In order to be compensated as an AFFILIATE for referring customers to our products and services, you agree to the terms and conditions of this agreement. AVENUE 81, INC. and AFFILIATE are entering into a simple business agreement in the best interests of both parties. AFFILIATE and AVENUE 81, INC. are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship, or the relationship of principal and agent between the parties. All copyrighted material and trademarked names and logos used in accordance with this Agreement by either or both parties remain the exclusive intellectual property of the respective originating or issuing parties. No transference of intellectual property ownership or conveyance of rights is intended or conferred in this Agreement. Sales and interests in this Agreement may not be transferred or sold to any other entity and all business between the parties is subject to the terms of this Agreement. Both parties will be held to confidence in any matters of business with regard to this Agreement.
AFFILIATE shall indemnify and hold AVENUE 81, INC. harmless from any and all legal actions, damages or liabilities incurred from the day-to-day operations of AFFILIATE. Under no circumstances will AVENUE 81, INC. be liable whether in tort, contract or otherwise for indirect, incidental, consequential, special or exemplary damages (including but not limited to damages for any loss of revenue, profits, business interruption, loss of business information or data, loss of goodwill, work stoppage, hardware or software failure, or other pecuniary loss) arising from or relating to any provision of this Agreement or the program. Without limiting the foregoing, AVENUE 81, INC. aggregate liability arising with respect to this Agreement will not exceed the total fees paid or payable to AFFILIATE under this agreement. AVENUE 81, INC. will own all right, title and interest in and to all information that is created or collected in the operation of the AVENUE 81, INC. site and reserves the right to amend or terminate this Agreement at any time, with or without notice to AFFILIATE at its sole discretion and/or without any reasons.
It is the full responsibility of AFFILIATE to market the Products and services in a legal, ethical and honest fashion and AFFILIATE agrees that AVENUE 81, INC. will be held harmless from any and all actions of AFFILIATE and AFFILIATE marketing and promotional programs. Affiliate shall at all times comply with all local and Federal spam, fax broadcast and telemarketing laws. Any affiliate advertisement that does not comply with applicable local, state or federal laws is strictly forbidden and shall be expressly defined as unauthorized use of AVENUE 81, INC. trademarks, marks and names. Should action be brought against AVENUE 81, INC. for such activity by Affiliate, Affiliate agrees to bear all costs and penalties associated with such activity including, but not limited to AVENUE 81, INC. legal costs for any alleged infraction of these laws. AVENUE 81, INC. reserves the right to amend all pricing plans, commissions or conditions relative to this agreement AVENUE 81, INC. reserves the right to terminate any affiliate with or without cause at the sole discretion of AVENUE 81, INC. with or without notice. By joining the AVENUE 81, INC. affiliate program, affiliate is tendering his/her personal guarantee of these terms and conditions. Affiliate further agrees and warrants that it will comply with all local, state and federal laws (including, but not limited to, the "CAN-SPAM" Act, effective January 1, 2004) regarding the sending of e-mails.
Affiliate shall not issue nor cause to be issued any news/media/press release that uses the AVENUE 81, INC. trademarks(s) without prior written consent from AVENUE 81, INC.
The laws of the State of Minneapolis shall govern this Agreement. Should there be any legal dispute between the parties, then both parties agree to take the matter before arbitration/mediation in Hennepin County should AVENUE 81, INC. request arbitration/mediation in lieu of formal legal process. Both parties mutually agree that the sole legal venue for all disputes shall be in the Hennepin County General District Court, MN.
© 2011 The Interactive Offer and Avenue 81, Inc.