee or statement other than as set forth in this Agreement.
- Any reference in this Agreement to gender includes all genders and words importing the singular number only shall include the plural and vice versa.
- The insertion of headings and the division of this Agreement into Articles and Sections are for convenience reference only and are not to affect its interpretation.
- Each of the parties hereto covenants and agrees that it shall execute and deliver such additional agreements and documents and do such acts and things as may be reasonably necessary fully and effectually to carry out the intent and purpose of this Agreement.
- All notices, requests and other communications shall be deemed to have been received when posted by SiteSell on its Web site. It shall also be deemed to have been received on the next business day if transmitted by fax, e-mail or any other form of electronic mail to the last known electronic address of the intended recipient.
- This Agreement shall be governed by and construed in accordance with the laws of The Netherlands and all disputes concerning this Agreement and the obligations assumed by the parties shall be resolved before the court of Breda, The Netherlands.
AFFILIATE COMPENSATION SCHEDULE
Warm regards
Case Stevens, owner.
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