DISCOUNTDRESSUP.COM AFFILIATE PROGRAM

DISCOUNTDRESSUP.COM LIMITED AFFILIATE PROGRAM Terms, Conditions and Notices Discountdressup.com Limited ("Discountdressup.com") Affiliate Program Terms, Conditions and Notices. IMPORTANT NOTIFICATION: YOUR APPOINTMENT TO THE DISCOUNTDRESSUP.COM AFFILIATE PROGRAM ("AFFILIATE PROGRAM") IS CONDITIONAL UPON YOU AGREEING TO THE TERMS AND CONDITIONS SET OUT BELOW ("THIS AGREEMENT"). AS A PARTICIPANT IN THE AFFILIATE PROGRAM, AND AS A SALES AFFILIATE OF DISCOUNTDRESSUP.COM' SOFTWARE, YOU AGREE TO ABIDE BY THE FOLLOWING TERMS AND CONDITIONS. 1. Affiliate Program The Discountdressup.com Affiliate Program appoints persons as authorized affiliates ("Affiliates") to promote Discountdressup.com.<br /><br />Your appointment as an Affiliate is not automatic and must be approved by Discountdressup.com. Discountdressup.com may either approve or reject your application to be an Affiliate in its sole discretion.<br /><br />As an Affiliate, you will direct internet users from your website(s) to the Discountdressup.com website (www.discountdressup.com), or via email or other agreed marketing communications to the Discountdressup.com website, with a view to promoting Discountdressup.com and its products. Discountdressup.com will pay you a commission for each sale of their product sold on its website as a result of such direct referrals. The level of commission shall be determined by Discountdressup.com in its sole discretion and, unless otherwise agreed, will be set for the term of your appointment.<br /><br />The manner through which you may promote or market their products (i.e., via website, newsletter or other means) must be approved by Discountdressup.com before you undertake the promotion or relevant marketing campaign.<br /><br />All commissions payable to you under the Affiliate Program will generally be paid on a monthly basis subject to paragraph 6 below.<br /><br />All commissions payable to you are inclusive of any and all taxes which may be levied on the commissions by you (including goods and services tax or value added taxes), but are exclusive of any and all taxes and charges (such as withholding taxes) which Discountdressup.com and/or its billing provider is required to withhold by law. No other monies will be payable to you by Discountdressup.com in addition to the commissions on any account whatsoever. 2. Term/Termination This agreement and your participation in the Affiliate Program will commence from your appointment as an Affiliate of Discountdressup.com, as advised to you by Discountdressup.com, and may be terminated by Discountdressup.com at any time with or without notice to you. Failure to abide with these terms and conditions may result in the immediate termination of you appointment as an Affiliate.<br /><br />Upon termination, you shall remove all trade marks, logos or artwork of Discountdressup.com from your website, and any reference or link from your website to Discountdressup.com, their products or other products owned or marketed by Discountdressup.com and/or the Discountdressup.com website. You must also cease any other marketing communications or programs which make reference to your affiliation with Discountdressup.com or which include any Discountdressup.com logos, artwork or trademarks.<br /><br />Your obligations under paragraphs 3, 4 and 5 below shall survive the termination of your appointment as an Affiliate. 3. Affiliate Obligations As an Affiliate, you shall: a. ensure that all materials presented on your website(s) or in any email or other marketing communications sent by you to promote Discountdressup.com or their products, represents Discountdressup.com and their products in a professional, accurate and positive manner; b. not use any unsolicited or spam email to promote Discountdressup.com and their products; c. provide your own original website copy, images and navigation to promote Discountdressup.com products on your website(s) or in any email or other marketing communications and not directly copy the Discountdressup.com website; d. subject to paragraph 4 below, not use ad words which include Discountdressup.com trademarked company name (Discountdressup.com), or other Discountdressup.com trade marks or copyrighted material in any search engine advertising or otherwise in the promotion of your website(s); e. as a sales agent of Discountdressup.com, follow all direction from Discountdressup.com as to the sales price and recommended retail price of the Software, as may be communicated from time to time; f. keep up-to-date all information on your website(s) and in all direct marketing communications pertaining to products of Discountdressup.com; g. ensure that your website(s) is regularly maintained with up to date and relevant information and that any direct marketing communications used to promote Discountdressup.com or its products contain up to date information; and h. not endorse Discountdressup.com or its products on any website or in any marketing materials or communications which: i. contain misleading or deceptive marketing activities; ii. involve or promote violence; iii. discriminate against people based on race, sex, religion, nationality, disability, sexual orientation, or age; iv. are in any way involved in illegal activities; v. violate the intellectual property rights of Discountdressup.com or a third party; vi. do not have or do not link to a clearly stated online privacy policy; and/or vii. contain any offensive or inappropriate content or is otherwise involved in any matter considered to be offensive or inappropriate by Discountdressup.com. 4. Use of Discountdressup.com Intellectual Property Discountdressup.com hereby grants you a license to make use of the Discountdressup.com name and logo on your website(s) which relate to their products and in any marketing materials or communications for their products. The Discountdressup.com name and logo may only be used on your website and in such marketing materials in accordance with the instructions of Discountdressup.com as may be specified by Discountdressup.com from time to time. Such license will terminate upon the termination of your appointment as an Affiliate.<br /><br />You acknowledge and agree that your appointment as an Affiliate in no way grants you intellectual property rights or other rights in their products, other than the right to re-sell their products as granted by this Agreement. 5. Liability/Indemnity In the event any terms, conditions, representations or warranties are implied by statute, common law or equity ("Prescribed Terms") into these terms and conditions which cannot be lawfully excluded, such Prescribed Terms will apply, save that our liability for breach of any such Prescribed Terms will be limited, to the extent permitted by law, at our option, to any one or more of the following: a. in the case of goods: i. the replacement of the goods to which the breach relates or the supply of equivalent goods; ii. the repair of the goods (including repair via the release of an update); iii. the payment of the cost of replacing the goods or of acquiring equivalent goods; or iv. the payment of the cost of having the goods repaired; and b. in the case of services: i. the supplying of the services again; or ii. the payment of the cost of having the services supplied again. If our liability for breach of any Prescribed Terms are capable of exclusion, they are hereby excluded to the fullest extent permitted by law. Except as provided by the Prescribed Terms (if any), which are not capable of exclusion or limitation, or as expressly set out in these terms and conditions: a. we make no warranties in relation to the Affiliate Program, including warranties as to the performance or fitness for purpose of their products (other than we are entitled to grant to you the rights set out in these terms and conditions); and b. you will not under any circumstances have any cause of action against, or right to claim or recover from us for or in respect of any loss, damage or injury (including without limitation any loss of profit, indirect or consequential loss, damage or injury) arising from your membership of the Affiliate Program and the promotion of Discountdressup.com products or any breach of these terms and conditions. We will not be liable for any indirect or consequential damages (including loss of profits, loss of data or economic loss) arising out of a breach of these terms and conditions or arising from your member of the Affiliate Program or the promotion of Discountdressup.com products. You agree that the maximum liability that we may have to you for any and all breaches of these terms and conditions will be, for any one breach, the amount of the commission paid to you for the 3 month period occurring prior to the breach and, for all breaches, capped at the total amount of the commission paid to you under this Agreement. You acknowledge that you have exercised your independent judgment in entering into the Affiliate Program and have not relied upon any representations made by us which have not been stated expressly in these terms and conditions or upon any descriptions or illustrations or specifications contained in any document including catalogues or publicity material produced by us. 6. Payment for the Affiliate Discountdressup.com payout for an affiliate occurs every month. In order to receive your commission for the month, the affiliate must have accumulated $100.00 USD for the month. In the event that the affiliate did not achieve $100.00 USD for the month, their total will be carried over to the next month. Payment will be made once the affiliate has reached the $100.00 USD goal. 7. Governing Law These terms and conditions shall be governed by and construed according to the laws in force in the United States of America. The parties hereby irrevocably submit to and accept the exclusive jurisdiction of the Courts of the United States of America.<br /><br />

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