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Affiliate Agreement
Each participant in the Affiliate program offered by JAM Marketing Inc (the "Program Operator") at http://mablesalmosthealthyrecipes.com/ (the "Website") expressly agrees to this Affiliate Agreement.
NOTICE: PLEASE READ THIS AGREEMENT CAREFULLY. UNLESS YOU EXPRESSLY AGREE AND CONSENT TO THIS AGREEMENT, YOU MAY NOT PARTICIPATE IN THE AFFILIATE PROGRAM. BY PARTICIPATING IN THE AFFILIATE PROGRAM, YOU ARE AGREEING TO COMPLY WITH AND BE LEGALLY BOUND BY THE TERMS AND CONDITIONS OF THIS CONTRACT. IF YOU DO NOT AGREE TO ALL OF THIS AGREEMENT'S TERMS, PLEASE DO NOT REGISTER FOR THE AFFILIATE PROGRAM.
This Agreement incorporates the Program Operator's terms, conditions, and policies (located on this Website) herein as if it were set forth in full.
Throughout this Agreement, "Affiliate program" and "program" refers to the Affiliate program operated by the Program Operator in part for the Website.
Affiliates
Each Affiliate is an independent contractor of the Program Operator and not an employee. Nothing herein is intended to create an employer/employee relationship.
The program is not a “business opportunity” for purposes of the U.S. Federal Trade Commission’s Business Opportunity Rule, 16 C.F.R. § 437.1 et seq.
Commissions and Referral Fees
Whenever someone orders through your Affiliate link, your Affiliate ID is credited with a referral fee if one is specified on our website. When another Affiliate registers as an Affiliate using your Affiliate link, your account is credited as the Sponsoring Affiliate if our Affiliate program has a multi-tier structure. You do not earn a referral fee for any other Affiliate's registration. The commission and any referral fee amount vary from product, service, or opportunity. The rate at which your referral fee, if any, is generated can be found on the Website and is subject to change at any time. If the Website is silent about the commission rate, the base rate is 20% - 40%.
Before any Affiliate may be sent a commission check or payment, the Affiliate must submit to the Program Operator identification information. Such identification information shall include, at a minimum, a copy of a government-issued photo identification card (for example, a driver's license). These documents shall be faxed to the Program Operator per your "Welcome, Affiliate" email instructions. You will not receive any payment of commission/referral fees until such time as you submit the required documentation to the Program Operator.
Commissions on products and services are paid at the rates indicated on the Website. The Program Operator strives to pay similar rates on future products, services, and opportunities but reserves the right to pay a different scale if necessary.
Income Tax Liabilities
Each Affiliate acts as an independent contractor and, as such, is responsible for any or all United States, state, or foreign income taxes and any other tax liabilities that affect or concern the sales of the products or services in your state or location. If you are NOT a resident of the United States, the Program Operator will withhold the appropriate U.S. income tax applicable to foreign nationals prior to your receipt of any commissions. The Program Operator does so pursuant to the United States Internal Revenue Service laws (also known as the United States Tax Code) and other applicable laws and regulations. It is the Affiliate's sole responsibility, and not the responsibility of the Program Operator, to take any steps necessary to recover these sums under the Tax Code and other applicable laws and regulations.
Embargoed Nations & Specially Designated Nationals
The United States controls the export of products and information. Each Affiliate agrees to comply with such restrictions and to not export or re-export the materials (including software) to countries or persons prohibited under the export control laws. By becoming an Affiliate, you are agreeing that you are not in a country where such export is prohibited or are not a person or entity to which export is prohibited. You are responsible for compliance with the laws of your local jurisdiction regarding the import, export, or re-export of the materials (including software).
Each Affiliate is responsible for compliance with all applicable U.S. laws and regulations, including but not limited to those laws pertaining to export control. By registering as an Affiliate, you warrant that you are not a citizen or resident of a country designated as having Embargoed Nation Status, and further, you also warrant that you are not on the list of Specially Designated Nationals or Blocked Persons maintained by the U.S. Treasury Department. The products and/or services are exported from the United States in accordance with the Export Administration Regulations. Diversion to other countries is contrary to U.S. law and is prohibited.
In compliance with the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (USA PATRIOT Act), Pub. L. 107-56, 115 Stat. 272, as reauthorized and amended, only those who have provided appropriate identification information and do not reside within an embargoed nation and are not listed on the Specially Designated Nationals list may receive commission checks paid by either the Program Operator or its agent.
Commission Schedule
Commissions are paid once per month through the payment processor on the 28th day of the month for sales made through the 28th day of the previous month and are paid by the Program Operator.
There is a minimum commission amount of $25. This is the minimum amount you must earn before commissions are paid to you. In any commission period, your commission must exceed this amount before you receive any sums for that period. Commissions below this minimum amount will be held until such time as the commission equals or exceeds this amount.
Commissions are not paid for any sales for which payment has not been received or for any transaction that has been rejected for any reason. The Program Operator reserves the unilateral right to reject any transaction within its sole discretion for any reason.
The Program Operator is not responsible for paying interest to Affiliates for accrued but not yet delivered commission payments.
If a transaction incurs a charge-back or an online transaction is not completed in every way, no commission payment is due to the Affiliate. A commission will be deducted from an active Affiliate's future commissions if it has already been paid.
All commissions are paid in US Dollars by PayPal or check. Affiliates requesting bank drafts will have a processing fee of $10.00 deducted from the check. This fee may change at any time.
Each Affiliate is responsible for selecting the payment processor through which to receive their commissions/referral fees from the payment processors supported by the Program Operator. If you elect a payment processor through which to receive your commissions and you later terminate the account or the account becomes unavailable for any reason, the Program Operator is not responsible for your not receiving the money.
Each Affiliate is responsible for always maintaining the payment processor through which they receive their commissions/referral fees OR selecting an alternate method of payment supported by the Program Operator. The Affiliate and the Program Operator entirely make this election and assume no responsibility for non-receipt of payments made according to the payment processor elected by the Affiliate or the Affiliate's lack of ability to then conform to the payment processors or processes supported by the Program Operator.
The Program Operator assumes no responsibility for an Affiliate not electing a payment processor. If an Affiliate fails to elect a payment processor, any sums due will be paid via check, and any fees applicable to payments by check or bank draft will be deducted.
Mobile Apps
If you include an Affiliate link or otherwise promote the Program using a computer program designed to run on smartphones, tablet computers, or other mobile electronic devices (a “Mobile App”), the Mobile App must comply with the terms of this Agreement. In addition, the Mobile App can only be distributed to end users via Google Play, Apple’s App Store, Microsoft’s Windows Phone Apps+Games Store, and/or Amazon’s Appstore. Prior written approval by the Program Operator is required before distributing the Mobile App by any other means.
Mixing Of Products
As an Affiliate of the Program Operator, your website on which you advertise any products or services of the Program Operator may only include products that are not capable of being viewed by persons 13 years of age or younger unless the Program Operator specifically allows such products. Your website may NOT contain any content or images that are NOT suitable for viewing by persons 13 years of age or younger if you include any reference to the Program Operator, the Website, the eBook(s), or your Affiliate Link. On any website on which you include any reference to the Program Operator, its products, services, and eBooks, you may NOT include any reference to any form of "Adult" content.
Any violation of these requirements will immediately terminate your Affiliate status, and you shall forfeit any commissions/referral fees that may be due. If any violation of these requirements results in the suspension or termination of any payment processor for the Program Operator, you shall be liable for liquidated damages in the amount of $10,000 as well as actual and any consequential damages that the Program Operator may incur.
Payment Processor Fees
All commissions are calculated based on the net transaction. In other words, all taxes, shipping, and payment processing fees are first deducted from the sums collected from the customer. The remaining amount is a commissionable sale. The commission rate listed on the Website is then applied to determine the amount due to the Affiliate. Any sums paid for taxes, shipping, and payment processor fees are not commissionable. The Program Operator may also charge a per-transaction fee for every transaction processed. If a per-transaction fee is applied, the amount of the fee can be seen on the Website. Any such fee is not commissionable and is deducted from the sums paid by the customer before calculating any commission.
Spam And Unsolicited Commercial Email (UCE)
The Program Operator does not tolerate sending unsolicited commercial emails (“UCE,” a.k.a. junk email or spam email) that promote or refer to the Program Operator or any of their associated companies or Websites, Partners, employees, the Websites, products or services. The provisions of the Program Operator's Anti-Spam Policy shall apply to each Affiliate. Any Affiliate who breaches this rule in the opinion of the Program Operator will have their Affiliate status canceled, and any outstanding commissions will be forfeited.
Investigations by Law Enforcement or Government Agencies
The Program Operator reserves the right to reject any Affiliate application or immediately terminate any Affiliate from the Program who has ever been investigated by any law enforcement or government agency for the Affiliate's marketing or advertising practices in online or offline business ventures. Every applicant for the Program must fully disclose to the Program Operator of any such investigations, including the results of such investigations, so that the Program Operator can make an informed decision as to whether the applicant is eligible for the Program.
Once an applicant is approved, the applicant must also fully disclose to the Program Operator immediately any such investigations that occur during the term such an approved applicant is an Affiliate. Any violation of the provisions of this paragraph shall constitute a material breach of this Agreement, the Affiliate's status as an Affiliate under this Program shall terminate without notice, and the Affiliate shall forfeit all Affiliate commissions as partial compensation for the damages inflicted on the Program Operator by Affiliate's breach.
Unprofessional Conduct
The Program Operator and their associated companies operate with the strictest codes of professional conduct. Any Affiliate who brings the Program Operator or their employees, partners, or associates into disrepute or who promotes any form of slander, racism, or unfair business practices, will have their Affiliate status canceled, and any outstanding commissions will be forfeited.
The Program Operator reserves the right to reject any Affiliate application if, in the Program Operator's opinion, that person or entity violates established laws or commonly held standards of decency. For example, the Program Operator will reject applications from any person or company that promotes any form of violence or illegal activities or from applicants who the Program Operator prefers not to be associated with.
Marketing to Minors
Marketing to minors (individuals less than 18 years old) is highly discouraged. All affiliates must fully comply with the Children’s Online Privacy Protection Act (COPPA), 15 U.S.C. § 6501 et seq., and regulations promulgated thereunder. In addition, direct or indirect marketing to children under 13 years of age is strictly prohibited. The Program Operator reserves the unilateral right to suspend to cancel Affiliate status if the Program Operator or the U.S. Federal Trade Commission (FTC) determines that an Affiliate has marketed to a child under the age of 13 years, violated COPPA, or regulation promulgated there under. Any outstanding commissions will be forfeited.
Affiliate Status Disclosure
In your communications with the public and third parties concerning your relationship with the Program Operator, you must clearly disclose that you are an Affiliate in a manner consistent with the U.S. Federal Trade Commission’s material connections disclosure requirements per 16 C.F.R. § 255.0 et seq. You shall not misrepresent or imply that the relationship is a partnership, joint venture, endorsement of your business, or the like.
Keywords and Promotion
Without express prior written approval from the Program Operator, no Affiliate shall register, own, lease, or otherwise use a domain name that includes keywords or key phrases consisting in whole or in part of the Program Operator's trademarks, service marks and/or words contained in the Program Operator's domain name http://mablesalmosthealthyrecipes.com/. Without express prior written approval from the Program Operator, no Affiliate shall use any of these words either in a pay-per-click (PPC) or cost-per-action (CPA) campaign. Any violation of the provisions of this paragraph shall constitute a material breach of this Agreement, the Affiliate's status as an Affiliate under this Program shall terminate without notice, and the Affiliate shall forfeit all Affiliate commissions as partial compensation for the damages inflicted to the Program Operator by Affiliate's breach.
Negative Promotional Content
Affiliates shall not use negative content to promote products or services the Program Operator sells. This includes, but is not limited to, the use of reviews or ads that refer to Program Operator products or services as a "scam," "fraud," "bogus," "fake," "sucks," or synonyms or phrases that convey the same meaning. The Program Operator is aware that this marketing tactic may generate leads for an Affiliate, but it does so at the expense of the Program Operator's good name. Any violation of the provisions of this paragraph shall constitute a material breach of this Agreement, the Affiliate's status as an Affiliate under this Program shall terminate without notice, and the Affiliate shall forfeit all Affiliate commissions as partial compensation for the damages inflicted to the Program Operator by Affiliate's breach.
Monetary Incentives Prohibited
Affiliates shall not use cash rebates or other monetary incentives to promote products or services the Program Operator sells. This includes, but is not limited to, offering to rebate a portion of the purchase price to anyone who purchases via the Affiliate's link for the Program. Such monetary compensation devalues the Program at the expense of the Program Operator. Any violation of the provisions of this paragraph shall constitute a material breach of this Agreement, the Affiliate's status as an Affiliate under this Program shall terminate without notice, and the Affiliate shall forfeit all Affiliate commissions as partial compensation for the damages inflicted to the Program Operator by Affiliate's breach. However, nothing in this paragraph shall prevent an Affiliate from providing non-monetary bonuses to purchasers as an inducement to purchase through the Affiliate's link, provided that such bonuses are otherwise permitted by law.
Affiliate Sales and Tracking
After signing up for the Affiliate program, you will receive a unique Affiliate URL ("Affiliate Link") which you will use to advertise the Website. When someone clicks through this URL, a cookie will be set in their browser with your Affiliate ID, and their IP address may also be logged with your Affiliate ID. During that visit to the Website or any later visit, when a purchase is made, the commission will be given based on the existence of the cookie.
To receive proper credit for sales, a person or entity must purchase through your unique Affiliate URL. Masking or cloaking of the links (whether done by software or by a script, and sometimes referred to as "Affiliate link cloaking") may or may not work with parts of the Website and this Affiliate program. The Program Operator allows masking or cloaking, but you must provide a repeatable process for our verification of the cloaked link. Otherwise, the use of the masked or cloaked link is disallowed.
Term and Termination
This Agreement will begin upon your sign-up with the Affiliate program and end when either you or the Program Operator terminates your Affiliate status or if your account is inactive in any continuous twelve (12) month period. An Affiliate may terminate this Agreement at any time, and for any reason, by writing to - or emailing - the Program Operator at the email address listed on the Website. The Affiliate may not assign or transfer this Agreement, or any rights conveyed in this Agreement, to any third party whatsoever.
The Program Operator may terminate this Agreement at any time, and for any reason, by writing to Affiliate at the email address listed in the Affiliate's Profile with 30 days' notice. The Program Operator may transfer this Agreement to any party whatsoever at any time, and this Agreement shall remain in full force and effect without notice to the Affiliate. However, if this Agreement should terminate for cause due to violation of this Agreement or the Website's other terms, conditions, and policies, this Agreement shall terminate immediately, and the Affiliate shall forfeit all rights to any commissions then due.
Rights To Modify Agreement
The Program Operator and its associated companies may, in good faith, modify any of this Agreement and/or the Website's other terms, conditions, and policies (including the Affiliate Commission Schedule), at any time and at its sole discretion, by posting a change notice or a new Agreement on the Website. These changes will come into force immediately upon posting. The Affiliate's continued participation in the Affiliate program following the posting of a change notice or new Agreement shall constitute a binding acceptance by the Affiliate of the change.
If any modification to this Agreement is not acceptable to the Affiliate, the Affiliate's only recourse is to terminate this Agreement. Upon termination of this Agreement, the former Affiliate must remove all Affiliate links and graphics from its website and refrain from publishing same in any manner whatsoever.
No Misuse
It is understood that any individual that uses the Program Operator's system shall not use it in connection with obscene, defamatory, slanderous, hateful, illegal, or politically disruptive material, the definition of which shall be at the sole discretion of the Program Operator. It is also understood that Affiliates shall not try to cheat the system to increase their payments due. If such misuse is detected, the Affiliate will be immediately terminated as an Affiliate, and any sums payable as and for commissions will be withheld. All Affiliates further agree to refrain from engaging in any hostile activity toward the system. Any individual that engages in such hostile activity, such as hacking, shall be held liable for any loss sustained by the Program Operator or its associates due to such action.
As-Is Only
There is no warranty or guarantee of any kind regarding the Program Operator's system regarding reliability, stability, quality, or dependability. This means that the Program Operator or its associates are not responsible for any loss or damage incurred directly or indirectly due to using the Program Operator's Website, products, services, or any other facet of the system. This shall include, but is not limited to, any system malfunction, period of being inoperative or unavailable, loss of data, discontinuation of service, or other inconveniences.
Fees
Affiliates shall be charged NO FEE by the Program Operator for setting up an account to join Affiliate programs or to join any program.
Electronic Communications and Email
The Program Operator requires your primary email address to be listed in your Affiliate Profile. Affiliates cannot use the Website or participate in the Affiliate program until their email addresses are verified. Those who fail to verify their email address or use an email address that generates an error response consistently (e.g., "User is over quota" or "Mailbox full") will forfeit any commissions due, and this contract will be terminated immediately.
Furthermore, when you communicate with us by email, text message, telephone call, or other electronic means, you agree that we can respond to you via the same or other electronic means of communication. You also agree that we can subsequently communicate with you for marketing and other commercial purposes by electronic means using the information you have provided to us (email address, mobile phone number, etc.) unless and until you make a signed written request by email or by mail to our address listed below that these subsequent communications cease. Your request must include the specific contact information you no longer wish us to use for communicating with you (email address, mobile phone number, etc.)
You may not use an email address with an auto responder as your Affiliate email address. When you visit the Program Operator's Websites or send emails to the Program Operator, you are communicating electronically. You consent to receive communications from the Program Operator electronically. The Program Operator will communicate with you by email or by posting notices on the website. You agree that all Agreements, notices, disclosures, and other communications that the Program Operator provides to you electronically satisfy any legal requirement that such communications be in writing. If you are an Affiliate, you understand that you may NOT opt out of any emails that you receive from the Program Operator. As an Affiliate, you must continually have a valid email account on file with the Program Operator, or the Program Operator reserves the right to terminate your participation immediately without any refund of any license fees paid or payment of any commission due.
Unauthorized Charging or Receipt of Payments Through the Websites
No Affiliate or other person or entity may use the Website, or the Program Operator's payment processing system, for private transactions. Any revenue collected through the Website or through the Program Operator's payment processing system may become the sole property of the Program Operator. Specifically, Affiliates may not link to the Website for processing of products or services that are not wholly sponsored by the Program Operator and authorized by the Program Operator and, further, may not link to the Website for processing of any products beyond what the Program Operator has identified as salable products for the Website and specific Affiliate sales.
Should any Affiliate of the Program Operator or other person or entity construct links that process orders through the Program Operator payment processing system, the act will be considered an attack of computing resources with intent to damage the Website and therefore treated as a serious computer crime. Violators will be prosecuted to the fullest extent of the law.
Charging Or Receiving Any Payment for Assisting Other Affiliates
The progress of any Affiliate benefits the Program Operator in many ways. If you recruit, sponsor, or obtain an Affiliate through the Websites by any means, you should always be willing to assist such an Affiliate at no charge if you are overriding such an Affiliate in a multi-tier payment system. If you are unwilling to assist such Affiliates without charge, your Affiliate status with the Program Operator will be terminated immediately, and any commissions due will be withheld permanently as partial compensation for managing the associated and impacted Affiliates.
Affiliate Identification Numbers
You will be provided an Affiliate identification number. Your Affiliate ID number may be numeric and/or CaSe sEnSitIvE. For example, the code 'learn_more' is different from 'Learn_More'. You are responsible for maintaining the secrecy and security of your Affiliate ID number and password. You agree to hold the Program Operator harmless in the event that any such information is shared by you with any other person or entity whatsoever.
No Predatory Advertising
All Affiliates in the Affiliate program agree to refrain from any type of predatory advertising practices, the definition of which shall be at the sole discretion of the Program Operator, and shall include, but not be limited to, dynamically replacing the Affiliate ID of one Affiliate with that of another with the effect of "stealing" the commission away from the Affiliate that earned it, whether this be intentional or not. Affiliates may not adjust any of the supplied Affiliate links to reset cookies or bypass other safeguards in the system. Affiliates understand that engaging in such practices is grounds for immediate termination and forfeiture of any earned commissions.
Liability
The Program Operator will not be liable for indirect or accidental damages (loss of revenue, commissions) due to Affiliate system sale tracking failures, commission processing system failures, losses of database files or backups thereof, attacks on computing resources, computer viruses, the continued viability of their products, any results of "intents of harm" to the program or acts of God or Nature. The Program Operator makes no claim that the operation of the Websites or that the Program Operator network will be error-free, nor will the Program Operator be held liable for any interruptions or errors.
Miscellaneous Provisions
a) If any part of this Agreement or the Website's terms, conditions, and other policies is declared void, this Agreement and such terms, conditions, and other policies shall, to the maximum practicable extent, be construed without reference to that part. No term or provision of the Affiliate Agreement shall be waived unless in writing and signed by the party waiving the provision, and any waiver shall apply only to the specific event or situation which it describes and shall not be continuing. No Affiliate may assign, transfer, or sublicense this Agreement without the Program Operator's prior written consent.
b) All legal or other fees incurred in collecting returned checks or declined credit cards or any other lack of payment related to a sale made by an Affiliate will be payable by the Affiliate. Any sums not collected from the Affiliate or Affiliate's customer are not commissionable, and any fees incurred during the processing or handling of sales made by the Affiliate will be deducted in whole from any commissions due to the Affiliate. If a commission has been improperly paid to the Affiliate on a sale that is not commissionable to the Affiliate because the sale was improper, a refund to the customer has been issued, or for any other reason, the commission amount paid will be deducted from any other commissions due to the Affiliate. Further, if the commissions due to the Affiliate are insufficient to cover any sums owed by the Affiliate per this paragraph, the Affiliate agrees to pay the full amount to the Program Operator.
c) IF THE FOREGOING LIMITATIONS OR THE LIMITATIONS WITHIN THE AFFILIATE AGREEMENT AND WEBSITE TERMS, CONDITIONS, AND OTHER POLICIES INCORPORATED BY REFERENCE ARE HELD TO BE UNENFORCEABLE, THE PROGRAM OPERATOR'S LIABILITY FOR DAMAGES UNDER THIS AGREEMENT TO ANY PERSON OR ENTITY SHALL NOT EXCEED THE AMOUNT OF FEES PAID BY THAT PERSON OR ENTITY FOR THE PRODUCT, SERVICE, AND OR EBOOK OR SOFTWARE (LICENSE).
d) To the extent you have in any manner violated or threatened to violate the Program Operator's intellectual property rights, the Program Operator may seek injunctive or other appropriate relief in any court located in Manhattan, NY, United States, and you consent to exclusive jurisdiction and venue in such courts. Use of the Program Operator’s Website is unauthorized in any jurisdiction that does not give effect to all provisions of the Website's terms, conditions, and other policies, including this paragraph. You agree that no joint venture, partnership, employment, or agency relationship exists between you and the Program Operator as a result of this Agreement or use of the Website, products, and/or services. The Program Operator's performance of this Agreement is subject to existing laws and legal processes, and nothing contained in this Agreement is in derogation of the Program Operator's right to comply with governmental, court, and law enforcement determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Agreement shall continue in effect.
The Program Operator, its principals, employees, and agents shall not be liable for failure to perform any of the Program Operator’s obligations under this Agreement during any period in which the Program Operator cannot perform due to fire, earthquake, flood, or other natural disasters, epidemic, pandemic, explosion, casualty, war, terrorism, embargo, riot, civil disturbance, an act of a public enemy, an act of God, or the intervention of any government authority, or similar cause beyond the Program Operator’s control.
e) This Agreement shall be governed and construed in accordance with the laws of NY, United States, applicable to agreements made and to be performed in NY, United States.
The Program Operator expressly reserves the right to bring an action for injunctive relief, damages, and other remedies against you for intellectual property infringement in any court of competent jurisdiction.
For all other disputes between the parties, you and the Program Operator agree that any legal action or proceeding between the Program Operator and you for any purpose concerning this Agreement or the parties' obligations hereunder will first attempt to be resolved with the help of a mutually agreed-upon online mediator. Any costs and fees (other than attorney fees) associated with the mediation will be shared equally by each party.
f) If it proves impossible to arrive at a mutually satisfactory solution through online mediation, you and the Program Operator agree to submit the dispute to binding arbitration at the following location: for legal actions or proceedings between the Program Operator and you, in Manhattan, NY, United States, under the commercial rules of the American Arbitration Association. Judgment upon the award rendered by the arbitration may be entered in any court with jurisdiction to do so.
You never have the right to go to court or have a jury trial. You will not have the right to engage in pre-trial discovery except as provided in the rules. You will not have the right to participate as a representative or member of any class of claimants pertaining to any claim subject to arbitration. The arbitrator's decision will be final and binding with limited rights of appeal.
g) Any cause of action or claim you may have with respect to the Program Operator, the Affiliate Program, the Website, the products, the services, or the eBook(s), must be commenced within ninety (90) days after the claim or cause of action arises or such claim or cause of action is barred.
h) The Program Operator's failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement.
i) Use of headings in this document is for convenience only and does not explicitly identify legal boundaries or terms.
j) The Program Operator may assign or transfer its rights and duties that it may have to any person or entity whatsoever without notice to you. Nothing herein shall alter or encumber the right of the Program Operator to transfer any such rights or responsibilities. Any transfer by the Program Operator shall cause this Agreement and any other Agreement then in effect (as well as any other contract between you and the transferring party) to transfer simultaneously, all without permission.
k) Should this Affiliate program be deemed illegal in any jurisdiction, the Program Operator has the right to immediately terminate this program without recourse.
l) If a jurisdiction other than NY requires the Program Operator to collect sales taxes, use taxes, other taxes, or fees, the Program Operator has the right to immediately terminate this program in such jurisdiction without recourse.
m) If the payment processors utilized by the Program Operator determine that sales made through Affiliates cannot be processed through the payment processor, then the Program Operator has the right to immediately terminate this Program without recourse.
n) Nothing herein is intended to imply that the Program Operator will always offer any Affiliate program, or this Affiliate program, for all products, services, and/or opportunities the Program Operator sells on the Websites or that the Program Operator will offer any Affiliate program whatsoever.
o) If you reside in the European Union, you may have certain rights under Regulation (EU) 2016/679, the General Data Protection Regulation ("GDPR"), to the extent the GDPR does not conflict with the laws of NY and the United States. If you reside in the Federative Republic of Brazil, you may have certain rights under Lei Geral de Proteção de Dados Pessoais, Law No. 13,709/2018 (“LGPD”), Brazil’s general law on the protection of personal data, to the extent the LGPD does not conflict with the laws of NY and the United States. For more information, please see the section of our Website’s Privacy Policy titled “California, European Union & Brazilian Privacy Rights.”
Any rights not expressly granted herein are reserved. This is the entire Agreement between the Program Operator and you as an Affiliate.
This Affiliate program Agreement was last updated on June 24, 2022.
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Each participant in the Affiliate program offered by JAM Marketing Inc (the "Program Operator") at http://mablesalmosthealthyrecipes.com/ (the "Website") expressly agrees to this Affiliate Agreement.
NOTICE: PLEASE READ THIS AGREEMENT CAREFULLY. UNLESS YOU EXPRESSLY AGREE AND CONSENT TO THIS AGREEMENT, YOU MAY NOT PARTICIPATE IN THE AFFILIATE PROGRAM. BY PARTICIPATING IN THE AFFILIATE PROGRAM, YOU ARE AGREEING TO COMPLY WITH AND BE LEGALLY BOUND BY THE TERMS AND CONDITIONS OF THIS CONTRACT. IF YOU DO NOT AGREE TO ALL OF THIS AGREEMENT'S TERMS, PLEASE DO NOT REGISTER FOR THE AFFILIATE PROGRAM.
This Agreement incorporates the Program Operator's terms, conditions, and policies (located on this Website) herein as if it were set forth in full.
Throughout this Agreement, "Affiliate program" and "program" refers to the Affiliate program operated by the Program Operator in part for the Website.
Affiliates
Each Affiliate is an independent contractor of the Program Operator and not an employee. Nothing herein is intended to create an employer/employee relationship.
The program is not a “business opportunity” for purposes of the U.S. Federal Trade Commission’s Business Opportunity Rule, 16 C.F.R. § 437.1 et seq.
Commissions and Referral Fees
Whenever someone orders through your Affiliate link, your Affiliate ID is credited with a referral fee if one is specified on our website. When another Affiliate registers as an Affiliate using your Affiliate link, your account is credited as the Sponsoring Affiliate if our Affiliate program has a multi-tier structure. You do not earn a referral fee for any other Affiliate's registration. The commission and any referral fee amount vary from product, service, or opportunity. The rate at which your referral fee, if any, is generated can be found on the Website and is subject to change at any time. If the Website is silent about the commission rate, the base rate is 20% - 40%.
Before any Affiliate may be sent a commission check or payment, the Affiliate must submit to the Program Operator identification information. Such identification information shall include, at a minimum, a copy of a government-issued photo identification card (for example, a driver's license). These documents shall be faxed to the Program Operator per your "Welcome, Affiliate" email instructions. You will not receive any payment of commission/referral fees until such time as you submit the required documentation to the Program Operator.
Commissions on products and services are paid at the rates indicated on the Website. The Program Operator strives to pay similar rates on future products, services, and opportunities but reserves the right to pay a different scale if necessary.
Income Tax Liabilities
Each Affiliate acts as an independent contractor and, as such, is responsible for any or all United States, state, or foreign income taxes and any other tax liabilities that affect or concern the sales of the products or services in your state or location. If you are NOT a resident of the United States, the Program Operator will withhold the appropriate U.S. income tax applicable to foreign nationals prior to your receipt of any commissions. The Program Operator does so pursuant to the United States Internal Revenue Service laws (also known as the United States Tax Code) and other applicable laws and regulations. It is the Affiliate's sole responsibility, and not the responsibility of the Program Operator, to take any steps necessary to recover these sums under the Tax Code and other applicable laws and regulations.
Embargoed Nations & Specially Designated Nationals
The United States controls the export of products and information. Each Affiliate agrees to comply with such restrictions and to not export or re-export the materials (including software) to countries or persons prohibited under the export control laws. By becoming an Affiliate, you are agreeing that you are not in a country where such export is prohibited or are not a person or entity to which export is prohibited. You are responsible for compliance with the laws of your local jurisdiction regarding the import, export, or re-export of the materials (including software).
Each Affiliate is responsible for compliance with all applicable U.S. laws and regulations, including but not limited to those laws pertaining to export control. By registering as an Affiliate, you warrant that you are not a citizen or resident of a country designated as having Embargoed Nation Status, and further, you also warrant that you are not on the list of Specially Designated Nationals or Blocked Persons maintained by the U.S. Treasury Department. The products and/or services are exported from the United States in accordance with the Export Administration Regulations. Diversion to other countries is contrary to U.S. law and is prohibited.
In compliance with the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (USA PATRIOT Act), Pub. L. 107-56, 115 Stat. 272, as reauthorized and amended, only those who have provided appropriate identification information and do not reside within an embargoed nation and are not listed on the Specially Designated Nationals list may receive commission checks paid by either the Program Operator or its agent.
Commission Schedule
Commissions are paid once per month through the payment processor on the 28th day of the month for sales made through the 28th day of the previous month and are paid by the Program Operator.
There is a minimum commission amount of $25. This is the minimum amount you must earn before commissions are paid to you. In any commission period, your commission must exceed this amount before you receive any sums for that period. Commissions below this minimum amount will be held until such time as the commission equals or exceeds this amount.
Commissions are not paid for any sales for which payment has not been received or for any transaction that has been rejected for any reason. The Program Operator reserves the unilateral right to reject any transaction within its sole discretion for any reason.
The Program Operator is not responsible for paying interest to Affiliates for accrued but not yet delivered commission payments.
If a transaction incurs a charge-back or an online transaction is not completed in every way, no commission payment is due to the Affiliate. A commission will be deducted from an active Affiliate's future commissions if it has already been paid.
All commissions are paid in US Dollars by PayPal or check. Affiliates requesting bank drafts will have a processing fee of $10.00 deducted from the check. This fee may change at any time.
Each Affiliate is responsible for selecting the payment processor through which to receive their commissions/referral fees from the payment processors supported by the Program Operator. If you elect a payment processor through which to receive your commissions and you later terminate the account or the account becomes unavailable for any reason, the Program Operator is not responsible for your not receiving the money.
Each Affiliate is responsible for always maintaining the payment processor through which they receive their commissions/referral fees OR selecting an alternate method of payment supported by the Program Operator. The Affiliate and the Program Operator entirely make this election and assume no responsibility for non-receipt of payments made according to the payment processor elected by the Affiliate or the Affiliate's lack of ability to then conform to the payment processors or processes supported by the Program Operator.
The Program Operator assumes no responsibility for an Affiliate not electing a payment processor. If an Affiliate fails to elect a payment processor, any sums due will be paid via check, and any fees applicable to payments by check or bank draft will be deducted.
Mobile Apps
If you include an Affiliate link or otherwise promote the Program using a computer program designed to run on smartphones, tablet computers, or other mobile electronic devices (a “Mobile App”), the Mobile App must comply with the terms of this Agreement. In addition, the Mobile App can only be distributed to end users via Google Play, Apple’s App Store, Microsoft’s Windows Phone Apps+Games Store, and/or Amazon’s Appstore. Prior written approval by the Program Operator is required before distributing the Mobile App by any other means.
Mixing Of Products
As an Affiliate of the Program Operator, your website on which you advertise any products or services of the Program Operator may only include products that are not capable of being viewed by persons 13 years of age or younger unless the Program Operator specifically allows such products. Your website may NOT contain any content or images that are NOT suitable for viewing by persons 13 years of age or younger if you include any reference to the Program Operator, the Website, the eBook(s), or your Affiliate Link. On any website on which you include any reference to the Program Operator, its products, services, and eBooks, you may NOT include any reference to any form of "Adult" content.
Any violation of these requirements will immediately terminate your Affiliate status, and you shall forfeit any commissions/referral fees that may be due. If any violation of these requirements results in the suspension or termination of any payment processor for the Program Operator, you shall be liable for liquidated damages in the amount of $10,000 as well as actual and any consequential damages that the Program Operator may incur.
Payment Processor Fees
All commissions are calculated based on the net transaction. In other words, all taxes, shipping, and payment processing fees are first deducted from the sums collected from the customer. The remaining amount is a commissionable sale. The commission rate listed on the Website is then applied to determine the amount due to the Affiliate. Any sums paid for taxes, shipping, and payment processor fees are not commissionable. The Program Operator may also charge a per-transaction fee for every transaction processed. If a per-transaction fee is applied, the amount of the fee can be seen on the Website. Any such fee is not commissionable and is deducted from the sums paid by the customer before calculating any commission.
Spam And Unsolicited Commercial Email (UCE)
The Program Operator does not tolerate sending unsolicited commercial emails (“UCE,” a.k.a. junk email or spam email) that promote or refer to the Program Operator or any of their associated companies or Websites, Partners, employees, the Websites, products or services. The provisions of the Program Operator's Anti-Spam Policy shall apply to each Affiliate. Any Affiliate who breaches this rule in the opinion of the Program Operator will have their Affiliate status canceled, and any outstanding commissions will be forfeited.
Investigations by Law Enforcement or Government Agencies
The Program Operator reserves the right to reject any Affiliate application or immediately terminate any Affiliate from the Program who has ever been investigated by any law enforcement or government agency for the Affiliate's marketing or advertising practices in online or offline business ventures. Every applicant for the Program must fully disclose to the Program Operator of any such investigations, including the results of such investigations, so that the Program Operator can make an informed decision as to whether the applicant is eligible for the Program.
Once an applicant is approved, the applicant must also fully disclose to the Program Operator immediately any such investigations that occur during the term such an approved applicant is an Affiliate. Any violation of the provisions of this paragraph shall constitute a material breach of this Agreement, the Affiliate's status as an Affiliate under this Program shall terminate without notice, and the Affiliate shall forfeit all Affiliate commissions as partial compensation for the damages inflicted on the Program Operator by Affiliate's breach.
Unprofessional Conduct
The Program Operator and their associated companies operate with the strictest codes of professional conduct. Any Affiliate who brings the Program Operator or their employees, partners, or associates into disrepute or who promotes any form of slander, racism, or unfair business practices, will have their Affiliate status canceled, and any outstanding commissions will be forfeited.
The Program Operator reserves the right to reject any Affiliate application if, in the Program Operator's opinion, that person or entity violates established laws or commonly held standards of decency. For example, the Program Operator will reject applications from any person or company that promotes any form of violence or illegal activities or from applicants who the Program Operator prefers not to be associated with.
Marketing to Minors
Marketing to minors (individuals less than 18 years old) is highly discouraged. All affiliates must fully comply with the Children’s Online Privacy Protection Act (COPPA), 15 U.S.C. § 6501 et seq., and regulations promulgated thereunder. In addition, direct or indirect marketing to children under 13 years of age is strictly prohibited. The Program Operator reserves the unilateral right to suspend to cancel Affiliate status if the Program Operator or the U.S. Federal Trade Commission (FTC) determines that an Affiliate has marketed to a child under the age of 13 years, violated COPPA, or regulation promulgated there under. Any outstanding commissions will be forfeited.
Affiliate Status Disclosure
In your communications with the public and third parties concerning your relationship with the Program Operator, you must clearly disclose that you are an Affiliate in a manner consistent with the U.S. Federal Trade Commission’s material connections disclosure requirements per 16 C.F.R. § 255.0 et seq. You shall not misrepresent or imply that the relationship is a partnership, joint venture, endorsement of your business, or the like.
Keywords and Promotion
Without express prior written approval from the Program Operator, no Affiliate shall register, own, lease, or otherwise use a domain name that includes keywords or key phrases consisting in whole or in part of the Program Operator's trademarks, service marks and/or words contained in the Program Operator's domain name http://mablesalmosthealthyrecipes.com/. Without express prior written approval from the Program Operator, no Affiliate shall use any of these words either in a pay-per-click (PPC) or cost-per-action (CPA) campaign. Any violation of the provisions of this paragraph shall constitute a material breach of this Agreement, the Affiliate's status as an Affiliate under this Program shall terminate without notice, and the Affiliate shall forfeit all Affiliate commissions as partial compensation for the damages inflicted to the Program Operator by Affiliate's breach.
Negative Promotional Content
Affiliates shall not use negative content to promote products or services the Program Operator sells. This includes, but is not limited to, the use of reviews or ads that refer to Program Operator products or services as a "scam," "fraud," "bogus," "fake," "sucks," or synonyms or phrases that convey the same meaning. The Program Operator is aware that this marketing tactic may generate leads for an Affiliate, but it does so at the expense of the Program Operator's good name. Any violation of the provisions of this paragraph shall constitute a material breach of this Agreement, the Affiliate's status as an Affiliate under this Program shall terminate without notice, and the Affiliate shall forfeit all Affiliate commissions as partial compensation for the damages inflicted to the Program Operator by Affiliate's breach.
Monetary Incentives Prohibited
Affiliates shall not use cash rebates or other monetary incentives to promote products or services the Program Operator sells. This includes, but is not limited to, offering to rebate a portion of the purchase price to anyone who purchases via the Affiliate's link for the Program. Such monetary compensation devalues the Program at the expense of the Program Operator. Any violation of the provisions of this paragraph shall constitute a material breach of this Agreement, the Affiliate's status as an Affiliate under this Program shall terminate without notice, and the Affiliate shall forfeit all Affiliate commissions as partial compensation for the damages inflicted to the Program Operator by Affiliate's breach. However, nothing in this paragraph shall prevent an Affiliate from providing non-monetary bonuses to purchasers as an inducement to purchase through the Affiliate's link, provided that such bonuses are otherwise permitted by law.
Affiliate Sales and Tracking
After signing up for the Affiliate program, you will receive a unique Affiliate URL ("Affiliate Link") which you will use to advertise the Website. When someone clicks through this URL, a cookie will be set in their browser with your Affiliate ID, and their IP address may also be logged with your Affiliate ID. During that visit to the Website or any later visit, when a purchase is made, the commission will be given based on the existence of the cookie.
To receive proper credit for sales, a person or entity must purchase through your unique Affiliate URL. Masking or cloaking of the links (whether done by software or by a script, and sometimes referred to as "Affiliate link cloaking") may or may not work with parts of the Website and this Affiliate program. The Program Operator allows masking or cloaking, but you must provide a repeatable process for our verification of the cloaked link. Otherwise, the use of the masked or cloaked link is disallowed.
Term and Termination
This Agreement will begin upon your sign-up with the Affiliate program and end when either you or the Program Operator terminates your Affiliate status or if your account is inactive in any continuous twelve (12) month period. An Affiliate may terminate this Agreement at any time, and for any reason, by writing to - or emailing - the Program Operator at the email address listed on the Website. The Affiliate may not assign or transfer this Agreement, or any rights conveyed in this Agreement, to any third party whatsoever.
The Program Operator may terminate this Agreement at any time, and for any reason, by writing to Affiliate at the email address listed in the Affiliate's Profile with 30 days' notice. The Program Operator may transfer this Agreement to any party whatsoever at any time, and this Agreement shall remain in full force and effect without notice to the Affiliate. However, if this Agreement should terminate for cause due to violation of this Agreement or the Website's other terms, conditions, and policies, this Agreement shall terminate immediately, and the Affiliate shall forfeit all rights to any commissions then due.
Rights To Modify Agreement
The Program Operator and its associated companies may, in good faith, modify any of this Agreement and/or the Website's other terms, conditions, and policies (including the Affiliate Commission Schedule), at any time and at its sole discretion, by posting a change notice or a new Agreement on the Website. These changes will come into force immediately upon posting. The Affiliate's continued participation in the Affiliate program following the posting of a change notice or new Agreement shall constitute a binding acceptance by the Affiliate of the change.
If any modification to this Agreement is not acceptable to the Affiliate, the Affiliate's only recourse is to terminate this Agreement. Upon termination of this Agreement, the former Affiliate must remove all Affiliate links and graphics from its website and refrain from publishing same in any manner whatsoever.
No Misuse
It is understood that any individual that uses the Program Operator's system shall not use it in connection with obscene, defamatory, slanderous, hateful, illegal, or politically disruptive material, the definition of which shall be at the sole discretion of the Program Operator. It is also understood that Affiliates shall not try to cheat the system to increase their payments due. If such misuse is detected, the Affiliate will be immediately terminated as an Affiliate, and any sums payable as and for commissions will be withheld. All Affiliates further agree to refrain from engaging in any hostile activity toward the system. Any individual that engages in such hostile activity, such as hacking, shall be held liable for any loss sustained by the Program Operator or its associates due to such action.
As-Is Only
There is no warranty or guarantee of any kind regarding the Program Operator's system regarding reliability, stability, quality, or dependability. This means that the Program Operator or its associates are not responsible for any loss or damage incurred directly or indirectly due to using the Program Operator's Website, products, services, or any other facet of the system. This shall include, but is not limited to, any system malfunction, period of being inoperative or unavailable, loss of data, discontinuation of service, or other inconveniences.
Fees
Affiliates shall be charged NO FEE by the Program Operator for setting up an account to join Affiliate programs or to join any program.
Electronic Communications and Email
The Program Operator requires your primary email address to be listed in your Affiliate Profile. Affiliates cannot use the Website or participate in the Affiliate program until their email addresses are verified. Those who fail to verify their email address or use an email address that generates an error response consistently (e.g., "User is over quota" or "Mailbox full") will forfeit any commissions due, and this contract will be terminated immediately.
Furthermore, when you communicate with us by email, text message, telephone call, or other electronic means, you agree that we can respond to you via the same or other electronic means of communication. You also agree that we can subsequently communicate with you for marketing and other commercial purposes by electronic means using the information you have provided to us (email address, mobile phone number, etc.) unless and until you make a signed written request by email or by mail to our address listed below that these subsequent communications cease. Your request must include the specific contact information you no longer wish us to use for communicating with you (email address, mobile phone number, etc.)
You may not use an email address with an auto responder as your Affiliate email address. When you visit the Program Operator's Websites or send emails to the Program Operator, you are communicating electronically. You consent to receive communications from the Program Operator electronically. The Program Operator will communicate with you by email or by posting notices on the website. You agree that all Agreements, notices, disclosures, and other communications that the Program Operator provides to you electronically satisfy any legal requirement that such communications be in writing. If you are an Affiliate, you understand that you may NOT opt out of any emails that you receive from the Program Operator. As an Affiliate, you must continually have a valid email account on file with the Program Operator, or the Program Operator reserves the right to terminate your participation immediately without any refund of any license fees paid or payment of any commission due.
Unauthorized Charging or Receipt of Payments Through the Websites
No Affiliate or other person or entity may use the Website, or the Program Operator's payment processing system, for private transactions. Any revenue collected through the Website or through the Program Operator's payment processing system may become the sole property of the Program Operator. Specifically, Affiliates may not link to the Website for processing of products or services that are not wholly sponsored by the Program Operator and authorized by the Program Operator and, further, may not link to the Website for processing of any products beyond what the Program Operator has identified as salable products for the Website and specific Affiliate sales.
Should any Affiliate of the Program Operator or other person or entity construct links that process orders through the Program Operator payment processing system, the act will be considered an attack of computing resources with intent to damage the Website and therefore treated as a serious computer crime. Violators will be prosecuted to the fullest extent of the law.
Charging Or Receiving Any Payment for Assisting Other Affiliates
The progress of any Affiliate benefits the Program Operator in many ways. If you recruit, sponsor, or obtain an Affiliate through the Websites by any means, you should always be willing to assist such an Affiliate at no charge if you are overriding such an Affiliate in a multi-tier payment system. If you are unwilling to assist such Affiliates without charge, your Affiliate status with the Program Operator will be terminated immediately, and any commissions due will be withheld permanently as partial compensation for managing the associated and impacted Affiliates.
Affiliate Identification Numbers
You will be provided an Affiliate identification number. Your Affiliate ID number may be numeric and/or CaSe sEnSitIvE. For example, the code 'learn_more' is different from 'Learn_More'. You are responsible for maintaining the secrecy and security of your Affiliate ID number and password. You agree to hold the Program Operator harmless in the event that any such information is shared by you with any other person or entity whatsoever.
No Predatory Advertising
All Affiliates in the Affiliate program agree to refrain from any type of predatory advertising practices, the definition of which shall be at the sole discretion of the Program Operator, and shall include, but not be limited to, dynamically replacing the Affiliate ID of one Affiliate with that of another with the effect of "stealing" the commission away from the Affiliate that earned it, whether this be intentional or not. Affiliates may not adjust any of the supplied Affiliate links to reset cookies or bypass other safeguards in the system. Affiliates understand that engaging in such practices is grounds for immediate termination and forfeiture of any earned commissions.
Liability
The Program Operator will not be liable for indirect or accidental damages (loss of revenue, commissions) due to Affiliate system sale tracking failures, commission processing system failures, losses of database files or backups thereof, attacks on computing resources, computer viruses, the continued viability of their products, any results of "intents of harm" to the program or acts of God or Nature. The Program Operator makes no claim that the operation of the Websites or that the Program Operator network will be error-free, nor will the Program Operator be held liable for any interruptions or errors.
Miscellaneous Provisions
a) If any part of this Agreement or the Website's terms, conditions, and other policies is declared void, this Agreement and such terms, conditions, and other policies shall, to the maximum practicable extent, be construed without reference to that part. No term or provision of the Affiliate Agreement shall be waived unless in writing and signed by the party waiving the provision, and any waiver shall apply only to the specific event or situation which it describes and shall not be continuing. No Affiliate may assign, transfer, or sublicense this Agreement without the Program Operator's prior written consent.
b) All legal or other fees incurred in collecting returned checks or declined credit cards or any other lack of payment related to a sale made by an Affiliate will be payable by the Affiliate. Any sums not collected from the Affiliate or Affiliate's customer are not commissionable, and any fees incurred during the processing or handling of sales made by the Affiliate will be deducted in whole from any commissions due to the Affiliate. If a commission has been improperly paid to the Affiliate on a sale that is not commissionable to the Affiliate because the sale was improper, a refund to the customer has been issued, or for any other reason, the commission amount paid will be deducted from any other commissions due to the Affiliate. Further, if the commissions due to the Affiliate are insufficient to cover any sums owed by the Affiliate per this paragraph, the Affiliate agrees to pay the full amount to the Program Operator.
c) IF THE FOREGOING LIMITATIONS OR THE LIMITATIONS WITHIN THE AFFILIATE AGREEMENT AND WEBSITE TERMS, CONDITIONS, AND OTHER POLICIES INCORPORATED BY REFERENCE ARE HELD TO BE UNENFORCEABLE, THE PROGRAM OPERATOR'S LIABILITY FOR DAMAGES UNDER THIS AGREEMENT TO ANY PERSON OR ENTITY SHALL NOT EXCEED THE AMOUNT OF FEES PAID BY THAT PERSON OR ENTITY FOR THE PRODUCT, SERVICE, AND OR EBOOK OR SOFTWARE (LICENSE).
d) To the extent you have in any manner violated or threatened to violate the Program Operator's intellectual property rights, the Program Operator may seek injunctive or other appropriate relief in any court located in Manhattan, NY, United States, and you consent to exclusive jurisdiction and venue in such courts. Use of the Program Operator’s Website is unauthorized in any jurisdiction that does not give effect to all provisions of the Website's terms, conditions, and other policies, including this paragraph. You agree that no joint venture, partnership, employment, or agency relationship exists between you and the Program Operator as a result of this Agreement or use of the Website, products, and/or services. The Program Operator's performance of this Agreement is subject to existing laws and legal processes, and nothing contained in this Agreement is in derogation of the Program Operator's right to comply with governmental, court, and law enforcement determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Agreement shall continue in effect.
The Program Operator, its principals, employees, and agents shall not be liable for failure to perform any of the Program Operator’s obligations under this Agreement during any period in which the Program Operator cannot perform due to fire, earthquake, flood, or other natural disasters, epidemic, pandemic, explosion, casualty, war, terrorism, embargo, riot, civil disturbance, an act of a public enemy, an act of God, or the intervention of any government authority, or similar cause beyond the Program Operator’s control.
e) This Agreement shall be governed and construed in accordance with the laws of NY, United States, applicable to agreements made and to be performed in NY, United States.
The Program Operator expressly reserves the right to bring an action for injunctive relief, damages, and other remedies against you for intellectual property infringement in any court of competent jurisdiction.
For all other disputes between the parties, you and the Program Operator agree that any legal action or proceeding between the Program Operator and you for any purpose concerning this Agreement or the parties' obligations hereunder will first attempt to be resolved with the help of a mutually agreed-upon online mediator. Any costs and fees (other than attorney fees) associated with the mediation will be shared equally by each party.
f) If it proves impossible to arrive at a mutually satisfactory solution through online mediation, you and the Program Operator agree to submit the dispute to binding arbitration at the following location: for legal actions or proceedings between the Program Operator and you, in Manhattan, NY, United States, under the commercial rules of the American Arbitration Association. Judgment upon the award rendered by the arbitration may be entered in any court with jurisdiction to do so.
You never have the right to go to court or have a jury trial. You will not have the right to engage in pre-trial discovery except as provided in the rules. You will not have the right to participate as a representative or member of any class of claimants pertaining to any claim subject to arbitration. The arbitrator's decision will be final and binding with limited rights of appeal.
g) Any cause of action or claim you may have with respect to the Program Operator, the Affiliate Program, the Website, the products, the services, or the eBook(s), must be commenced within ninety (90) days after the claim or cause of action arises or such claim or cause of action is barred.
h) The Program Operator's failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement.
i) Use of headings in this document is for convenience only and does not explicitly identify legal boundaries or terms.
j) The Program Operator may assign or transfer its rights and duties that it may have to any person or entity whatsoever without notice to you. Nothing herein shall alter or encumber the right of the Program Operator to transfer any such rights or responsibilities. Any transfer by the Program Operator shall cause this Agreement and any other Agreement then in effect (as well as any other contract between you and the transferring party) to transfer simultaneously, all without permission.
k) Should this Affiliate program be deemed illegal in any jurisdiction, the Program Operator has the right to immediately terminate this program without recourse.
l) If a jurisdiction other than NY requires the Program Operator to collect sales taxes, use taxes, other taxes, or fees, the Program Operator has the right to immediately terminate this program in such jurisdiction without recourse.
m) If the payment processors utilized by the Program Operator determine that sales made through Affiliates cannot be processed through the payment processor, then the Program Operator has the right to immediately terminate this Program without recourse.
n) Nothing herein is intended to imply that the Program Operator will always offer any Affiliate program, or this Affiliate program, for all products, services, and/or opportunities the Program Operator sells on the Websites or that the Program Operator will offer any Affiliate program whatsoever.
o) If you reside in the European Union, you may have certain rights under Regulation (EU) 2016/679, the General Data Protection Regulation ("GDPR"), to the extent the GDPR does not conflict with the laws of NY and the United States. If you reside in the Federative Republic of Brazil, you may have certain rights under Lei Geral de Proteção de Dados Pessoais, Law No. 13,709/2018 (“LGPD”), Brazil’s general law on the protection of personal data, to the extent the LGPD does not conflict with the laws of NY and the United States. For more information, please see the section of our Website’s Privacy Policy titled “California, European Union & Brazilian Privacy Rights.”
Any rights not expressly granted herein are reserved. This is the entire Agreement between the Program Operator and you as an Affiliate.
This Affiliate program Agreement was last updated on June 24, 2022.
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