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To become a
Affiliate of this site, you must agree to the terms and conditions set
forth below.
This Agreement (the
"Agreement") describes the complete terms and conditions that apply to an
individual's or an entity's participation in the Madisonlocations.com Affiliate
Program (the "Program") operated by Madison Locations, Inc. When used throughout
this Agreement, "we" and "us" refer to Madison Locations, Inc., and "you" refers
to the applicant. "Site" refers to a World Wide website which, depending on the
context used in this Agreement, may refer to the Madisonlocations.com site or a
site operated by the applicant.
1. How to enroll in the
Madisonlocations.com Affiliate Program
You apply to participate
in the Program by completing our online application. By completing and
submitting an application, you acknowledge and agree to all the terms of this
Agreement. We reserve the right, at our sole discretion, to exclude any that we
feel is inappropriate. Sites which we consider inappropriate include, but are
not limited to, sites that contain or promote violence or sexually explicit
content or products, sites that promote illegal activities, sites that
discriminate on the basis of race, sex, age, nationality, disability, sexual
orientation or religion, and sites that violate intellectual property rights.
2.
Promotion of Our Services and/or Affiliate Program
You can
promote our services/program in any way that does not violate this agreement and
is not harmful to any person, business, or entity. You agree to not use "spam"
techniques in your promotions.
You should
provide your Affiliate ID to all customers that you refer to our services
because you receive commissions from each completed sale that was registered
under your Affiliate ID or via the link we provide you.
NOTE! You will
not receive commissions from a sale if the sale was registered without either
your affiliate ID.
3. Order
Processing
We will process all
product orders placed by customers who follow the special link from your site to
the Madisonlocations.com site. We reserve the right to reject orders that do not
comply with any requirements that we may establish periodically. We will be
responsible for all aspects of order processing and fulfillment including, but
not limited to, processing payments, order cancellations, product returns and
customer service. We will track sales made to customers who purchase products
using the special link from your site to our site. To ensure that you receive
appropriate credit for sales that originated from your site, it is your
responsibility to correctly implement the special link between your site and our
site. We are not responsible for errors made on your part in using the special
link.
4.
Referral Fees
We will pay you a referral
fee for all sales which meet all of the following criteria:
The customer must follow a
special link from your site to the Madisonlocations.com site.
The customer must purchase
a product or products within 30 days of the date they follow the special link
from your site to Madisonlocations.com and within that time the customer does
not (a) click on the link of another one of our affiliates, or (b) turn off or
otherwise disabled the "cookie" set when they clicked on the special link.
The customer must remit full payment to us.
Referral fees are
considered earned on the date on which the order is processed by us.
You will not be paid a
referral fee on any item which is returned to us by the customer for a refund
within 30 days of purchase.
You may purchase products
during sessions initiated through the links on your site for your own use.
5.
Referral Fee Rate Schedule
You will earn referral
fees based on the sale price of products sold on the Madisonlocations.com site
according to the fee schedule we establish. "Sale price" means the price shown
on our site at the time of purchase and excludes, if applicable, sales taxes.
Referral fees will be calculated each calendar month.
The current referral
fee rate schedule is as follows:
$35.00 for a standard location listing.
$45.00 for a featured
location listing.
6.
Payment of Referral Fees
We will pay you referral
fees on a monthly basis. Within thirty-five (35) days following the end of each
calendar month, we will send your payment via PayPal for the referral fees you earned during
that month, less any taxes that we are required by law to withhold. If this Agreement is terminated, we will send you payment for all
referral fees you earned, regardless of the amount.
If a product that
generated a referral fee is returned to us by the customer, and if we have
already paid to you a referral fee for the sale of that product, we will deduct
the corresponding fee from your next monthly payment for that return. If there
is no subsequent payment, we will mail you a bill for the amount of the fee.
Absent manifest error, the
number or amount of sales that are calculated by us in good faith shall be final
and binding on you.
7.
Program Policies and Pricing
Those customers who buy
products through the Program will be deemed to be customers of
Madisonlocations.com. Therefore, all rules, policies, and operating procedures
concerning customer orders, customer service, and product sales are defined
exclusively by us. We reserve the right to change our product pricing, policies
and general operating procedures at any time.
8. Link
Format Requirements
You are required to select
and use one of the approved Madisonlocations.com graphical icons we provide.
When users click on this graphical icon, you must use the special link we supply
you with to forward the customer to either our homepage (www.madisonlocations.com)
or our registration page for property owners (www.madisonlocations.com/register/register.aspx). You may also choose to link to
the Madisonlocations.com website by using a text link, and you must use the
special link we supply you with to forward the customer to our website.
9.
Madisonlocations.com Assets
All rights to the
Madisonlocations.com site, including but not limited to all trade names, trade
marks, other intellectual property rights, and all of the images, product
photographs and descriptions contained in the Madisonlocations.com site, are the
exclusive property of Madison Locations, Inc. We grant you a non-exclusive,
non-assignable, revocable license to use the graphical icons described in
Section 8 of this Agreement solely for the purpose of identifying your site as a
Program participant and to assist you in generating product sales. You may not
modify the graphical icon or any of our images in any way without our prior
express written consent.
We reserve the right to
revoke this limited license at any time by giving you written or email notice.
10.
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. For example, you will be solely
responsible for:
The technical operation of
your site and all related equipment
Creating and posting
product descriptions on your site and linking those descriptions to our online
catalog of products
The accuracy and
appropriateness of materials posted on your site (including, among other things,
all product-related materials)
Ensuring 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, proprietary or intellectual property rights)
Ensuring that materials
posted on your site are not libelous or otherwise illegal
We disclaim all liability
for these matters. Further, by participating in the Program, you expressly agree
that 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 content of your site.
You agree that you will
not (a) take any action that could reasonably cause any customer confusion as to
our relationship with you, or as to the site on which any functions or
transactions (e.g., search, order, browse, and so on) are occurring; and (b)
post or serve any advertisements or promotional content around or in conjunction
with the display of our site (e.g., through any "framing" technique or
technology or pop-up windows), or assist, authorize, or encourage any third
party to take any such action. If we determine, in our sole discretion, that you
have engaged in any of the foregoing activities, we may (without limiting any
other rights or remedies available to us) withhold any referral fees otherwise
payable to you under this Agreement and/or terminate this Agreement.
11. Terms
of this Agreement
The terms of this
Agreement will begin upon our acceptance of your Program application 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
or email notice of termination. You are only eligible to earn referral fees on
sales of qualifying products occurring during the term of this Agreement, and
fees earned through the date of termination will remain payable only if the
related orders are not canceled or returned. We may withhold your final payment
for a reasonable time to ensure that the correct amount is paid. 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 Madisonlocations.com
trademarks, trade dress, and logos, and all other materials provided by or on
behalf of us to you pursuant hereto or in connection with the Program. This
Agreement shall automatically terminate upon filing of any petition under the
Bankruptcy Code by or against you, upon any assignment for the benefit of your
creditors, or upon your dissolution if you are other than an individual.
12.
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 site.
Modifications may include, for example, changes in the scope of available
referral fees, fee schedules, payment procedures, and Program rules. IF ANY
MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS
AGREEMENT. YOUR CONTINUED PARTICIPATION IN THE PROGRAM FOLLOWING OUR POSTING OF
A CHANGE NOTICE OR NEW AGREEMENT ON OUR SITE WILL CONSTITUTE BINDING ACCEPTANCE
OF THE CHANGE.
13.
Relationship of the Parties
You and we 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
site or otherwise, that reasonably would contradict anything in this Section.
14.
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 the Program, even if we have
been advised of the possibility of such damages. Further, our aggregate
liability arising from this Agreement and the Program shall not exceed the total
referral fees paid or payable to you under this Agreement.
15.
Disclaimers
We make no express or
implied warranties or representations with respect to the Program or any
products sold through the Program (including, without limitation, warranties of
fitness, merchantability, non-infringement, 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.
16.
Independent Investigation
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.

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