Application for Program Participation
Green Bullion Financial Services, LLC
Affiliate Program
To become a member of the Cash4Gold Affiliate Program (“Program”) you must complete a registration form, form W-9 and any other forms we may require now or in the future. You must also register with either our current third party Affiliate Management Vendor or transfer to and re-register with any alternate Affiliate Management Vendor that we may designate. You may be required to agree to the provisions of that Vendor’s agreement or to the provisions of any agreement which may be required for transfer.
As used in this Agreement, "we", "us", or "our" means Green Bullion Financial Services, LLC d/b/a Cash4Gold.com or any of our affiliated companies, and "you" means the Affiliate. " Cash4Gold.com Site" means the site that has its primary home page identified by the URL www.cash4gold.com, and "site" means a World Wide Web site. "Your site" means any site that you will link to the Cash4Gold.com Site (and any other sites which you will identify in your Program application). We may cause any of our obligations under this Agreement to be fulfilled by our Affiliate Management Vendor on our behalf, including, without limitation, the current vendor and any subsequent alternate vendor.
You understand and agree that we operate the Program with the assistance of our Affiliate Management Vendor, which tracks qualifying sales in the Program by industry standard specifications to which you will be required to comply in order to be credited for and receive payments under this Agreement. Those requirements include, but are not limited to, the industry standards set forth in Section 12 of this Agreement.
We will evaluate your registration/application form and materials and notify you regarding the status of your website (“Site”) in the Cash4Gold.com Affiliate Program (“Program”). We may reject your application or designate your program for non-payment after initial approval if we determine (in our sole discretion) that your Site is unsuitable for the Program.
Unsuitable sites include, but are not limited to, those that:
• promote violence
• promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
• promote illegal activities
• promote sexually offensive materials
• violate intellectual property rights of Cash4Gold.com or any third party
By participating in the Program, you agree that you will comply with the limitations listed above. If we reject your application, you are welcome to reapply to the Program at any time. You should also note that if we accept your application and your site is thereafter determined (in our sole discretion) to be unsuitable for the Program, we may terminate this Agreement. Participation in the Program is limited to parties that lawfully can enter into and form contracts under applicable law. For example, minors are not allowed to participate in the Program.
2. Term of the Agreement
The term of this Agreement will begin upon our acceptance of your Program application and will end two years following the Effective Date (“Initial Term”). This Agreement shall automatically renew for successive one year periods (“Renewal Term”) unless we receive written notice from you no later than 60 days prior to the end of the Initial Term. We may terminate this agreement at any time from time to time with or without cause upon written notice to you, or as otherwise set forth in this Agreement. Following the Initial Term, however, you may terminate this Agreement at any time, with or without cause, by giving us 60 days written notice of termination. The Initial Term together with any and all Renewal Terms shall be referred to as the “Term”.
Upon the termination of this Agreement for any reason, you will immediately cease use of, and remove from your site, all links to the Cash4Gold.com Site, and all of our trademarks, trade dress, and logos, and all other materials provided by or on behalf of us to you pursuant hereto or in connection with the Program. You are eligible to earn referral fees only on sales of Qualifying Products that occur during the term, and referral fees earned through the date of termination will remain payable only if the related orders are not canceled or returned. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid.
3. Non-Compete / Non-Disparagement. During the Term and for a period of six (6) months thereafter, you shall not, directly or indirectly, (i) provide services, accept engagement from, solicit or contact with a view to the engagement by, any person or entity that derives revenue from the refinery, appraisal, redemption, purchase or salvage of precious metals or jewelry or (ii) do or say anything which is harmful to the image of our products or services, our brand features or the reputation of our business, or which is reasonably likely to lead any person or entity to avoid doing, or cease to do, business with us.
4. Links on Your Site
Once you have been notified that your site has been accepted into the Program, we grant you a revocable, non-exclusive, worldwide, royalty-free license for the duration of the term of this Agreement, solely for purposes of facilitating referrals from your site to the Cash4Gold.com Site, to provide on your site one or more of the following types of links to theCash4Gold.com Site:
Product Links: You may select one or more Products to list on your site using a variety of formats that we make available to you, such as text link format, graphical link format, pre-formatted merchandise format, customizable "widget" format, or "product preview" link format. A "Product" is any product listed on the Cash4Gold.com Site that is fulfilled by us or on our behalf, or any product sold by a third party seller on the Cash4Gold.com Site. For each selected Product, you will display on your site a short description, review, or other reference. You will be responsible for the content, style, and placement of these references. You will provide a Special Link (as defined below) from each Product reference on your site to the corresponding Cash4Gold.com Site. Each such link will connect directly to a single Landing page with a Lead form. You may add or delete Products (and related links) from your site at any time without our approval. You may not use Special Links to link to the Cash4Gold.com Site from references to products on your site that are not "Products" as defined above.
Search Box Link: You may provide a Cash4Gold.com Site search box on your site that will permit your site visitors to either view the results of their search query within the Search Box link or link directly to a page on the Cash4Gold.com Site that contains the results of their search query. We will provide you with technical specifications describing how to include a Cash4Gold.com Site search box on your site.
General Link to Cash4Gold.com Site Home Page: You may provide a general link on your site to the home page of the Cash4Gold.com Site.
Context Links: We may make available to you certain tools that, if you implement them on your site, allow us to analyze text on your site and convert certain words and phrases that we determine to be contextually relevant to certain categories into links to the Cash4Gold.com Site. You also may elect to implement Context Links in a manner such that when a user of your site scrolls over a Context Link, a small window will appear above the Context Link that gives the user a preview of the applicable linked-to Product on the Cash4Gold.com Site. By placing Context Links on your site, you acknowledge and agree that we may modify your site as described above and that your sole and exclusive remedy for any negative user impact resulting from such placement will be to cease implementing Context Links on your site or terminate this Agreement.
Hybrid Order Form: We may make available the option to process sales through a Lead Form where you do not have cookie tracking capabilities. Your sales will be tracked in this event ONLY when your order is submitted through the completion of the Hybrid Lead form. The order will remain a “pending Lead” until our system confirms and approves your Lead.
We will provide you with guidelines and graphical artwork to use in linking to the Cash4Gold.com Site home page. To permit accurate tracking, reporting, and Lead fee accrual, we will provide you with special "tagged" link formats to be used in all links between your site and the Cash4Gold.com Site. You must ensure that each of the links between your site and the Cash4Gold.com Site properly utilizes such special link formats. Links to the Cash4Gold.com Site placed on your site pursuant to this Agreement and which properly utilize such special link formats are referred to as "Special Links." You will earn Lead fees only with respect to activity on the Cash4Gold.com Site occurring directly through Special Links; we will not be liable to you with respect to any failure by you to use Special Links, including to the extent that such failure may result in any reduction of amounts that would otherwise be paid to you pursuant to this Agreement.
You acknowledge that, by participating in the Affiliates Program and placing any of the above links within your site, we may receive information from or about visitors to your site or communications between your site and those visitors. Your participation in the Program constitutes your specific and unconditional consent to and authorization for our access to, receipt, storage, use, and disclosure of any such information, consistent with the policies and procedures set forth in the Privacy Notice on the Cash4Gold.com Site.
You acknowledge that you do not obtain any rights under this Agreement in any intellectual property, including, without limitation, any intellectual property with respect to the Special Links, link formats, technical specifications, guidelines or graphical artwork referenced above, or with respect to the Cash4Gold.com domain name to any other Cash4Gold trademark, name, domain name, or URL. Any authorized use of Cash4Gold marks inures to the benefit of Cash4Gold.com and Green Bullion Financial Services, LLC.
You also acknowledge that as a participant in the Program, we may from time to time send you email updates about the Program. By participating in the Program, you consent to our sending you these email updates.
Further, you acknowledge and agree that you will: (a) not, in connection with this Agreement, display or reference on your site, any trademark or logo of any third party seller on the Green Bullion Financial Services, LLC Site and any of its URL’s; (b) use any data, images, text, or other information obtained by you from us or the Cash4Gold.com Site in connection with this Agreement ("Content") only in a lawful manner and only in accordance with the terms of this Agreement; (c) not use any Content relating to any Excluded Merchant or any product sold by any Excluded Merchant; (d) not modify or alter any Content that consists of a graphic image, other than to resize it; (e) not edit any Content that consists of text, other than to shorten its length; (f) not sell, redistribute, sublicense or transfer any Content; (g) not use any Content in a manner intended to send sales to any site other than the Cash4Gold.com Site; (h) not use any name, mark, domain name or URL that comprises, contains or is confusingly similar to any Cash4Gold or Green Bullion Financial Services, LLC domains; and (i) promptly delete any Content that is no longer displayed on the Cash4Gold.com Site or that we notify you is no longer available for your use.
5. Lead Processing
We will process “Leads” placed by customers who follow Special Links from your site to the Cash4Gold.com Site. We reserve the right to reject orders that do not comply with any requirements that we periodically may establish. We will be responsible for all aspects of order processing and fulfillment. Among other things, we will prepare order forms, process payments, cancellations, and returns, and handle customer service. We will track sales made to customers who purchase Products by using Special Links from your site to the Cash4Gold.com Site and will make available to you, through our third party vendor, reports summarizing this sales activity. The form, content, and frequency of the reports may vary from time to time in our discretion.
6. Lead Fees
We will pay you (in accordance with Sections 8 and 9 below), Lead fees on completed lead form to be eligible to earn a Lead fee, and the customer must click-through a Special Link from your site to the Cash4Gold.com Site, and add the Lead form must be completed. We will only pay Lead fees on eligible completed forms. Please see section 8 for further detail on Leads not eligible to earn a Lead fee.
To permit accurate tracking, reporting and fee accrual, you must ensure that the Special Links between your site and the Cash4Gold.com Site are properly formatted. We will not be liable for paying Lead fees on forms that are not correctly tracked and reported because the links between your site and the Cash4Gold.com Site are not properly formatted. You again acknowledge that industry standards for tracking through cookies may be required by the Affiliate Management Vendor for proper reporting, crediting and payment, and that such formatting is solely your responsibility.
In addition, you may not: (a) directly or indirectly offer any person or entity any consideration or incentive (including, without limitation, payment of money (including any rebate), or granting of any discount or other benefit) for using Special Links on your site to the Cash4Gold.com Site (e.g., by implementing any "rewards" program for persons or entities who use Special Links on your site to the Cash4Gold.com Site); (b) read, intercept, record, redirect, interpret, or fill in the contents of any electronic form or other materials submitted to us by any person or entity; (c) in any way modify, redirect, suppress, or substitute the operation of any button, link, or other interactive feature of the Cash4Gold.com Site; (d) make any orders or subscription requests, or engage in other transactions of any kind on the Cash4Gold.com Site on behalf of any third party, or authorize, assist, or encourage any other person or entity to do so; (e) take any action that could reasonably cause any customer confusion as to our relationship with you, or as to the site on which any functions or transactions (e.g., search, order, browse, and so on) are occurring; (f) other than providing Special Links on your site in accordance with this Agreement, post or serve any advertisements or promotional content promoting the Cash4Gold.com Site or otherwise around or in conjunction with the display of the Cash4Gold.com Site (e.g., through any "framing" technique or technology or pop-up or pop-under windows), or assist, authorize, or encourage any third party to take any such action; (g) attempt to circumvent the Lead fee schedule or artificially increase your Lead fees (e.g., by intentionally featuring, purchasing or requesting or encouraging any third party to purchase low-price items offered on the Cash4Gold.com Site (as determined by us) for the purpose of exceeding any Lead fee threshold or by causing any page of the Cash4Gold.com Site to open in a customer’s browser other than as a result of the customer clicking on a Special Link on your site); (h) attempt to intercept or re-direct (including, without limitation, via user-installed software) traffic from or on, or divert Lead fees from, any web site that participates in the Program; or (i) seek to purchase or register any keywords, search terms or other identifiers that include the word " Cash4Gold " or variations thereof (for example "Cash for Gold", "Cash fore Gold", etc.) or any trademarks owned by Cash4Gold ("Proprietary Terms") for use in any search engine, portal, directory, sponsored advertising service or other search or referral service; or (j) make any unauthorized use of any name, mark, domain name or URL that is comprised of, contains or is confusingly similar to any Proprietary Term, including misspellings. From time to time we may request that you cause any applicable Web search provider to exclude Proprietary Terms from keywords used to display your advertising content in association with search results, assuming the provider of such Web search engine offers such exclusion capabilities. If we determine, in our sole discretion, that you have engaged in any of the foregoing activities or, as the case may be, refused promptly to comply with a request from us to exclude Proprietary Terms from any keyword as mentioned above, we may (without limiting any other rights or remedies available to us) withhold any referral fees otherwise payable to you under this Agreement and/or terminate this Agreement.
7. Lead Fee Schedule
During each calendar month, for Qualifying Leads initiated through Special Links on your site, you will earn (subject to the other terms of this Agreement) Lead fees in accordance with the "Basic Lead Fee Structure" or “Second Tier Lead Fee Structure” described below.
8. Lead Fee Structure
Subject to the terms of this Agreement, you will earn a Basic Lead Fee from $10.00 to $20.00 a lead for each "Qualifying Lead Form". If the pack is worth more than $50.00 you will receive an inducement that will match the tier you receive as long as the leads convert at 35% or more. The tier schedule is as follows:
0-100 Leads – we will pay you $10.00 a lead – bonus of $10.00 at 35% conversion
101-250 Leads – we will pay you $12.00 a lead – bonus of $12.00 at 35% conversion
251-499 Leads – we will pay you $15.00 a lead – bonus of $15.00 at 35% conversion
500-999 Leads – we will pay you $17.00 a lead – bonus of $17.00 at 35% conversion
1001+ Leads – we will pay you $20.00 a lead – bonus of $20.00 at 35% conversion
9. Lead Fee Payment
We are obligated by U.S. federal law to obtain tax information from Program participants who are U.S. citizens, U.S. residents or U.S. corporations and from Program participants who are not U.S. citizens or residents but whose businesses are taxable in the U.S. If we believe you are a Program participant from whom we are obligated to obtain tax information and you do not provide this information to us after we have requested it, we reserve the right to withhold your Lead fee payments until you provide this information or otherwise satisfy us that you are not a person from whom we are required to obtain tax information.
Lead Fee Payments will be made in accordance with our standard payment terms and conditions. Following receipt of any payment, you shall have 60 days to provide written notice to us of any dispute involving such payment, with accompanying and sufficient information to reasonably enable an investigation. If you do not notify us within this 60 day period, you agree that you have accepted such payment in full and complete satisfaction of any amounts owing and waive any rights to thereafter make any claim with respect to that payment period or calculation.
10. Policies and Pricing
Customers who fill out the Lead form through this Program will be deemed to be our customers. Accordingly, all of our rules, policies, and operating procedures concerning Leads and Returning Packs, customer service, and questions regarding packs will apply to those customers. We may change our policies and operating procedures at any time.
11. Identifying Yourself as a Cash4Gold Affiliate
You may not issue any press release with respect to this Agreement or your participation in the Program; such action may result in your termination from the Program. We will make available to you a small graphic image that identifies your site as a Program participant. You must display this logo or the phrase "In association with “Cash4Gold.com "somewhere on your site. We may modify the text or graphic image of this notice from time to time. In addition, you may not in any manner misrepresent or embellish the relationship between us and you, or express or imply any relationship or affiliation between us and you or any other person or entity except as expressly permitted by this Agreement (including by expressing or implying that we support, sponsor, endorse, or contribute money to any charity or other cause).
12. Limited Licenses and Feeds
We grant you a nonexclusive, revocable right to use the graphic image and text described in Section 11 and such other text or images for which we grant express permission, solely for the purpose of identifying your site as a Program participant and to assist in generating Lead form completion. You may not use such image or text in an offline promotion or other offline manner (e.g., in any printed material, mailing or other document). You may not modify the graphic image or text, or any other of our images, in any way. We reserve all of our rights in the graphic image and text, any other images, our trade names and trademarks, and all other intellectual property rights. You agree to follow our Trademark Guidelines, as those guidelines may change from time to time. We may revoke your license at any time by giving you written notice. Nothing contained in this Agreement will give you any right, title or interest in or to any of our trade or service marks, except for the limited right expressly granted hereto. You will ensure that all marks and privacy policy notices contained are not altered or removed. You shall, and shall cause your agents to, not utilize the marks in any domain name or URL, or register any domain name or URL which could be confusingly similar to the marks. You will not modify, alter, change, update or make derivative works or any other content provided by us.
13. Responsibility for Your Site
You will be solely responsible for the development, operation, and maintenance of your site and for all materials that appear on your site. For example, you will be solely responsible for:
• the technical operation of your site and all related equipment
• ensuring that your site (and any PPC or other marketing campaign which you may engage in) is compatible with the cookie-based tracking employed by our Affiliate Management Vendor, or any other system employed by any subsequent Affiliate Management Vendor which we may designate
• creating and posting Lead Forms provided by Cash4Gold.com on your site and linking those descriptions to the Cash4Gold.com
• the accuracy and appropriateness of materials posted on your site (including, among other things, all Product-related materials)
• ensuring that materials posted on your site do not violate or infringe upon the rights of any third party (including, for example, copyrights, trademarks, privacy, or other personal or proprietary rights)
• ensuring that materials posted on your site are not libelous or otherwise illegal
• ensuring that your site accurately and adequately discloses, either through a privacy policy or otherwise, how you collect, use, store, and disclose data collected from visitors, including, where applicable, that third parties (including advertisers) may serve content and/or advertisements and collect information directly from visitors and may place or recognize cookies on visitors’ browsers.
We disclaim all liability for these matters. Further, you will indemnify and hold us harmless from all claims, damages, and expenses (including, without limitation, attorneys’ fees) relating to the development, operation, maintenance, and contents of your site.
14. Confidentiality.
Notwithstanding anything herein to the contrary, any information disclosed by us pursuant to this Agreement which would otherwise be Confidential Information shall not be deemed Confidential Information to the extent that it can be proven by written records that said : i) the same information was in the public domain at the time it was disclosed by us to you or later comes within the public domain without violation of any obligation of confidentiality; ii) the same information was known to you at the time of its disclosure by us; iii) the same information is approved for release by written authorization of us; or iv) the same information becomes known to you from a source other than us without breach of an obligation of confidentiality. In the event that Confidential Information is required to be disclosed by a court or administrative order, you shall immediately notify us of such action and give us a reasonable opportunity to seek any other legal remedies to avoid disclosure of the Confidential Information. 15. Compliance with Laws
As a condition to your participation in the Program, you agree that while you are a Program participant you will comply with all laws, ordinances, rules, regulations, orders, licenses, permits, judgments, decisions or other requirements of any governmental authority that has jurisdiction over you, whether those laws, etc. are now in effect or later come into effect during the time you are a Program participant. Without limiting the foregoing obligation, you agree that as a condition of your participation in the Program you will comply with all applicable laws (federal, state or otherwise) that govern marketing email, including without limitation, the CAN-SPAM Act of 2003 and all other anti-spam laws.
16. Modification
We may modify any of the terms and conditions contained in this Agreement, at any time and in our sole discretion, by posting a change notice or a new agreement on the Cash4Gold.com Site. Modifications may include, for example, changes in the scope of available Lead fees, Lead fee schedules, payment procedures, and Program rules. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT. YOUR CONTINUED PARTICIPATION IN THE PROGRAM FOLLOWING OUR POSTING OF A CHANGE NOTICE OR NEW AGREEMENT ON THE Cash4Gold.com SITE WILL CONSTITUTE BINDING ACCEPTANCE OF THE CHANGE.
17. Relationship of Parties
You and we are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on your site or otherwise, that reasonably would contradict anything in this Section.
18. Disclaimer & Limitation of Liability
OUR SITE AND ADVERTISING PROVIDED BY US TOGETHER WITH OUR products and SERVICES ARE PROVIDED "AS IS" WITH NO WARRANTY, AND WE EXPRESSLY DISCLAIM ANY WARRANTY, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. IN ADDITION, WE MAKE NO REPRESENTATION OR WARRANTY THAT THE LINKS, THE TRACKING DATA, THE OPERATION OF OUR SITE, OR ANY THIRD-PARTY’S PROCEDURES AND SYSTEMS FOR TRACKING AND REPORTING SALES GENERATED BY YOU OR YOUR AGENTS WILL BE UNINTERRUPTED OR ERROR-FREE, AND WE SHALL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS, INCLUDING, WITHOUT LIMITATION, LOSS OF DATA. WE SHALL HAVE NO LIABILITY OR OBLIGATION UNDER WARRANTY OR OTHERWISE TO ANY OF YOUR OR YOUR AGENTS OR THEIR RESPECTIVE END USERS FOR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE DELIVERY, USE OR PERFORMANCE OF OUR SITE, OR COMPANY products and SERVICES.UNDER NO CIRCUMSTANCES WILL we BE LIABLE WHETHER IN TORT, CONTRACT OR OTHERWISE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (INCLUDING BUT NOT LIMITED TO DAMAGES FOR ANY LOSS OF REVENUE, PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION OR DATA, LOSS OF GOODWILL, WORK STOPPAGE, HARDWARE OR SOFTWARE FAILURE, OR OTHER PECUNIARY LOSS) ARISING FROM OR RELATING TO ANY PROVISION OF THIS AGREEMENT, OUR SITE, ADVERTISING PROVIDED BY US OR COMPANY products and SERVICES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF. WITHOUT LIMITING THE FOREGOING, OUR AGGREGATE LIABILITY ARISING WITH RESPECT TO THIS AGREEMENT WILL NOT EXCEED THE LESSER OF THE TOTAL FEES PAID OR PAYABLE TO YOU UNDER THIS AGREEMENT, AND $10,000. YOU SHALL REQUIRE EACH OF YOUR AGENTS TO ASSENT IN WRITING IN FAVOR OF US TO THE FOREGOING LIMITATION OR OTHER LIMITATION NO LESS STRICT.
19. Independent Investigation
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO ALL ITS TERMS AND CONDITIONS. YOU UNDERSTAND THAT WE MAY AT ANY TIME (DIRECTLY OR INDIRECTLY) 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 YOUR WEB SITE. YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THE PROGRAM AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS SET FORTH IN THIS AGREEMENT.
20. Paid Search and Spyware
If you use Paid Search to promote your site, you must follow the following guidelines with respect to our Brand:
1. You may not use Cash4Gold.com, Green Bullion Financial Services, LLC within your creative, and cannot state that you are Official or copy any creative in Cash4Gold.com or Green Bullion Services, LLC and its domains own paid listings.
2. You shall not purchase or register search engine keywords, AdWords, search terms or other identifying terms that include the words "Cash4Gold," "Cash for Gold," “Cash fore Gold” or any variations thereof for use in any search engine, portal, sponsored advertising service or other search or referral lead service.
• If Cash4Gold.com determines, in its sole discretion, that you have purchased or attempted to purchase " Cash4Gold " or one of the cited examples above, then Cash4Gold.com may (without limiting any other remedies available to it) pursue any or all of the following actions:
• Withhold, or cancel any compensation otherwise payable to Affiliate beginning with the date on which you purchased the prohibited trademarked terms;
• Permanently remove you from the Cash4Gold.com Affiliate Program.
We will refuse all applications or signups from affiliates which we believe participate in spyware, adware or other techniques for driving traffic. We reserve the right to research and investigate affiliates and their activities and, at our own discretion, determine whether or not these practices are in place. Affiliates found in violation of this policy will be immediately terminated from the program and will forfeit all referral fees.
22. Miscellaneous. This Agreement contains the complete terms and conditions that apply to an individual’s or entity’s participation in the Program.
Notices. Notices, demands, requests or other communication given under this Agreement may be made by us by email or through posting on our site. Notices and other communications to you, as required or permitted to be given hereunder, that are posted on our site and/or otherwise e-mailed to the e-mail address provided in your application, shall be deemed effective upon posting or e-mailing. Notices, demands, requests or other communication given under this Agreement shall be made by you in writing and be made by personal delivery, certified mail, return receipt requested or nationally recognized overnight courier services to the address set forth in the introductory paragraph. Notice or other communications to us shall be deemed effective when received.
This Agreement will be governed by the laws of the United States and the state of Florida, without reference to conflicts of law principles. You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Agreement. No waiver of any provision of this Agreement shall constitute a continuing waiver, and no waiver shall be effective unless made in a writing signed by both parties.
Governing Law; Forum; Fees. This Agreement shall be treated as though it were executed and performed in Fort Lauderdale, Florida, and shall be governed by and construed in accordance with the laws of the State of Florida (without regard to conflict of law principles). The parties consent to the exclusive jurisdiction of the State and federal courts having jurisdiction over, and all claims, actions and proceedings shall be brought in, Broward County, Florida. With respect to any claim for indemnification or damages, or any dispute arising out of or relating to this Agreement, the adjudicating party shall determine a prevailing party and award fees and expenses (including reasonable attorney’s and experts’ fees) to such prevailing party; and the nonprevailing party shall immediately pay such award to the prevailing party.