AFFILIATE PROGRAM TERMS AND CONDITIONS
THIS IS A LEGAL AGREEMENT BETWEEN YOU (HEREINAFTER REFERRED TO AS THE “AFFILIATE”) AND THE REJUVENATION STATION, LLC (HEREINAFTER REFERRED TO AS “TRS”). PLEASE READ THIS ENTIRE AGREEMENT. BY SUBMITTING THE ONLINE APPLICATION TO BE AN AFFILIATE FOR TRS YOU ARE AGREEING THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THAT YOU AGREE TO BE LEGALLY RESPONSIBLE FOR EACH AND EVERY TERM AND CONDITION.
This Agreement contains the complete terms and conditions that apply to you becoming an Affiliate for TRS. The purpose of this Agreement is to allow HTML linking between your website and TheEGOTamerAcademy.com website. Please note that throughout this Agreement, “we,” “us” and “our” refer to TRS and TheEGOTamerAcademy.com, and “you,” “your” and “yours” refer to the Affiliate.
To become an Affiliate, you’ll complete and submit the online application at TheEGOTamerAcademy.com. We review each application prior to approval. We may reject your application at our sole discretion. We may disapprove and cancel your application if we determine that your website is unsuitable for our Affiliate Program, including if it:
- Promotes sexually explicit materials.
- Promotes violence.
- Promotes discrimination based on age, race, sex, religion, nation origin, disability or sexual orientation.
- Promotes illegal activities.
- Incorporates any materials which infringe or assist others in infringing on any copyright, trademark or other intellectual property rights.
- Includes “Jan Luther,” “The EGO Tamer” or variations or misspellings thereof in its domain name
- Is otherwise in any way unlawful, harmful, threatening, defamatory, obscene, harassing, or racially, ethnically or otherwise objectionable to us. (Our determination of this is at our sole discretion.)
- Contains software downloads that potentially enable diversions of commission from other Affiliates in our Affiliate Program.
You may not create or design your website or any other website that you operate, whether explicitly or implied, in a manner which resembles our website. You also may not design your website in a manner which leads customers to believe you are TheEGOTamerAcademy.com or any other affiliated TRS service. As a member of the Affiliate Program at TheEGOTamerAcademy.com, you will have access to an Affiliate Area. You will create a password so that you may enter the Affiliate Area. The Affiliate Area will provide you with your reports and will have the information for commissions due and commissions paid to you. Your Affiliate Area will also allow you to review the details of your Affiliate Program, download HTML code that provides for links to web pages within TheEGOTamerAcademy.com website and banner creatives. You can also browse and get tracking codes for our coupons and deals. In order for us to accurately keep track of all guest visits from your site to ours, you must use the HTML code that we provide you in this Affiliate Area for each banner, text link or other affiliate link. TRS reserves the right, at any time, to review your placement and approve the use of your affiliate links and require that you change the placement or their use to comply with the guidelines we have provided. The maintenance and the updating of your website will be your responsibility. We may monitor your website as we deem necessary to make sure that it is up-to-date and to notify you of any changes that we feel you should incorporate to enhance your performance. It is entirely your responsibility to follow all applicable intellectual property laws and other laws that pertain to your website and promotional materials. You must have express permission to use any person’s copyrighted material, whether it be a writing, an image, or any other copyrighted work. We will not be responsible (and you will be solely responsible) if you use another person’s copyrighted material or other intellectual property in violation of the law or any third party rights.
TRS RIGHTS AND OBLIGATIONS
TRS has the right to monitor your website at any time to determine if you are following the terms and conditions of this Agreement. We may notify you of any changes to your website that we feel should be made or to make sure that your links to our website are appropriate. We may also notify you of any changes that we feel should be made. If you do not make the changes to your website that we feel are necessary, we reserve the right to terminate your participation in the Affiliate Program. TRS reserves the right to terminate this Agreement and your participation in the Affiliate Program immediately and without notice to you, should you commit fraud in your use of the Affiliate Program or should you abuse this program in any way. If such fraud or abuse is detected, TRS shall not be liable to you for any commissions for such fraudulent sales. This Agreement will begin upon our acceptance of your Affiliate Program application and will continue unless terminated hereunder.
Either you or we may end this Agreement AT ANY TIME, with or without cause, by giving the other party written notice. Written notice can be in the form of mail, email or fax. In addition, this Agreement will terminate immediately upon any breach of this Agreement by you.
We may modify any of the terms and conditions in this Agreement at any time and at our sole discretion. In such event, you will be notified by email. Modifications may include, but are not limited to, changes in the payment procedures and the Affiliate Program rules. If any modification is unacceptable to you, your only option is to end this Agreement. Your continued participation in the Affiliate Program following the posting of the change notice or new Agreement on our site will indicate your agreement to the changes.
TheEGOTamerAcademy.com and TRS use AffiliateWP and PayPal to handle all of the tracking and payments for the Affiliate Program. Referral commissions are paid on completed purchases. Payments for online course referrals are paid six (6) weeks following the course completion. Payment calculations are based on the product selling price excluding shipping and tax. PayPal is the ONLY METHOD we will use for payments. If you do not want to be paid through PayPal, do not apply for this Affiliate Program. AffiliateWP tracks your referrals for as long as you are an affiliate at TheEGOTamerAcademy.com. For each product and/or service that qualifies for an affiliate commission, we highly recommend that you generate a referral link in the Affiliate Area of our website and use that link each time you promote our products and/or services that are eligible for affiliate commissions.
You are free to promote your own websites, but any promotion that mentions TheEGOTamerAcademy.com could be perceived by the public or the press as a joint effort. You should know that certain forms of advertising are always prohibited by TRS. For example, advertising commonly referred to as “spamming,” is unacceptable to us and could cause damage to our company name. Other generally prohibited forms of advertising include the use of unsolicited commercial email, postings to non-commercial newsgroups and cross-posting to multiple newsgroups at once. In addition, you may not advertise in any way that effectively conceals or misrepresents your identity, your domain name, or your return email address. You may use mailings to customers to promote TRS so long as the recipient is already a customer or subscriber of your services or website and the recipient has the option to remove their name and email address from future mailings. Also, you may post to newsgroups to promote TRS and TheEGOTamerAcademy.com so long as the news group specifically welcomes commercial messages. At all times, you must clearly represent yourself and your websites as independent from TheEGOTamerAcademy.com and TRS. If it comes to our attention that you are spamming, we will consider that cause for immediate termination of this Agreement and your participation in the Affiliate Program. Any pending balances owed to you will not be paid if your account is terminated due to such unacceptable advertising or solicitation. Affiliates that use keywords or exclusively bid in their Pay-Per-Click campaigns on keywords such as TheEGOTamerAcademy.com, The EGO Tamer Academy, Jan Luther and/or any misspellings or similar alterations of these – be it separately or in combination with other keywords – and do not direct the traffic from such campaigns to their own website prior to re-directing it to ours, will be considered trademark violators, and will be banned from the Affiliate Program. We will do everything possible to contact the Affiliate prior to the ban. However, we reserve the right to expel any trademark and/or service mark violator from our Affiliate Program without prior notice. Affiliate shall not transmit any so-called “interstitials,” “Parasiteware™,” “Parasitic Marketing,” “Shopping Assistance Application,” “Toolbar Installations and/or Add-ons,” “Shopping Wallets” or “deceptive pop-ups and/or pop-unders” to consumers from the time the consumer clicks on a qualifying link until such time as the consumer has fully exited TheEGOTamerAcademy.com website (i.e., no page from our website or any content or branding from TheEGOTamerAcademy.com is visible on the consumer’s screen). As used herein, “Parasiteware™” and “Parasitic Marketing” shall mean an application that:
- Through accidental or direct intent causes the overwriting of affiliate and non-affiliate commission tracking cookies through any other means than a customer-initiated click on a qualifying link on a web page or email;
- Intercepts searches to redirect traffic through an installed software program, thereby causing pop-ups and commission tracking cookies to be put in place or other commission tracking cookies to be overwritten where a user would under normal circumstances have arrived at the same destination through the results given by the search (search engines being, but not limited to, Google, MSN, Yahoo, Overture, AltaVista, Hotbot and similar search engines);
- Sets commission tracking cookies through loading of the TheEGOTamerAcademy.com website in iFrames, hidden links and automatic pop-ups that open TheEGOTamerAcademy.com website;
- Targets text on websites, other than those web sites 100% owned by the application owner, for the purpose of contextual marketing;
- Removes, replaces or blocks the visibility of Affiliate banners with any other banners, other than those that are on websites 100% owned by the owner of the application.
We grant to you a non-exclusive, non-transferable, revocable right to:
- Access our website through HTML links solely in accordance with the terms of this Agreement and
- solely in connection with such HTML links, to use our logos, trade names, trademarks, and similar identifying material (collectively, the “Licensed Materials”) that we provide to you or authorize for such purpose. You are only entitled to use the Licensed Materials to the extent that you are a member in good standing of the Affiliate Program.
You agree that all uses of the Licensed Materials will be on behalf of TRS and TheEGOTamerAcademy.com and that the goodwill associated therewith will inure to the sole benefit of TRS. Each party agrees not to use the other’s proprietary materials in any manner that is disparaging, misleading, obscene or that otherwise portrays the party in a negative light. Each party reserves all of its respective rights in the proprietary materials covered by this license. Other than the license granted in this Agreement, each party retains all right, title, and interest to its respective rights and no right, title, or interest is transferred to the other.
THEEGOTAMERACADEMY.COM AND TRS MAKE NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING THEEGOTAMERACADEMY.COM AND TRS SERVICES AND WEBSITES OR THE PRODUCTS OR SERVICES PROVIDED THEREIN. ANY IMPLIED WARRANTIES OF THEEGOTAMERACADEMY.COM’S AND TRS’ ABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED AND EXCLUDED. IN ADDITION, WE MAKE NO REPRESENTATION THAT THE OPERATION OF OUR WEBSITE WILL BE UNINTERRUPTED OR ERROR FREE AND WE WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
REPRESENTATIONS AND WARRANTIES
By applying for and participating in the Affiliate Program, you represent and warrant that:
- This Agreement has been duly and validly executed and delivered by you and constitutes your legal, valid, and binding obligation, enforceable against you in accordance with its terms;
- You have the full right, power, and authority to enter into and be bound by the terms and conditions of this Agreement and to perform your obligations under this Agreement, without the approval or consent of any other party;
- You have sufficient right, title, and interest in and to the rights granted to us in this Agreement.
LIMITATIONS OF LIABILITY
WE WILL NOT BE LIABLE TO YOU WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE OR GOODWILL OR ANTICIPATED PROFITS OR LOST BUSINESS), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, IN NO EVENT SHALL TRS’ CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL COMMISSION FEES PAID TO YOU UNDER THIS AGREEMENT.
You hereby agree to indemnify and hold harmless TRS and its subsidiaries and affiliates, its directors, officers, employees, agents, partners, members, and other owners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys’ fees) (any or all of the foregoing hereinafter referred to as “Losses”) insofar as such Losses (or actions in respect thereof) arise out of or are based on:
- any claim that our use of the Affiliate trademarks infringes on any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of any third party,
- any misrepresentation of a representation or warranty or breach of a covenant and agreement made by you herein, or
- any claim related to your site, including, without limitation, content therein not attributable to us.
All confidential information, including, but not limited to, any business, technical, financial, and customer information, disclosed by one party to the other during negotiation or the effective term of this Agreement which is marked “Confidential,” will remain the sole property of the disclosing party, and each party will keep in confidence and not use or disclose such proprietary information of the other party without express written permission of the disclosing party.
You agree that you are an independent contractor, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and TRS. 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 website or any other medium, which reasonably would contradict anything in this section. Neither party may assign its rights or obligations under this Agreement to any party, except to a party who obtains all or substantially all of the business or assets of a third party. This Agreement shall be governed by and interpreted in accordance with the laws of the State of North Carolina without regard to the conflicts of laws and principles thereof. You may not amend or waive any provision of this Agreement unless in writing and signed by both you and TRS. This Agreement represents the entire agreement between us and you, and shall supersede all prior agreements and communications of the parties, oral or written. The headings and titles contained in this Agreement are included for convenience only, and shall not limit or otherwise affect the terms of this Agreement.
If any provision of this Agreement is held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of the parties is effectuated, and the remainder of this agreement shall have full force and effect.