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Affiliate
Agreement
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Sample
Affiliate Program Agreement
1. Definitions
db Creations, means the dbCreations.net or
any of the family of dbCreations.net websites.
You and Your: Means the individual or the legal entity who
wishes to become a dbCreations.net Affiliate.
Site: Means either dbCreations.net, one or all of the websites
managed by dbCreations.net or your website, as the case may be.
2. Registration Application
You shall complete the dbCreations.net Affiliate Program Application by
providing all requested information in a truthful and complete manner.
3. Application Examination
dbCreations.net shall examine your application in good faith and shall
indicate to You by eMail whether your application has been accepted
or rejected.
4. Application Refusal
dbCreations.net may, at its own discretion, reject Your application
if it believes that:
- Your Site is unsuitable for the Affiliate Program; or
- Your membership as an affiliate is not in the interests of dbCreations.net.
dbCreations.net will reject Your application if Your Site:
- Contains sexually explicit or obscene materials;
- Contains political or religious materials;
- Promotes violence, discrimination, illicitness or any other malicious
activities;
- Causes or attempts to cause confusion in the public's mind with an
other site, business, product or service;
- Infringes or is likely to infringe any intellectual property right,
title or interest; or
- Causes or is likely to cause damage to dbCreations.net's image, Site,
products, services, customers, suppliers or other affiliates.
5. Application Approval
If dbCreations.net accepts Your application, you shall become a non-exclusive
dbCreations.net affiliate.
Once your application is approved, we'll send you an e-Mail confirmation
with links to:
- HTML code containing Track-able Links to use on your site linking
to websites.
- dbCreations.net URL address to monitor your web sites referrals
and sales.
- dbCreations.net Logos and Banners to use on your web site
6. dbCreations.net Track-able Link Code
You may use the dbCreations.net Code on one or several pages of your
Site in conjunction with dbCreations.net logos and banners.
You shall be responsible for using the dbCreations.net Code properly
and in its entirety. You may not modify the dbCreations.net Code. If
you do, sales to Your visitors might not be registered in Your name,
such that commissions would not be payable to you, without you having
any possible recourse against dbCreations.net. Only sales made to Your
visitors having clicked on the dbCreations.net Link will provide you
with the opportunity to earn the commission set forth in this Agreement.
7. dbCreations.net Link
You shall post at least one visible track-able link on Your Site at
all times. However, You may use as many links as You want on Your Site.
8. Order Process Responsibility
dbCreations.net shall have sole responsibility for the dbCreations.net
website product ordering process, which said process shall take place
in a secure environment.
9. dbCreations.net Website Customers
When visitors arriving from your site via the dbCreations.net link
to buy dbCreations.net products, they shall be considered to be dbCreations.net
customers and shall be bound by the dbCreations.net Purchase Agreement.
10. dbCreations Visit and Sale Registry
As a dbCreations.net affiliate, You shall have real-time access to
the registry of visits and sales resulting from the dbCreations.net
Link on Your Site. The registry is managed and updated by db Creations.
11. Commission Payable by dbCreations.net
You shall be entitled to a commission equal to 15% of the pre-tax amount
of any sale made to a visitor arriving from Your Site via the dbCreations.net
Link. You shall not be entitled to any commission if your visitor accesses
the dbCreations.net Site without using the dbCreations.net Track-able
link on Your Site. If dbCreations.net has to reimburse or credit an
amount to your visitor, no commission shall be payable in respect of
that amount. If the commission has already been paid, the amount thereof
shall be deducted from the other commissions which are payable to you.
12. Commission Payment Frequency
Your commission shall be payable by check in US dollars, four times
a year, namely, on January 31, April 30, July 31 and October 31. If
the commission payable on any of these dates is less than US$100.00,
dbCreations.net will carry over the amount of the commission until
the total amount of the commission equals at least US$100.00, at which
time dbCreations.net shall send You a check at the next earliest of
the above-mentioned dates.
13. Affiliate's Site Responsibility
You shall remain solely responsible for Your Site and its development,
operation, maintenance and content. Therefore, You expressly release
dbCreations.net from any liability in this regard and agree to do as
follows:
- Indemnify dbCreations.net from and against any damages suffered by
it;
- Take up the defense of dbCreations.net if it is implied in, or made
a party to, any legal proceedings instituted by a third party and alleging
a fault in connection with the development, operation, maintenance
or content of Your Site; and
- Indemnify dbCreations.net and hold it harmless from and against the
principal amount and interest of any monetary order which is issued,
as well as from and against all legal costs and attorney's fees which
dbCreations.net may incur as a result thereof.
14. Use License Granted by dbCreations.net
During the term of this Agreement, dbCreations.net shall grant to You
a non-transferable, non-exclusive, revocable licence to use the following
dbCreations.net logos and banners only in order to do the following:
- Indicate on Your Site that Your Site is a dbCreations.net affiliate
site; and
- Give Your visitors the opportunity to link to the dbCreations.net
Site.
You may not modify the dbCreations.net logos and banners, in whole
or in part. You shall comply, at all times, with dbCreations.net intellectual
property rights, titles and interests (trademarks and copyrights).
You may not use the dbCreations.net logos or banners, nor the word
dbCreations.net, in a manner which discredits dbCreations.net’s
products or services, is false or unfair or reduces the value of its
products or services.
15. Use License Granted by the Affiliate
During the term of this Agreement, You shall grant to dbCreations.net
a non-exclusive and irrevocable licence to use Your name, Site URL
and logo, when applicable, in order to do the following:
- Add Your Site to the dbCreations.net on-line affiliate list; and
- Promote the dbCreations.net Affiliate Program.
16. Relationship Between You and dbCreations.net
Given that You and dbCreations.net are independent contractors, this
Agreement shall be binding upon You and dbCreations.net only for the
purposes set forth herein. Consequently, the provisions of this Agreement
shall not, under any circumstances, be interpreted as creating any
association or partnership between You and dbCreations.net or as conferring
any mandate from one party to the other. Moreover, neither You nor
dbCreations.net may bind the other in any manner whatsoever or in favor
of anyone whomsoever, except in accordance with the provisions of this
Agreement.
17. Limitation of Liability
Under no circumstances will dbCreations.net, including its shareholders,
directors, officers, executives, employees, associates, authors and
subcontractors, be held liable towards You or any third party for any
indirect, consequential, special, punitive or exemplary damages, including,
without limitation, any loss of profits or other economic loss (resulting
from a contractual or extra-contractual fault or from negligence) in
connection with this Agreement or the dbCreations.net Affiliate Program,
even if dbCreations.net has been notified of the possibility of such
damages.
18. Limitation of Warranty
dbCreations.net shall not provide You with any express or implied warranty
with respect to the following:
- The uninterrupted or error-free operation of its Site;
- The adequacy of the functions and capacity of the dbCreations.net
products as regards the expectations and needs of Your visitors; or
- The consequences which result or may result from Your membership
in the dbCreations.net Affiliate Program, whether such consequences
are actual or threatened, financial or not, or positive or not.
You expressly waive all other express or legal warranties, including,
without limitation, all legal warranties regarding latent defects,
eviction, merchantability or fitness for a particular purpose, in connection
with this Agreement or the dbCreations.net Affiliate Program.
19. Effective Date of the Agreement
This Agreement shall become effective on the date dbCreations.net sends
You Your application acceptance by e-mail.
20. Term of Agreement
This Agreement shall have an indeterminate term.
21. Termination of the Agreement
Either You or dbCreations.net shall
have full discretion to terminate this Agreement at any time, by sending
a notice of termination by e-mail to the other party. In such a case,
neither You nor dbCreations.net shall
be entitled to claim or be required to pay any compensation. In addition,
You shall immediately stop using the following and remove it from Your
Site:
- All dbCreations.net Codes
- All dbCreations.net Links
- All dbCreations.net logos or banners
- All trademarks owned by, or licensed to, dbCreations.net
- All other materials provided by dbCreations.net under the Affiliate
Program; and
- All references to Your status as a dbCreations.net affiliate
- In addition dbCreations.net may, at its own discretion, terminate
this Agreement if, in its opinion:
- All or part of the information provided on Your application form
is false or inaccurate; or
- Your Site is no longer suitable for the Affiliate Program.
All unpaid commissions accrued during the term of this Agreement shall
be paid to You at the next earliest quarterly payment date, as set
forth herein above.
22. Amendments to the Agreement
dbCreations.net may amend all or part of this Agreement at any time,
including the commission rate and payment frequency. In such a case,
dbCreations.net shall send You, by e-mail, a notice of amendment at
least ten days before the effective date thereof. The amended Agreement
shall be effective as soon as it is posted on the dbCreations.net Site
as a replacement for this Agreement. If You disagree with the amended
Agreement, Your only recourse shall be to terminate this Agreement
by so notifying dbCreations.net, by eMail with through the online contact
form here; Contact Us,
failing which, you shall be deemed to agree with all the provisions
of the amended Agreement.
23. Governing Law
This Agreement between You and dbCreations.net will be governed by
the laws of the State of New Hampshire without reference to conflict
of law principles. All disputes arising out of or relating to this
Agreement shall be subject to the exclusive jurisdiction and venue
of the state courts sitting in Hillsborough County, New Hampshire,
and United Stated Federal District Court, District of New Hampshire
and each party irrevocably consents to such exclusive jurisdiction
and venue and waives any objection thereto.
24. Entire Agreement
This Agreement represents the entire understanding between You and dbCreations.net. |
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