The
following shall set forth the Terms and Conditions
(the "Agreement") of THE G3X AFFILIATE PROGRAM (the "Program" or
the "Affiliate Program"), owned by Interactive Marketing,
Ltd. and operated by Integralnet Marketing, Inc. (hereinafter,
collectively, "Interactive Marketing" or "we" or "us" or "our" ).
As used in this Agreement, "you" or "your" means the
applicant/participating affiliate.
Program Eligibility, Application and Enrollment
You must be over the age of eighteen (18) years in order to enroll and participate
in the Program, or over the age of majority if you reside or conduct business
in a jurisdiction where the age of majority is greater than eighteen (18) years.
Your site(s) may not incorporate images or content that is unlawful, defamatory,
obscene, harassing or otherwise similarly objectionable. Your site(s) may not,
directly or indirectly, facilitate illegal activity, promote violence or engage
in, or promote infringement of the copyright or other intellectual property rights
of others.
Any affiliates that utilize, directly or indirectly, CHILD PORNOGRAPHY or other
unlawful images, content or activities in connection, directly or indirectly,
with the promotion of any of our site(s) will be terminated immediately (without
any compensation) and will be reported to appropriate local, state and/or federal
authorities.
Ethical Practices
We pride ourselves in the manner in which we conduct our business practices and
we expect no less from our affiliates! Although we are under no obligation to
do so, we may evaluate your application or your method of operation, before or
after you are accepted into the Program. We reserve the right to reject your
application or your continued participation in the Program if we, in our sole
discretion, determine that your site(s) or your method of promotion or participation
in the Program are not consistent with the intent of this Agreement, whether
or not such activity is specifically prohibited by this Agreement. Our determination
to accept your application or to permit your continued participation in the Program
shall not be construed by you (or any third party) as a determination by us that
you have met our affiliate eligibility requirements. Compliance with these requirements
is your responsibility!
The use of deceptive or illegal practice(s) in promoting our site(s) is strictly
prohibited. You may not promote any of our pay site(s) in a manner that is intended
to generate payouts to you without providing us with the commercial benefits
of your promotion. Because it is not possible to specifically list every possible
method of engaging in deceptive, illegal or commercially unethical conduct that
are prohibited by the Agreement, you acknowledge and agree that we reserve the
right, in our sole discretion, to determine if your promotion of any of our site(s)
is inconsistent with the intent of this Agreement. The following are only examples
of the type of promotional activities that you may not engage in and which will
result in your immediate termination (without payment of any amounts you may
believe are due you): 1) you may not require a sign-up to any of our pay sites
as a condition of accessing any site(s) or receiving any other consideration;
2) you may not engage in any promotion which is intended to create a sign-up
to any of our site(s) which is not completely voluntary and made with a good
faith intention to become a bona fide member to our site(s); by way of example
only, you may not promote our site by stating or implying to the potential (solicited)
member that the member's credit card will never be charged, that the member's
credit card will only be used for age verification; 3) you may not utilize personal
ads (such as the personals appearing on Yahoo! or AOL, for example); 4) you may
not use "warez" sites to promote our site(s); 5) you may not promote our site(s)
via a non-adult free host (such as Geocities or Angelfire, for example); 6) you
may not promote our site(s) with the explicit or implicit message or suggestion
that the potential member or subscriber to any of our site(s) take advantage
of introductory rates or offers without any realistic intention of continuing
as a paying member or that the potential member or subscriber join our pay sites
without any realistic intention of continuing as a member on an ongoing basis.
For example, you may not promote our site by encouraging the member to sign up
to the site for a limited time and then cancel his/her membership.
Promotion Rules
You may use any legal and ethical method(s) of promotion you choose, consistent
with the terms of this Agreement. You may not employ deceptive language or misleading
URL's in our promotional links. You may use approved banner advertisements, button
links and/or text links to our site(s).. Subject to the terms and conditions
hereof, you are granted a limited, non-exclusive, non-transferable license to
access and download promotional links and other designated promotional materials
from our "Webmaster Admin Area", which promotional links may contain our trade
names, service marks, and/or logos for display on your affiliate site(s) for
the sole and exclusive purpose of promoting websites owned, operated or controlled
by us. In utilizing such promotional links, you agree that you will cooperate
fully with us in order to establish and maintain such link(s). No promotional
link may be modified without our prior written consent.
AFFILIATE COMMISSIONS AND BONUSES
Promotion: G3X Promotion on signups
Details: 02.01.2005 - 02.14.2005
$50 per signup Free Lifetime
Terms: Promotion begins February 1, 2005 at 12:00am and terminates on
February 14, 2005 at 12:00am. All signups on Free Lifetime memberships and our
Cam product will payout $50. Payouts will be added to your regular scheduled
payouts in accordance with G3X terms and conditions.
FREE LIFETIME SIGN-UP COMMISSIONS
You will receive either:
A sign-up commission of $35.00 for every general free lifetime credit card sign-up,
or every free lifetime sign-up to our "live" cam programs; however, we will only
pay one $35.00 commission per member, even if the member signs up to both free
lifetime sign-up programs.
ACH sign ups will be paid $25.00 for every general free lifetime sign up, or
every free lifetime sign-up to our "live" cam programs; however, we will pay
one $25.00 commission per member, even if the member signs up to both free lifetime
sign-up programs.
Or
A sign-up commission of $30.00 for every general free lifetime sign-up, or every
free lifetime sign-up to our "live" cam programs; however, we will pay a maximum
of one $30.00 commission per member, even if the member signs up to both free
lifetime sign-up programs.
ACH sign ups will be paid $20.00 for every general free lifetime sign up, or
every free lifetime sign-up to our "live" cam programs; however, we will pay
one $25.00 commission per member, even if the member signs up to both free lifetime
sign-up programs.
Additionally under this payout structure you will receive:
COMMISSIONS FOR CONFIRMED EMAIL
In addition to commissions paid for Free Lifetime sign-ups under the $30.00 payout
structure, we will also pay you a commission of $.25 for every valid, as defined
in this Agreement, confirmed email address that your surfer submits to us and
subsequently confirms his/her agreement to receive emails from us. This commission
is paid whether or not your surfer provides us with any credit card information.
DESIGNER COMMISSIONS
If you elect to promote our sites with your own public unique designs, we will
include your designs in our G3X Design Suite area, and you will be the designated
designer for these designs. We will pay the designated designer additional commissions,
as follows:
º Tours - Dynamic (i.e., webmaster selects scenes or static) $3.00 per sign
up;
º Full Page Ads - $2.00;
º Hosted Gallery Templates and Half Page Ads - $1.50;
º Banners (any size) - $1.00.
Only tours, full page ads, hosted gallery templates, half page and banners that
have been designated as public are eligible for these commissions.
AFFILIATE REFERRAL BONUSES
You will receive a bonus for traffic sent to us by affiliates that you refer
to us. Our G3X referral progam will pay you a one time fee of $100 upon a referred
affiliate reaching their first 5 free lifetime sign ups. to either our free lifetime
membership or our free "live" cam program. Please ensure that any affiliate you
refer to us with the linking codes we provide so that you get credit for traffic
sent to us by such affiliate.
Email Sign-Up Requirements
A valid membership sign-up is a sign-up where the following has been completed:
1)Your surfer; 2)The surfer must be an unaffiliated (not related by friendship,
family or business) individual (the "Surfer") who has completed the sign-up form,
with a valid email address which email address is not currently, or has not been
in the past year, in our database; and 3)The Surfer receives and opens the confirming
email that we send. Once sign-ups you send to us have completed the above, your
account will, subject to the other terms contained herein, be credited the commission
(payout) you are to receive.
NO SPAM POLICY; EMAIL ADVERTISING MUST BE APPROVED PRIOR TO SENDING
We only allow our Affiliates to promote or market memberships to our websites
and products by the legal transmission of "permission" e-mails because it is
extremely important that any such e-mailing promotion conform to our policies
and all applicable legal requirements. You must obtain prior written (email)
approval from us for any proposed email campaign. We have a ZERO tolerance for
SPAM. If you are caught promoting any of our site(s) by the use of SPAM, you
will be automatically terminated from the Program, and any funds that would have
otherwise been due you from us, will not be paid.
We define "Spam" as the direct, or indirect, transmission of unsolicited bulk
or other e-mails, i.e., not derived from a verifiable opt-in program which is
exclusively yours, in reliance on a prior business relationship between you and
the recipient, this includes the use of illegally(stolen)obtained email lists.
Any e-mail marketing activity by you, or on your behalf, that we determine is
reasonably suspect to be the result of an unsolicited bulk or other e-mail program
which violates the restriction on the use of Spam to promote our site(s), or
which is not in compliance with the requirements of the Can-Spam Act (below)
will result in your immediate termination from the Program and your forfeiting
of monies otherwise due you.
Additionally, many service providers such as Yahoo!, Hotmail and America Online
have specific standards and policies that define acceptable (non-Spam) mass mailings.
You should familiarize yourself with such policies, as this Agreement is intended
to establish standards and requirements with respect to the promotion of our
site(s) that are equal to or more stringent than such standards and policies.
CAN-SPAM ACT
The "Controlling the Assault of Non-Solicited Pornography and Marketing Act of
2003" or the "CAN-SPAM Act of 2003" (the "Act") went into effect on January 1,
2004.
All e-mails sent out by our affiliates are subject to the regulations of the
Act. We are committed to complying with the terms of the Act regarding the delivery
of e-mail communications. You agree that, in addition to obtain our prior approval
for any email promotion of our program, complying with the email marketing requirements
above, you will comply with any and all applicable laws and regulations relating
to the Act, including, but not limited to, the following:
1. All e-mails promoting our site(s) or containing advertisements for any of
our site(s) must:
(a) contain, in all caps, the words "SEXUALLY-EXPLICIT:"
(b) have the phrase "SEXUALLY-EXPLICIT" in all caps in the "Brown Paper Wrapper" portion
of the message. This is the portion of the e-mail that the recipient views upon
opening the e-mail;
(c) indicate in the "brown paper wrapper" portion that the e-mail is an advertisement
or solicitation, and must set forth your e-mail address that the recipient can
reply to, or an opt-out link, opting out of any future e-mail advertisements
or promotions from the sender;
(d) not contain in the "brown paper wrapper" portion any promotional images or
text that are visible, without scrolling down or taking other steps to view the
message, such as accessing the image by clicking to a link. You may include "softcore" images
or text in the message below the "brown paper wrapper" portion; however, you
may not include images that contain "penetration" or explicit frontal nudity.
Obviously, any other sexually-explicit material cannot be utilized in any email
advertisements promoting our Program;
(e) contain, in all email advertisements, your valid postal address, and, if
possible, your phone number, as well as the statement that: This message is sent
on behalf of;
(f) not contain or include a false or misleading subject line that attempts to
disguise or conceal the content of the e-mail;
(g) not contain or include a falsified sender domain name or non-responsive IP
address;
(h) include valid and responsive contact information of the sender (as noted
in (e) above), list manager or list owner. This includes such person's or entity's
physical address and, if possible, phone number;
(i) refrain from seeking or obtaining unauthorized access to computers for the
purposes of sending out commercial e-mail;
(j) not contain sexually-oriented material, as defined in Section 2256 of Title
18, United States Code, in the message that is opened by the recipient without
requiring further action on the recipient's part. In other words, the e-mail
may not have sexually-oriented material which the recipient accesses by merely
opening the e-mail.
2. You may not send e-mails promoting any of our site(s) for the purpose of harvesting
e-mail addresses. Please note that this prohibited activity includes any e-mails
sent by you or on your behalf with the purpose (even if not the sole purpose)
of harvesting e-mail addresses in order to send future unsolicited emails.
3. Any third-party agents, brokers or others that you may use to deliver e-mails
must agree to comply with the terms set forth in this Agreement, and must also
agree to indemnify you and for any breach of the obligations set forth herein.
You must further agree with such third-party that you have the right, in your
discretion or upon notification from , to immediately terminate such third-party
without notice. Please note that we have a similar right to terminate you immediately
as an affiliate for violation of any of the terms set forth in this Agreement
without prior notice.
4. All e-mails sent by you (and previously approved by us) must be sent to recipients
who have provided you with documented permission and authority to send e-mail
solicitations to them. You must keep a record of such authority and permission;
for example, opt-in confirmation, e-mail request or other verification, to demonstrate
that the recipient has in fact authorized e-mail transmissions from you to the
recipient.
5. As noted above, every e-mail you send must have an "opt-out" feature. Any
and all requests from a recipient to opt-out of future mailings must be acted
upon by you as soon as practicable but, in any event, within 48 hours. You must
keep accurate records evidencing all opt-out requests and your response to such
request; you must produce to us any and all records required by this paragraph
or by this Agreement immediately upon our request.
6. All e-mail transmissions must set forth language in the body and both the "from" line,
as well as the "re:" or "subject" line, that clearly announces that the e-mail
is being sent by you for your benefit and/or for our benefit and must also contain
a clear and conspicuous identification that the e-mail message is an advertisement
or solicitation.
7. Your compliance with the CAN-SPAM Act is a condition of your continuing to
be an approved affiliate. Remember, by accepting these terms, you agree to indemnify,
defend and hold us, our affiliates and advertisers harmless from any cost, expense
or liability arising out of any breach or alleged breach of your obligations
under this Agreement.
In the event of any breach by you, or any third party acting on your behalf,
of these terms. we shall have the right, in addition to all other rights provided
herein (and we will exercise such right), to permanently withhold any and all
payments that may otherwise be due you.
Sign-up Production Requirements
Although there are no established revenue production requirements for sign-ups,
if we determine, in good faith, that your traffic is not producing a minimum
sufficient revenue, we will notify you and convert your payout accordingly and/or
terminate your account.
English-only Sign-up Requirements We pay commissions to our affiliates
for sign-ups to our Sites in order to obtain English literate members. This is
not intended to be discriminatory or derogatory to non-English surfers but rather
because our sites, newsletters and solicitations are directed to surfers who
are fluent in the English language. Therefore, all programs that our affiliates
promote must be from English language sites. This means that the Site must TRULY
be in the English language for English fluent visitors or members. Sites that
are created by, or affiliated with, non-English site(s) for the primary purpose
of circumventing this rule (or similar rules of other Webmaster compensation
programs) do not qualify to receive commissions from us.
No Mandatory Conversion Ratios or Chargebacks We do not condition payment
of commissions to you on a minimum conversion rate for trial sign-ups that you
send us to full membership, nor do we deduct from commissions due you for chargebacks
or credits given or caused by your traffic. We reserve the right to terminate
you, with payment for amounts due you prior to termination (provided you have
complied with the terms of this Agreement) if your trial referrals do not convert
to full membership in ratios that are acceptable to us. Similarly, we do not
pass on to you the substantial cost we must incur for "chargebacks" or "credits".
We will apply, as financially necessary, an imputed deduction from commissions
or referral fees due you for traffic that you send us that does not visit our
site(s) after sign-up, obtains a credit or chargeback without basis, or does
not subscribe to a free lifetime membership with a good-faith intention to consider
subscribing to other pay features on our site(s) upon confirmation that the site(s)
contain the represented content.
COMMISSION PAYMENT DATES
Commission payouts are made, ON TIME, as follows:
Commissions for all programs are paid on a weekly basis ("Pay Period"). Commissions
earned during any pay period will be paid one week after the last day of such
Pay Period. For example payouts earned during May 3rd, 2004 - May 9th, 2004 will
be paid out on May 17th, 2004. If the total amount due you at the end of any
Pay Period (for all of our programs) is not equal to or greater than at least
$50.00, the amount due you will roll over until you are due $50.00.
If you dispute or have questions regarding the manner or amount of calculation
of your commission or bonus payment with regard to any given payment period,
you must inform us within sixty (60) days of said payment, otherwise you are
deemed to have waived your right to challenge said payment calculation.
We may modify any of the terms and conditions contained in this Agreement, at
any time and in our sole discretion.
Method of Payment
Payments will be in the form of a check in US dollars payable to you, as identified
in your application, and will be mailed to the street address indicated in your
application (we reserve the right to not mail payments to P.O. Boxes). Should
you wish to change the street address indicated in your application, you must
advise us by email at least 4 days before the end of any given Pay Period. You
may request and receive payment via bank wire transfer, or by express private
delivery courier (that we select such as Federal Express or DHL); provided, you
pay the costs associated with the wire transfer or courier service. Payment via
wire is available only for payments of $1000 or greater. Payments via courier
are available for domestic deliveries only.
We will not pay commissions or bonuses via Western Express, Western Union or
Pay Pal.
NO CHEAT POLICY We honor the spirit as well as the specific terms of the
Program and we expect the same of you. If you violate the intent of any of the
terms of this Agreement, your account will be terminated immediately without
any prior notice. We will not pay you commissions or bonuses procured by actions
that violate the express or implied terms of this Agreement.
COUNTRY OF ORIGIN RESTRICTIONS
We do not accept webmasters from, credit you or pay any commissions or bonuses
from traffic generated from sites that originate from, or where the IP address
or webmaster location is traced to, locations from certain countries outside
of the United States, including, but not limited to, the following countries.
Afghanistan, Albania, Andorra, Argentina, Armenia, Azerbaijan, Bahrain, Belarus,
Brazil, Brunei Darussalam, Bulgaria, Cayman Islands, Chile, China, Colombia,
Costa Rica, Croatia, Cuba, Czech Republic, Dominican Republic, Ecuador, Egypt,
El Salvador, Estonia, Fiji, Finland, Georgia, Greece, Hong Kong, Hungary, Iceland,
India, Indonesia, Iran, Iraq, Israel, Italy, Jamaica, Japan, Jordan, Kaliningrad,
Kazakhstan, Korea (North and South), Kuwait, Kyrgyzstan, Latvia, Lebanon, Lithuania,
Macedonia, Malaysia, Malta, Mauritius, Moldova, New Zealand, Nicaragua, Oman,
Pakistan, Paraguay, Peru, Philippines, Poland, Portugal, Puerto Rico, Qatar,
Romania, Russia, Saudi Arabia, Singapore, Slovakia, Slovenia, South Africa, Spain,
Sudan, Syria, Taiwan, Tajikistan, Thailand, Tobago, Trinidad, Tunisia, Turkey,
Turkmenistan, Ukraine, United Arab Emirates, Uzbekistan, Venezuela, Yemen, Yugoslavia.
ADDITIONAL TERMS AND CONDITIONS
Modification
We may modify any of the terms and conditions contained in this Agreement, at
any time and in our sole discretion. Notice of any change by e-mail, to your
address on our records, or the posting on our site(s) of a change notice of a
new agreement, shall be sufficient notice for notifying you of a modification
to the terms and conditions of this Agreement. All such modifications shall take
effect 48 hours after we serve notice, as provided above, unless we indicate
otherwise. If any modification is unacceptable to you, your only recourse is
to terminate this Agreement. Your continued participation in the Affiliate Program,
after our posting of a change notice or new agreement on our site, shall constitute
binding acceptance of the change.
Term of this Agreement
The term of this Agreement will begin upon our acceptance of your Affiliate 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 notice of termination. Notice by e-mail, to your e-mail address on our
records, is considered sufficient notice to terminate this Agreement. If this
Agreement is terminated because you have violated the terms of this Agreement
you are not eligible to receive any commission payments, even for commissions
earned, but for termination for violation of this Agreement, prior to the date
of termination. If this Agreement is terminated for any other reason, you will
receive commission due you for commissions (payouts) earned prior to the termination
of this Agreement. We hereby reserve the right to withhold your final payment
for a reasonable time to ensure that we pay you your correct final payment.
Relationship of Parties
You are an independent contractor and not our agent, and we expressly disclaim
responsibility for any conduct by you in violation of the terms of this Agreement.
Nothing in this Agreement will create any partnership, joint venture, agency
franchise, sales representative, or employment relationship between us. You do
not have the authority to make or accept any offers or representations on our
behalf or to make any statement, whether on your site(s) or otherwise, that reasonably
would contradict anything in this section.
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 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 the Affiliate Program will not exceed the total commissions paid or payable
to you under this Agreement.
Disclaimers
We make no warranty, expressed or implied, with respect to any information delivered
hereunder, including implied warranties of merchantability, fitness for a particular
purpose or freedom from patent, trademark or copyright infringements, whether
arising by law, custom or conduct, or as to the accuracy or completeness of the
information, and we shall not have any liability to you or to any other person
resulting from your or such third person's use of the information. We make no
express or implied warranties or representations with respect to the Affiliate
Program or any of our services or other items 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(s) will be uninterrupted or error-free, and we will not be liable for the
consequences of any interruptions or errors.
Representations and Warranties
You hereby represent and warrant to us that this Agreement has been duly and
validly executed(accepted) and delivered by you and constitutes your legal, valid
and binding obligation, enforceable against you in accordance with its terms;
and that the execution, delivery and performance by you of this Agreement are
within your legal capacity and power; have been duly authorized by all requisite
action on your part; require the approval or consent of no other persons; and
neither violate nor constitute a default under the: (i) provision of any law,
rule, regulation, order, judgment or decree to which you are subject or which
is binding upon you, or (ii) the terms of any other agreement, document or instrument
applicable to you or binding upon you. Should any law enforcement agency or Internet
service provider provide us with notice that you have engaged in transmission
of unsolicited bulk e-mails, or have otherwise engaged in unlawful conduct or
conduct in violation of said service provider's terms of service, we reserve
the right to cooperate in any investigation relating to your activities, including
disclosure of your account information in connection therewith.
Indemnification
You hereby agree to indemnify, defend and hold us, our shareholders, officers,
directors, employees, agents, affiliates, successors and assigns harmless, from
and against any and all claims, losses, liabilities, damages or expense (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 or are based on: (i) any claim or threatened claim that
your use of any Trademark(s) (other than Trademark(s) you obtain from us pursuant
to this Agreement) infringes on the rights of any third party; (ii) the breach
of any promise, covenant, representation or warranty made by you herein; or (iii)
or any claim related to your site(s) or your promotional activity.
Miscellaneous
Terminated affiliates cannot apply to become affiliates at a later date, without
our express written consent.
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, inure 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.
This Agreement will be governed by the laws of the State of Florida, U.S.A. and
of United States Federal law, without reference to rules governing choice of
laws. Should legal action arise with respect to the terms of this Agreement,
your relationship with us, or the subject matter of this Agreement, you acknowledge
and agree that venue for such action shall be exclusively in the appropriate
State or Federal Courts located in Miami-Dade County, Florida].
BY APPLYING TO BE AN AFFILIATE IN THE PROGRAM, YOU ARE: 1) STATING AND REPRESENTING
THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS SET FORTH HEREIN;
AND 2) AFFIRMATIVELY INDICATING THAT YOU AGREE TO EACH AND EVERY TERM OF THE
AGREEMENT AND THAT YOU AGREE TO BE BOUND BY THESE TERMS. |
