PLEASE READ THE ENTIRE AGREEMENT. IT IS ADVISED THAT YOU PRINT THESE PAGES FOR YOUR RECORDS. THIS IS A LEGAL AGREEMENT BETWEEN YOU AND SUCCESSNUTRIENTS.COM
BY REGISTERING FOR THE AFFILIATE PROGRAM, YOU ARE AGREEING THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS OF THIS CONTRACT, AND THAT YOU AGREE TO BE LEGALLY RESPONSIBLE FOR EACH AND EVERY TERM AND CONDITION.
1. Affiliate Agreement
This Agreement describes the terms and conditions for participation in the SUCCESSNUTRIENTS.COM Affiliate Program. The purpose of this Agreement is to allow HTML linking between your web site and the SUCCESSNUTRIENTS.COM web site. Please note that in this Agreement the terms: "we," "us," and "our" shall refer to SUCCESSNUTRIENTS.COM, and the terms: “Affiliate,” "you," "your," and "yours" refer to the applicant. SUCCESSNUTRIENTS.COM affiliate program is our own internal affiliate system.
2. Affiliate URL
2.1. Affiliates will be issued with a special and unique URL for access to the SUCCESSNUTRIENTS.COM website once they become a member of our affiliate Program. This will allow all affiliates to be paid for referrals in an accurate and justifiable way. There are no limitations of how the unique website link should be distributed and shared with third parties. The clients must use/click on the affiliate's link in order for the affiliate to get commission.2.2. You may not create or design your website or any other website that you operate, explicitly or implied, in a manner which resembles the SUCCESSNUTRIENTS.COM website nor design your website in a manner which leads customers to believe you are SUCCESSNUTRIENTS.COM or any other affiliated business.2.3. As a member of SUCCESSNUTRIENTS.COM Affiliate Program, you will have access to Affiliate Account Manager. There you will be able to review our Program’s details and previously published affiliate newsletters, download HTML code (that provides for links to web pages within the SUCCESSNUTRIENTS.COM web site) and banner creatives, browse and get tracking codes for our coupons and deals.2.3.1. To accurately track all guest visits from your site to ours, you must use the HTML code that we provide for each banner, text link, or other affiliate link we provide you with.2.4. SUCCESSNUTRIENTS.COM reserves the right, at any time, to review your placement and approve the use of Your Links and require that you change the placement or use to comply with the guidelines provided to you.2.5. The maintenance and the updating of your site will be your responsibility. We may monitor your site as we feel necessary to make sure that it is up-to-date and to notify you of any changes that we feel should enhance your performance.2.6. It is entirely your responsibility to follow all applicable intellectual property laws and other laws that pertain to your site. SUCCESSNUTRIENTS.COM shall not be held responsible in the event you use another person's copyrighted material or other intellectual property in violation of the law or any third-party rights.
You will receive 10% of the revenue per purchase/order placed on the website with the unique URL. Commissions may increase or decrease at the discretion of SUCCESSNUTRIENTS.COM, however, both parties will be notified and will come to an agreement before any changes are made. Full payment from the customer using the unique URL is the only way the commission can be obtained and recorded. Accurately spelled URL for customers to be made aware of, are the sole responsibility of the affiliate. If a customer has returned an item, the commission for that particular transaction will nullified and evidence of the customer’s refund will also be sent to the affiliate. Earnings and payments history are not allowed to be discussed and disclosed with anyone other than the appointed members at SUCCESSNUTRIENTS.COM, and the approved affiliate member (you).
4. Tracking Commissions
All affiliates will be able to track their commissions on the website of Affiliatly (www.affiliatly.com). This is an external company which allows both SUCCESSNUTRIENTS.COM and the affiliates to track the performance of the affiliate program - their stats, earnings and payments history - in an accurate and justifiable way. Affiliates will be supplied with their unique login code and ID so that they can track their individual stats, earnings and payments history. Each individual’s statistics, earnings and payments history will not be shared with other affiliates. Only Affiliatly, SUCCESSNUTRIENTS.COM and the individual affiliate will be able to see their information.[ZJW1]
SUCCESSNUTRIENTS.COM will make payments 30 days after a sale is complete. You must also reach a minimum of $100 prior to pay out.
6. Order Fulfilment
SUCCESSNUTRIENTS.COM will be responsible for processing every order placed by a customer with the use of the affiliate’s URL. Affiliates are not authorized to collect payments or sell any SUCCESSNUTRIENTS.COM products from other websites as a ‘distributor’. Affiliates may only be granted permission to resale products which were gifted to them, or purchased by themselves, for personal use only, not commercial use.
7. Promotion Restrictions
You are free to promote your own websites and business ventures, however, we reserve the right in our discretion to cancel your application if we, determine or discover, that your site is unsuitable for our Program, including if it:a) Promotes sexually explicit materialsb) Promotes violence;c) Promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age;d) Promotes illegal activities;e) Incorporates any materials which infringe or assist others to infringe on any copyright, trademark or other intellectual property rights or to violate the law;.f) Includes "Merchant" or variations or misspellings thereof in its domain name;g) Is otherwise in any way unlawful, harmful, threatening, defamatory, obscene, harassing, or racially, ethnically or otherwise objectionable to us in our sole discretion;h) Contains software downloads that potentially enable diversions of commission from other affiliates in our program; or
8. Grant of Licenses
8.1. SUCCESSNUTRIENTS.COM grants to you a non-exclusive, non-transferable, revocable right to (i) access our site through HTML links solely in accordance with the terms of this Agreement and (ii) solely in connection with such links, to use our logos, trade names, trademarks, and similar identifying material (collectively, the "Licensed Materials") that we provide to you or authorize for such purpose.8.2. You are only entitled to use the Licensed Materials to the extent that you are a member in good standing of SUCCESSNUTRIENTS.COM’s Affiliate Program. You agree that all uses of the Licensed Materials will be on behalf of SUCCESSNUTRIENTS.COM and the good will associated therewith will inure to the sole benefit of SUCCESSNUTRIENTS.COM.8.3. Each party agrees not to use the other's proprietary materials in any manner that is disparaging, misleading, obscene or that otherwise portrays the party in a negative light. Each party reserves all of its respective rights in the proprietary materials covered by this license. Other than the license granted in this Agreement, each party retains all right, title, and interest to its respective rights and no right, title, or interest is transferred to the other.
9. Relationship of Parties
10. Limitations of Liability
WE WILL NOT BE LIABLE TO YOU WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE OR GOODWILL OR ANTICIPATED PROFITS OR LOST BUSINESS), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, IN NO EVENT SHALL SUCCESSNUTRIENTS.COM'S CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL COMMISSION FEES PAID TO YOU UNDER THIS AGREEMENT.
11. IndemnificationYou hereby agree to indemnify and hold harmless SUCCESSNUTRIENTS.COM, and its subsidiaries and affiliates, and their directors, officers, employees, agents, shareholders, partners, members, and other owners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys' fees) (any or all of the foregoing hereinafter referred to as "Losses") insofar as such Losses (or actions in respect thereof) arise out of or are based on (i) any claim that our use of the affiliate trademarks infringes on any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of any third party, (ii) any misrepresentation of a representation or warranty or breach of a covenant and agreement made by you herein, or (iii) any claim related to your site, including, without limitation, content therein not attributable to us.
12. Terms and Termination
12.1. The terms of this Agreement will begin when you accept and will end when terminated by either party. Either SUCCESSNUTRIENTS.COM, or the affiliate may terminate this Agreement at any time, with or without cause. Upon the termination of this Agreement for any reason, all licenses granted hereunder shall immediately terminate and you will immediately cease use of, and be removed from Affiliatly (https://www.affiliatly.com). Your unique URL will also be discontinued, and we will no longer be liable to pay you commission.12.2. We reserve the right to monitor your site at any time to determine if you are following the terms and conditions of this Agreement. We may notify you of any changes to your site that we feel should be made, or to make sure that your links to our web site are appropriate and to notify further you of any changes that we feel should be made. If you do not make the changes to your site that we feel are necessary, we reserve the right to terminate your participation in the SUCCESSNUTRIENTS.COM Affiliate Program.12.3. SUCCESSNUTRIENTS.COM reserves the right to terminate this agreement and your participation in the SUCCESSNUTRIENTS.COM Affiliate Program immediately and without notice to you should you commit fraud in your use of the SUCCESSNUTRIENTS.COM Affiliate Program or should you abuse this program in any way. If such fraud or abuse is detected, SUCCESSNUTRIENTS.COM shall not be liable to you for any commissions for such fraudulent sales.
13.1. You agree that you are an independent contractor, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and successnutrients.com. 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 any other of Your Site or otherwise, that reasonably would contradict anything in this Section.13.2. Neither party may assign its rights or obligations under this Agreement to any party, except to a party who obtains all or substantially all of the business or assets of a third party.13.3. This Agreement shall be governed by and interpreted in accordance with the laws of the State of Colorado without regard to the conflicts of laws and principles thereof.13.4. You may not amend or waive any provision of this Agreement unless in writing and signed by both parties.13.5. This Agreement represents the entire agreement between us and you, and shall supersede all prior agreements and communications of the parties, oral or written.13.6. The headings and titles contained in this Agreement are included for convenience only, and shall not limit or otherwise affect the terms of this Agreement.13.7. If any provision of this Agreement is held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of the parties is effectuated, and the remainder of this agreement shall have full force and effect.13.8. By signing up with the SUCCESSNUTRIENTS.COM Affiliate Program, you acknowledge that you have read this Agreement and agree to all its terms and conditions. You have independently evaluated this program and are not relying on any representation, guarantee or statement other than as set forth in this Agreement.