This binding Agreement is by and between Athletic Ventures, Inc, dba Femnutrition.com and/or their successors or assigns ("The Company") and all Affiliate/Referral partners. Unless the context requires otherwise, The Company may be referred to as "us, we, or our" and Affiliate/Referral partners may be referred to as "you, your or subscriber."
You understand that The Company does not guarantee or predict any type of profit or response from said services. You agree to hold The Company harmless from and against any and all losses, claims, expenses, suits, damages, costs, demands or liabilities, joint or several, of whatever kind or nature which The Company may become subject to out of or relating in any way to the use of the services provided under this agreement. This shall include, without limitation, in each case attorneys' fees, costs and expenses actually incurred in defending against or enforcing any such losses, claims, expenses, suits, damages or liabilities.
A. SERVICES TO BE PROVIDED BY THE COMPANY.
We agree to pay you certain commissions for referral sales from you made by customers. Said commissions will be calculated as 10% of product sales based on the net product sales you generate via your referral link, as determined by Yahoo! Hosting data. Net sales are defined as product sales attributable to your link, minus any coupons used and less fraudulent, cancelled or returned orders. Sales take generally take two (2) to three (3) weeks after shipping to customers to be validated and post to your account. The company reserves the right to debit your account for commissions if a return, cancellation or incident of fraud, takes place or is discovered subsequent, without limitation with respect to time. Becoming an affiliate for your own purchases ONLY is not permitted, HOWEVER, if you generate at least 10 referral sales per month, The Company will permit you to place your personal orders through your link, allowing you to earn a commission on your own purchases.
EXAMPLE CALCULATION:
On 03/01/20XX you send a visitor using your referral URL to Femnutrition.com. The visitor becomes a customer by buying $100 of products (net of any coupon the customer used) on Femnutrition.com. The customer's order ships 03/02/20XX. On or before 03/23/20XX a $10 commission posts to your account. On 04/01/20XX the customer returns the product to us. At that time, your commission account balance is $40, from which we deduct the $10 based on a reduction in net sales, leaving a balance due you $30.
The Company will calculate your commission due at the beginning of each month. For months wherein the total due to you is more than $100, The Company will mail you a check (to the Mailing Address you specify on the Application) within the first week of that month. For months wherein the total due you is less than $100, The Company will roll your commission over to the next month (you do not 'lose' your accumulated commission if you are below the $100 threshold).
B. TERMS.
You agree: (1) to use our system in a manner that is ethical and in conformity with community standards; (2) to respect the privacy of other users (you shall not intentionally seek data or passwords belonging to other users, nor will you modify files or represent yourself as another user unless explicitly authorized to do so by that user); (3) to respect the legal protection provided by copyright law, trade secret law, or other laws protecting intellectual property. 4) to accept commercial emails from us.
C. NO WARRANTIES.
WE MAKE NO WARRANTIES TO YOU OF ANY KIND, EXPRESSED OR IMPLIED, WITH RESPECT TO THE SERVICE THE COMPANY, ITS SUBCONTRACTORS AND AFFILIATES PROVIDE YOU. WE EXPRESSLY DISCLAIM ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS OF THIS SERVICE FOR A PARTICULAR PURPOSE. We shall not be liable for any damages suffered by you, whether indirect, special, incidental, exemplary, or consequential, including, by not limited to, loss of data or service interruptions, regardless of cause or fault. We are not responsible for your lost profits or for your loss of data or information.
D. COPYRIGHTS AND TRADEMARKS.
Femnutrition is a federally registered Trademark held by Athletic Ventures, Inc. All other trademarks and copyrights appearing on the Femnutrition.com website are the property of their respective owners. You are prohibited from directly advertising the name femnutrition (or any deriviation thereof) via PPC (pay per click) advertising or SEO (search engine optimization) techniques. In short, it does not add value to us to pay you for customers searching for the domain femnutrition as they are most likely returning customers or referrals from other existing customers.
All content not Trademarked or Copyrighted by other owners appearing on Femnutrition.com is Copyrighted by Athletic Ventures, Inc., with all rights reserved. Content duplication is prohibited.
The copying, redistribution, use or publication by you of any such matter or any part of Femnutrition.com website, except as allowed under "Limited Right to Use" below, is strictly prohibited. You do not acquire ownership rights to any content or materials viewed through or on Femnutrition.com. The posting by The Company of content does not constitute a waiver of any right in such information and materials.
E. LIMITED RIGHT TO USE.
The viewing, printing or downloading of any content from The Company, grants you only a revocable, nonexclusive license for use for the purpose of referring visitors to Femnutrition.com. No part of any content may be reproduced in any form or incorporated into any information retrieval system, electronic or mechanical, other than for your personal, noncommercial use. No part of any content may be used for resale or redistribution without written permission from The Company.
F. CONTENT EDITING, DELETING AND MODIFICATION.
We reserve the right in our sole discretion to change, edit, or delete any content appearing on Femnutrition.com.
All product related statements found on our web site have not been evaluated by the Food and Drug Administration.
G. NOT ASSIGNABLE BY SUBSCRIBER.
This agreement is personal to you. You may not assign your rights under this agreement without our prior written consent from The Company. If you do assign your rights, as would be the case were someone other than you to use your account, you shall remain liable to us under this agreement. The Company reserves the right to assign this agreement at any time.
H. CHANGES TO THIS AGREEMENT.
We reserve the right to change the terms and conditions of this agreement as needed. Use of our service by you after said changes constitutes acceptance the new Agreement. If you do not agree to the new Agreement, you may terminate this Agreement by notifying us in writing (email notification shall suffice as written notice).
I. NOTIFICATION OF CHANGES TO YOUR ACCOUNT.
You agree to provide us with such other information relating to your use of this service as we deem necessary or desirable. You agree to notify us if your address, email address, telephone number, or other information changes.
J. NOTICES.
All notices, requests, demands, and other communications under this agreement shall be in writing and shall be deemed to have been given on the date of delivery: if delivered personally to the party to whom notice is to be given; if sent by electronic mail with a cc: to sender; if sent by fax; or on the third day after mailing by first class mail.
K. TERMINATION OF YOUR ACCOUNT BY THE COMPANY. We may terminate your account:
(1) if you violate the terms of this Agreement (2) promote The Company in a manner that is unethical or inappropriate; or (c) for any reason, in our sole discretion. If your account is terminated, any commission balance in your account shall be mailed to you within 1 month of termination.
If we learn of a violation or likely violation of this Agreement, we will attempt to notify you via e-mail. If you do not take immediate remedial action which is satisfactory to us, or in the event of a serious violation of the Agreement we reserve the right to terminate your account immediately. The Company will make reasonable efforts to inform you prior to termination, and reserves the right to re-establish your account upon receiving such representations from you as we deem appropriate in the circumstances.
Notwithstanding the above, this Agreement will be terminated immediately and without warning should you use our system as part of an illegal bulk email campaign. You may also be subject to fines and legal actions as a result of bulk email promotion. This provision specifically excludes any email or newsletter lists which you own, the use of which is not only permissible, but strongly encouraged.
L. GENERAL PROVISIONS.
The subject headings of the articles and sections are for convenience only, and shall not affect the construction or interpretation of any of its provisions. If any portion of this agreement is found invalid or unenforceable, that portion shall be severed and the remainder of this agreement shall remain in force. This agreement constitutes the entire agreement between The Company and you pertaining to its subject matter and supersedes all of our prior agreements, representations, and understandings.
Subject to Section H, no supplement, modification, or amendment of this agreement shall be binding unless executed in writing by both parties. No waiver of any of the provisions of this agreement shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by the party making the waiver. This agreement may be executed in one or more counterparts. Each shall be deemed an original, but all of which together shall constitute one and the same instrument. If an organization is the subscriber, the individual signing up for our services represents that he or she is duly authorized to enter into this agreement on behalf of that organization. In the event of a dispute, the parties agree to submit the matter a recognized Arbitration Board/Association located within The Company's state and county, before instituting litigation.
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By signing up as an Affiliate / Referral partner with Athletic Ventures, Inc., holding and operating company of Femnutrition.com, you agree to the following:
