AFFILIATE AGREEMENT for MISS RETRO RACHAEL
PLEASE READ THE ENTIRE AGREEMENT BEFORE YOU AGREE TO BECOME AN AFFILIATE.
YOU MAY PRINT THIS PAGE FOR YOUR RECORDS.
THIS IS A LEGAL AGREEMENT BETWEEN YOU AND MISS RETRO RACHAEL www.missretrorachael.com
BY BECOMING AN AFFILIATE, 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 MISSRETRORACHAEL.COM The purpose of this Agreement is to allow HTML linking between your website or email account or social media account and the MISSRETRORACHAEL.COM website. Please note that throughout this Agreement, "we," "us," and "our" refer to MISSRETRORACHAEL.COM and "you," "your," and "yours" refer to you, the affiliate.
2. Affiliate Obligations
2.1. You can apply to become an affiliate for MISSRETRORACHAEL.COM. Your application will be reviewed. If approved, we may re-evaluate your application at a later time. We may reject your application at our sole discretion. We may cancel your application if we determine that your site is unsuitable for MISSRETRORACHAEL.COM, including if it:
2.1.1. Promotes sexually explicit materials
2.1.2. Promotes violence
2.1.3. Promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
2.1.4. Promotes illegal activities
2.1.5. Incorporates any materials which infringe or assist others to infringe on any copyright, trademark or other intellectual property rights or to violate the law
2.1.6. Includes "MISSRETRORACHAEL" or variations or misspellings thereof in its domain name
2.1.7. Is otherwise in any way unlawful, harmful, threatening, defamatory, obscene, harassing, or racially, ethnically or otherwise objectionable to us in our sole discretion.
2.1.8. Contains software downloads that potentially enable diversions of commission from other affiliates in our program.
2.1.9. You may not create or design your website or any other website that you operate, explicitly or implied in a manner which resembles our website nor design your website in a manner which leads customers to believe you are MISSRETRORACHAEL.COM or any other affiliated business.
2.2. As a member of our Affiliate Program, 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 for each banner, text link, or other affiliate link we provide you with.
2.3.We at any time, have the right to review your placement and approve the use of your links and require that you change the placement or use to comply with the guidelines provided to you.
2.4. The maintenance and the updating of your site or social media accounts will be your responsibility.
2.5. It is entirely your responsibility to follow all applicable intellectual property and other laws that pertain to your site or social media accounts.
3. MISSRETRORACHAEL.COM Rights and Obligations
3.1. We have the right to monitor your site or social media accounts 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 site that we feel should be made, or to make sure that your links to our web site are appropriate and to notify further you of any changes that we feel should be made. If you do not make the changes to your site that we feel are necessary, we reserve the right to terminate your participation in the MISSRETRORACHAEL Affiliate Program.
3.2.MISSRETRORACHAEL.COM reserves the right to terminate this Agreement and your participation in our Affiliate Program immediately and without notice to you should you commit fraud in your use of our we shall not be liable to you for any commissions for such fraudulent sales and you may be required to refund misused funds.
3.3. This Agreement will begin upon our acceptance of your Affiliate 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 will be in the form of email. 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 at our sole discretion. If we modify this agreement, you will be notified by email. If any modification is unacceptable to you, your only option is to end this Agreement. Your continued participation in our Affiliate Program following the posting of the change notice or new Agreement will indicate your agreement to the changes.
6.1 MISSRETRORACHAEL.COM uses a third party to handle all of the tracking and payment. The third party is the TEACHABLE.COM affiliate network. Kindly review TEACHABLE.COM’S payment terms and conditions.
6.2 You will be paid a percentage of each sale determined by MISSRETRORACHAEL.COM that you generate from your unique link. This percentage may be changed at anytime by us and you will be notified by email.
7. Access to Affiliate Account Interface
You will create a password so that you may enter TEACHABLE’S secure affiliate account interface. From their site you will be able to receive your reports that will describe their calculation of the commissions due to you.
8. Promotion Restrictions
8.1. You are free to promote your own web sites, but naturally any promotion that mentions MISSRETRORACHAEL.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 MISSRETRORACHAEL.COM
8.2 Spamming is unacceptable and could cause damage the the MISSRETRORACHAEL.COM brand.
8.3 When promoting MISSRETRORACHAEL.COM, you must identify that you are an affiliate and make a commision from each sale per federal regulations.
8.4 You may email your list to promote MISSRETRORACHAEL.COM so long as the recipient is already a customer or subscriber of your services or web site, and recipients have the option to remove themselves from future mailings.
8.5 You may not at anytime redirect traffic from MISSRETRORACHAEL.COM to your website.
MISSRETRORACHAEL.COM MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING MISSRETRORACHAEL.COM SERVICE AND WEB SITE OR THE PRODUCTS OR SERVICES PROVIDED THEREIN, ANY IMPLIED WARRANTIES OF MISSRETRORACHAEL.COM 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 SITE WILL BE UNINTERRUPTED OR ERROR FREE, AND WE WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
10. Representations and Warranties
You represent and warrant that:
10.1 This Agreement has been freely delivered to you and constitutes your legal, valid, and binding obligation, enforceable against you in accordance with its terms;
10.2. 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;
10.3. You have sufficient right, title, and interest in and to the rights granted to us in this Agreement.
11. 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 MISSRETRORACHAEL.COM'S 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 MISSRETRORACHAEL.COM, and its subsidiaries and affiliates, and their directors, officers, employees, agents, shareholders, 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 (i) 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, (ii) any misrepresentation of a representation or warranty or breach of a covenant and agreement made by you herein, or (iii) 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.
14.1. 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 MISSRETRORACHAEL.COM. 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 any other of Your Site or otherwise, that reasonably would contradict anything in this Section.
14.2. We grant to you a non-exclusive, non-transferable, revocable right to (i) access our site through HTML links solely in accordance with the terms of this Agreement and (ii) solely in connection with such 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 MISSRETRORACHAEL.COM Affiliate Program. You agree that all uses of the Licensed Materials will be on behalf of MISSRETRORACHAEL.COM and the good will associated therewith will inure to the sole benefit of Merchant.com.
14.3. 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.