Affiliate Agreement
This Agreement contains the complete terms and conditions that apply
to your participation as an affiliate in the DPW Enterprises Affiliate
Program where you place links from your Website to the DPW Enterprises
website.
By clicking on the JOIN NOW button you are stating that you have read and understood
the terms of the Affiliate Program herein, and agree to be legally bound by the
terms.
1. Enrollment in the Program
To begin the enrollment process, you will submit a completed Affiliate Program
registration form from this website. We will evaluate your website and will notify
you of your acceptance or rejection. We may reject your application if we determine
(at our sole discretion) that your site is unsuitable for our Affiliate Program
for any reason including, but not limited to, violence promoted at your site,
sexually explicit materials, discrimination based on race, sex, religion, nationally,
disability, age, sexual orientation, promote illegal activities, or incorporates
materials that infringe or assist others to infringe on copyright, trademark
or other intellectual property rights.
If we reject your application, you may reapply to our Affiliate Program at any
time. Also note that if we accept your application and your site is thereafter
determined (at our sole discretion) to be unsuitable for our Affiliate Program,
we may terminate this Agreement.
2. Links on Your Site
You will receive the link code to our site immediatly, giving you the opportunity
to start without waiting our approval of your site.
3. Order Processing and Reporting
Services contracted and products purchased by customers who follow links from
your site to our site will be processed and tracked. We are responsible for order
processing and fulfillment including, but not limited to, preparing Website design
or other service estimates, processing payments, returns and handling customer
service. Sales initiated by customers tracked from your site to our site will
be recorded in sales reports available to you via a monthly email report.
4. Commission Amount
The Commission Amount is as per Schedule for each new client. The Commission
Rate is subject to change at any time or from time to time, in our sole and absolute
discretion. You will be notified of any change in the Commission Amount.
5. Commission Payment
Commissions will be paid on a monthly basis, approximately 20 days following
the end of each calendar month. A PayPal payment or Wire Transfer will be send
for the commissions earned on our services and sales.
Wire Transferring Costs will be deducted from your account. No costs are deducted
from PayPal payments except those costs charged by PayPal themselve. If the commissions
total less then $25 for that month we will hold those commissions to be paid
the following month, only if those commission reach a total of $25 or more. Net
Sales will be reduced for amounts due to credit card fraud, bad debts, cancellations
and credits. A commission will only be paid if the visitor to our site is tracked
by the system from the time of the link to the time of the sale. No commission
will be paid if the visitor to our site cannot be tracked by our system.
6. Policies and Pricing
Customers who buy products and services through our Affiliate Program will be
deemed to be customers of DPW Enterprises. Accordingly, all DPW Enterprises rules,
policies, and operating procedures concerning customer service and product sales
will apply to those customers. We may change our policies and operating procedures
at any time. For example, we will determine the prices to be charged for products
and services sold under our Affiliate Program in accordance with our own pricing
policies.
7. Limited License
We grant you a non-exclusive, revocable right to use the graphic image and text
and such other images for which we grant express permission, solely for the purpose
of identifying your site as a DPW Enterprises Affiliate Program participant and
to assist in generating product and service sales. You may not modify the graphic
image or text, or any other of our images, in any way. We reserve all of our
rights in the graphic image and text, any other images, our trade names and trademarks,
and all other intellectual property rights. We may revoke your license at any
time by giving you written notice.
8. Responsibility for Your Site
You will be solely responsible for the development, operation and maintenance
of your site and for all materials that appear on your site. We shall have no
responsibility for the development, operation and maintenance of your site and
for all materials that appear on your site. You hereby represent and warrant
to us that materials posted on your site do not violate or infringe upon the
rights of any third party (including, for example, copyrights, trademarks, privacy,
or other personal or proprietary rights), and that materials posted on your site
are not libelous or otherwise illegal. You must have express permission to use
another party's copyrighted or other proprietary material. We will not be responsible
if you use another party's copyrighted or other proprietary material in violation
of the law.
We disclaim all liability for these matters. Further, you will indemnify and
hold us harmless from all claims, damages, and expenses (including, without limitation,
attorneys' fees) relating to the development, operation, maintenance, and contents
of your site.
9. Term of the Agreement
The term of this Agreement will begin upon our acceptance of your DPW Enterprises
Affiliate Program registration and will end when terminated by either party.
Either you or we may terminate this Agreement at any time, with or without cause,
by giving the other party written notice of termination. Notice by e-mail, to
your address on our records, is considered sufficient notice for to terminate
this Agreement. Upon the termination of this Agreement for any reason, you will
immediately cease use of, and remove from your site, all links to our site, and
all banners and DPW Enterprises trademarks, and all other materials provided
by or on behalf of us to you pursuant hereto or in connection with our Affiliate
Program. You are only eligible to earn referral fees on sales of our services
and products (as per schedule) occurring during the term, and commissions earned
through the date of termination will remain payable only if the related services
are completed and paid in full. We may withhold your final payment for a reasonable
time to ensure that the correct amount is paid.
10. Modification
We may modify any of the terms and conditions contained in this Agreement, at
any time and in our sole discretion, by posting a change notice or a new agreement
on our Website or by e-mail to your address in our records. Modifications may
include, but not limited to, changes in the scope of available commission fees,
commission schedules, payment procedures, and Affiliate Program rules. If any
modification is unacceptable to you, your only recourse is to terminate this
Agreement. Your continued participation in our Affiliate Program, following our
posting of a change notice or new agreement on our Website, will constitute binding
acceptance of the change.
11. Relationship of Parties
You and DPW Enterprises are independent contractors, and nothing in this Agreement
will create any partnership, joint venture, agency, franchise, sales representative,
or employment relationship between the parties. You will have no authority to
make or accept any offers or representations on our behalf. You will not make
any statement, whether on your Website or otherwise, that reasonably would contradict
anything in this Section.
12. Limitation of Liability
We will not be liable for indirect, special, or consequential damages (or any
loss of revenue, profits, or data) arising in connection with this Agreement
or our Affiliate Program, even if we have been advised of the possibility of
such damages. Further, our aggregate liability arising with respect to this Agreement
and our Affiliate Program will not exceed the total referral fees paid or payable
to you under this Agreement.
13. Disclaimers
We make no express or implied warranties or representations with respect to our
Affiliate Program or any products sold through our Affiliate Program (including,
without limitation, warranties of fitness, merchantability, noninfringement,
or any implied warranties arising out of a course of performance, dealing, or
trade usage). 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.
14. Indemnification.
You hereby agree to indemnify, defend and hold harmless DPW Enterprises, its
members, managers, shareholders, officers, directors, employees, agents, affiliates,
successors and assigns, from and against any and all claims, demands, losses,
liabilities, damages or expenses (including attorneys' fees and costs) of any
nature whatsoever incurred or suffered by us (collectively the "Losses"), in
so far as such Losses (or actions in respect thereof) arise out of, are related
to, or are based on (i) any claim or threatened claim that our use of the Affiliate
Program Trademarks infringes on the rights of any third party; (ii) the breach
of any representation or warranty made by you herein; or (iii) or any claim related
to your site.
15. Severability
If any provision of this Agreement shall be held to be invalid or unenforceable
for any reason, the remaining provisions shall continue to be valid and enforceable.
If a court finds that any provision of this Agreement is invalid or unenforceable,
but that by limiting such provision it would become valid or enforceable, then
such provision shall be deemed to be written, construed, and enforced as so limited.
16. Miscellaneous
This Agreement will be governed by the laws of the State of New Jersey, USA,
without reference to rules governing choice of laws. Any action relating to this
Agreement must be brought in the courts located in Trenton, NJ, USA, and you
irrevocably consent to the jurisdiction of such courts. You may not assign this
Agreement, by operation of law or otherwise, without our prior written consent.
Subject to that restriction, this Agreement will be binding on, work to the benefit
of, and enforceable against the parties and their respective successors and assigns.
Our failure to enforce your strict performance of any provision of this Agreement
will not constitute a waiver of our right to subsequently enforce such provision
or any other provision of this Agreement.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO ALL ITS TERMS
AND CONDITIONS. YOU UNDERSTAND THAT WE MAY AT ANY TIME (DIRECTLY OR INDIRECTLY)
SOLICIT CUSTOMER REFERRALS ON TERMS THAT MAY DIFFER FROM THOSE CONTAINED IN THIS
AGREEMENT OR OPERATE WEBSITES THAT ARE SIMILAR TO OR COMPETE WITH YOUR WEBSITE.
YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THE PROGRAM
AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN
AS SET FORTH IN THIS AGREEMENT. |
|
