Affiliate Agreement
This Agreement contains the complete terms and conditions that
apply to your participation in our Affiliate Program. As used in
this Agreement, "we" or "us" refers to Sadoun.com and "you"
refers to the applicant. You must be 18 years of age or older to
enter into this Agreement with us.
1. How Do I Enroll in Your Affiliate Program?
To begin
the enrollment process you must submit a completed Affiliate
Program application.
We reserve the right to reject applications for any or no
reason. For example, we may reject your application if we
determine that your site is unsuitable for the Program,
including if it:
Promotes sexually explicit materials
Promotes violence
Promotes discrimination based on race, sex, religion,
nationality, disability, sexual orientation, or age
Promotes illegal activities
Incorporates any materials which infringe or assist others
to infringe on any copyright, trademark or other
intellectual property rights or to violate the law
Includes "Sadoun.com" or variations or misspellings thereof
in its domain name
Is otherwise in any way unlawful, harmful, threatening,
defamatory, obscene, harassing, or racially, ethnically or
otherwise objectionable to us in our sole discretion.
If we reject your application, you are welcome to reapply to the
Program at any time. You should also note that if we accept your
application and your site is later determined (in our sole
discretion) to be unsuitable for the Program, we may terminate
this Agreement at any time. We will not be liable to you for any
costs, damages or lost profits as a result of our termination of
this Agreement.
2. How Do I Link My Site Sadoun.com?
We will make
available to you banner advertisements, buttons and/or text
links to our site. The links we may make available could be in
the form of:
A logo that links your home page to ours
A picture of one or more of our products that links your
site to the page on ours where such products are offered
A search box that permits your visitors to link directly to
a page on our site that contains the results of their search
queries.
These links will allow your visitors to enter our site and
enable us to keep track of the sales you may earn if they
purchase products from us. If we accept your application, we
will provide you with instructions describing how to include and
maintain links to our site.
To permit accurate tracking, and reporting the links we provide
you are in a special "tagged" link format, or "Tagged Links".
You are responsible for ensuring that each of the links between
your site and our site is a Tagged Link. You agree not to modify
the Tagged Links in any way.
Do NOT place any links or banners on your website
linking to us until your application is APPROVED.
3. How are Customer Orders Processed?
We will process
orders placed by customers who enter our site via Tagged Links.
We reserve the right to reject any orders that do not comply
with our policies or conditions at the time of the order. We
will be responsible for all aspects of order processing and
fulfillment. Among other things, we will prepare order forms,
process payments, cancellations and returns and handle customer
service. We will track sales made to customers who purchase
using Tagged Links. You may not refer yourself through
this affiliate program and you may not register yourself again
under a secondary affiliate. You may refer your
customers, but the customer's name and shipping address with us
must be different than the affiliates name and address or the
referral will be marked ineligible.
4. How Do I Get Paid?
We will pay you when visitors from
your site use the Tagged Link to purchase products from us.
Referral fees are calculated based on a percent of the "Net
Sales" from "Qualifying Purchases" made during a "Session". The
percent is specified in referral fee schedules to be established
by us.
"Net Sales" shall mean gross shipped sales from
Qualifying Purchases less:
Returns
Postage, shipping and handling charges
Sales, use or other like taxes
"Qualifying Purchases" shall mean a purchase of a product
offered on our site that meets the following criteria:
The purchase must be completed on our site. The purchase
must be made via a valid credit card. No phone orders.
The ship-to address must be a domestic U.S. address.
The purchase must be completed during a "Session" (defined
below).
"Session" shall mean the period beginning upon a
visitor's entry to our site via a Tagged Link (regardless of
whether the visitor leaves and then returns to the site) and
ending 30 days thereafter if the visitor accepts "cookies"
from our site (see explanation below).
Any Session in
progress will automatically terminate upon the expiration or
termination of this Agreement or upon the visitor deleting
our cookie.
Note regarding Net Sales - Net Sales include only "shipped"
sales. Orders entered for which the product does not ship
are not reported as sales.
Note regarding "Cookies": To keep track of the Session, we
use a small text file called a "cookie" that is placed on
the hard drive of the visitor's computer. Some web browsers
permit users to elect not to receive cookies. Only visitors
who accept cookies can be tracked for referral fees. You
understand that no referral fee can be paid for any purchase
made by a visitor who does not accept "cookies" or who has
deleted our "cookies" during a session.
5. How Much Do I Get Paid?
We will pay you up to
5%
for Primary affiliate and
3%
for secondary affiliates of all sales.
6. Who Sets the Policies and Pricing for Customers?
Customers who buy products through this Program will be deemed
to be our customers. Accordingly, all rules, policies, and
operating procedures concerning customer orders, customer
service and product sales from and by Sadoun.com will apply to
those customers. Also, the terms, conditions and policies of our
site will apply to the visitors' conduct and their rights and
obligations while visiting our site. We have the right to change
our policies and operating procedures at any time. For example,
we will determine the prices to be charged for products sold
under this Program in accordance with our own pricing policies.
Because product prices and availability may vary from time to
time, we cannot permit you to include pricing or product
descriptions on your site independent of the materials we
provide in the Links. We will use commercially reasonable
efforts to present accurate information, but we cannot guarantee
the availability or price of any particular product. You are
responsible for periodically visiting, reviewing and becoming
familiar with the terms and conditions sections of the
Sadoun.com site, which are incorporated into this Agreement by
reference
7. Ownership and License.
We hereby grant you a limited,
non-exclusive, nontransferable, non-sub licensable, revocable
right to use the graphic images and text we are providing to you
solely for the purpose of creating links from your site to ours.
You may not modify the graphic image or text, or any other of
our images, in any way, or engage in "site framing" or similar
processes. We reserve all of our rights in the graphic image and
text, any of our trade names, trademarks, domain names,
copyrights trade dress and any other intellectual property
rights. You agree to follow our guidelines for use of our
trademarks, as those guidelines may change from time to time, in
addition, you agree not to use our trademark in any search
engine keyword optimization. We may revoke your license at any
time by giving you written notice. You also agree that you shall
use the Tagged Links only in order to link to our site and to
promote your ability to do so pursuant to this Agreement. You
agree that you shall not present the Tagged Links or any images
comprising them in combination with any other name or mark, in
connection with your own goods or services, or in any manner
that may suggest or imply that you or your goods or services are
supplied by, sponsored by, endorsed by or affiliated with us.
8. You are Responsible 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 · posting and maintaining links to our site
The accuracy and appropriateness of materials posted on your
site
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 or proprietary rights)
Ensuring that materials posted on your site are not libelous
or otherwise illegal We disclaim all liability for these
matters. Further, you will indemnify and hold us harmless
from all claims, damages, and expenses (including, without
limitation, reasonable attorneys' fees) relating to the
development, operation, maintenance, and contents of your
site.
9. How Long is the Term of this Agreement?
The term of
this Agreement will begin upon our acceptance of your
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
in accordance with the notice provision of 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 Sadoun.com or Sadoun.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. You are only eligible to earn referral fees on
Qualifying Purchases occurring during the term, and referral
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.
10. Can this Agreement be Modified?
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,
referral 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 THREE DAYS AFTER OUR POSTING OF A CHANGE
NOTICE OR NEW AGREEMENT ON OUR SITE WILL CONSTITUTE BINDING
ACCEPTANCE OF THE CHANGE.
11. What is the Legal Nature of our Relationship?
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. This is a binding
contract between you and us. By completing the application and
by clicking on the "Agree" button below, you indicate your
willingness to be bound by this Agreement.
12. Our Liability to You is Limited.
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 with respect to this Agreement and the Program
will not exceed the total referral fees paid or payable to you
under this Agreement.
13. EMAIL COMPLIANCE RULES
The following rules apply to Sadoun.com customers with respect
to (a) email that contains Sadoun.com served and/or tracked
link, (b) email that directs recipient to a
Sadoun.com served and/or
tracked link, (c) email sent to
Sadoun.com and/or other members
of the Sadoun.com
network:
-
No
Misleading Headers or Other Masking of Email Origin - An
email may not include falsification of header information,
false registrations for email accounts or IP addresses used
in connection with email ads, and retransmissions of an
email ad for the purpose of concealing its origin. A subject
heading of the message likely would mislead a reasonable
recipient as to the contents or subject matter of the
message.
-
Email Ads
Must Contain Clear Identification - Messages containing
advertisements or solicitations must identify itself as
such, and do so by "clear and conspicuous" means. Further,
the sender must identify itself as the initiator and sender
of the email including company name, email and physical
address and phone number. As a member of the
Sadoun.com affiliate program, customers agree to
comply with all laws. Accordingly,
Sadoun.com and its customers are not procuring or
inducing any other customer or third party to promote or
allow the promotion of Sadoun.com
in violation of the CAN-SPAM Act of 2003. Neither
Sadoun.com nor the person, whose goods or services
are contained in a link served by
Sadoun.com, whether such link is in an email or the
email recipient is directed to such link, shall be
considered to have initiated such an email or to have been
the sender of such an email.
-
Effective
Method of Opt Out of Future Mailings - Senders of emails
covered by the Act must give recipients an effective means
of requesting not to receive future email ads from that
sender. Effective means include:
|
(a) |
giving the recipient the ability to send a reply message or
other "Internet-based communication" (such as a link to a
Web site where the recipient registers it opting) enabling
the recipient to opt out of future emails from the sender, |
|
(b) |
keeping the opt out means used viable for at least 30
days after the original message is sent, and |
|
(c) |
ceasing transmission of email ads to that recipient no
later than 10 business days after receipt of an opt out
request. |
-
No Sale or
Transfer of Opted out Email Addresses - Email senders,
or any other person who is aware of an opt out request, are
generally prohibited from selling or otherwise transferring
email addresses of persons who have opted out.
-
No Sexually
Oriented Material in Email Messages - Emails that
contain sexually oriented material may not include a
Sadoun.com served and/or tracked link or direct the
recipient to a Sadoun.com
served and/or tracked link.
-
No Random
Generation of Email Addresses - You are responsible for
knowing the source of your email list. No list and emailing
may contain email addresses obtained by the use of a program
for random generation of email addresses, and/or "scraping"
web sites or online services.
-
No Invalid
Email Account Generation - Senders may not use scripts
or other automated means to register for multiple email
accounts or online user accounts from which to transmit
emails.
-
No Unlawful
Retransmission of Emails - Senders are prohibited from
relaying or retransmitting emails from a computer or
computer network that was accessed without authorization.
Any affiliate that is a sender of an email that is in violation
of the above rules and/or any law or regulation is required to
indemnify and hold Sadoun.com
harmless due to the sender's act or omission in sending the
email.
14. More "Fine Print"
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 or the
links or Tagged Links will be uninterrupted or error-free, or
will not be re-routed or "black holed." As a result, we might
temporarily be unable to capture information regarding Tagged
Links. We will not be liable for the consequences of any such
interruptions or errors. The Program is intended for commercial
use only. 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 OR MAINTAIN AFFILIATES ON TERMS THAT MAY DIFFER FROM
THOSE CONTAINED IN THIS AGREEMENT OR OPERATE WEB SITES THAT ARE
SIMILAR TO OR COMPETE WITH YOUR WEB SITE. 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.
Notices to you are effective if provided in writing to the
postal addresses, electronically to the e-mail address set
forth in the application or if posted on our website. Notice
to us may be given in writing to Sadoun Satellite Sales,
2747 Westbelt Dr., Columbus, OH 43228, USA, Attention
Affiliate Marketing Program; or by e-mail at
info@sadoun.com. This Agreement will be governed by the laws
of the state of Ohio without reference to rules governing
choice of laws. Any action relating to this Agreement must
be brought in the federal or state courts located in
Columbus, Ohio 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, inure to the benefit of, and
enforceable against the parties and their respective
successors and assigns. Our failure to enforce 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.
