Affiliate Agreement

Affiliate Agreement

This Agreement contains the complete terms and conditions that apply to Main Street ROI’s affiliate program. By signing up for our affiliate program, you agree to these terms and conditions.

1. How We Track Referrals

We will make available to you banner advertisements, text links and/or customized forms with which to link to our websites. These links will allow your visitors to enter our websites and enable us to keep track of the sales you may earn if they purchase products from us. To permit accurate tracking, and reporting, the links we provide you are in a special “tracking” link format. You are responsible for ensuring that each of the links between your site and our websites is a tracking link.

 

2. How We Process Customer Orders

We will process orders placed by customers who enter our websites via tracking 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 tracking links and you can access reports summarizing this sales activity inside your InfusionSoft affiliate dashboard.

 

3. How You Get Paid

We shall pay you Referral Fees (as defined below) on the 15th of each month for the previous month’s sales. We shall provide you with reasonable detail for the calculation of such Referral Fee with each such monthly payment. Payments are made when commission balances reach $100.00 USD. If an order for which a Referral Fee was previously paid to you is refunded by us to a customer who purchased our products and services using the tracking link, we will deduct the corresponding amount of such Referral Fee related to such refunded order (“Referral Fee Refund”) from your next monthly Referral Fee payment, and if no monthly Referral Fee payment is due to you, then you shall pay the Referral Fee Refund to us within thirty days after our written request (which request shall include the details of such refunded order and related amounts) for such Referral Fee Refund. Payment will be made via PayPal.

We will pay you when visitors from your site use the tracking link to purchase products from us. Referral Fees are calculated based on a percent of sales. The percent is specified in the Referral Fee Structure section below.

Purchases must be completed on our site. The purchase must be made via a valid credit or debit card. No phone orders.

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.”

 

4. Partnership Commission Structure:

Commissions range from 10-50% depending on the type of product or service and volume of sales referred.

 

5. Customer Pricing and Policies:

Customers who buy products through your tracking links 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 Main Street ROI will apply to those customers. Also, the terms, conditions and policies of our websites will apply to the visitors’ conduct and their rights and obligations while visiting our websites. We have the right to change our policies and operating procedures at any time. 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 our various websites.

 

6. 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. 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 tracking links only in order to link to our site and to promote your ability to do so pursuant to this Agreement.

 

7. 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, including 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.

 

8. Term of this Agreement

The term of this Agreement will begin upon our acceptance 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. Affiliate commissions are payable only if the related orders are not canceled or returned.

 

9. Modification of this Agreement

We may modify any of the terms and conditions contained in this Agreement, at any time and in our sole discretion. 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.

 

10. Legal Nature of Our Relationship

You and we are independent contractors, and nothing in this Agreement will create any 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.

 

11. 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 with respect to this Agreement and the Program will not exceed the total referral fees paid or payable to you under this Agreement.

 

12. 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 tracking 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 Main Street ROI., 116 West 23rd Street, Suite #500, New York, NY 10011, Attention Main Street ROI Affiliate Program; or by e-mail at nicole@mainstreetroi.com. This Agreement will be governed by the laws of the state of New York 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 New York, NY 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.