|
THIS IS A LEGAL AGREEMENT
BETWEEN YOU AND JJK Industries, LP. BY CLICKING ON THE I ACCEPT
BUTTON AT THE END OF THIS AGREEMENT YOU ARE AGREEING THAT
YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS OF THIS
AGREEMENT AND THAT YOU AGREE TO BE LEGALLY RESPONSIBLE FOR
EACH AND EVERY TERM AND CONDITION.
Overview
This agreement contains the complete terms and conditions
that apply to you becoming an affiliate in TongueJoy Affiliate
Program. The purpose of this Agreement is to allow HTML linking
between your web site and TongueJoy's web site. Please note
that throughout this Agreement, we, us, and our will mean
JJK Industries, LP and you, your, and yours will mean the
affiliate.
The Things You Have To Do
Link to Our Site
As a member of TongueJoy's Program, you will have access to
the TongueJoy Affiliate Center located at (http://www.tonguejoy.com/affiliate).
At this site you will be able to download HTML code (that
provides for links to web pages within the TongueJoy web site)
and graphics that we have made available for use in your web
site. You are only allowed to link to those specific web pages
that we designate in the HTML code. Plus, in order for us
to accurately keep track of guest visits from your site to
ours, you must use the HTML code that we provide.
We have the right to monitor your site,
as we feel necessary to make sure that your links to our web
site are appropriate and to notify you of any changes that
we feel should be made.
Give Us Your Full Cooperation
You agree to fully cooperate with us to establish and maintain
any links between the TongueJoy site and your site. You also
agree that those graphic images that you display pertaining
to TongueJoy, for use as a link or otherwise, will only be
graphic images that we provide to you from the TongueJoy Affiliate
Center. If we update those graphics, you will need to replace
our old graphics with the new ones.
Maintain Your Site
The maintenance and the updating of your site will be your
responsibility. Because you are a member of TongueJoy Affiliate
Program and the information within TongueJoy is updated often,
it will be necessary for you to update the content of your
site on a regular basis to maintain consistency and accuracy
between the TongueJoy site and your site. We may monitor your
site, as we feel necessary to make sure that your site is
up-to-date and to notify you of any changes to your site that
we feel should be made.
Follow All Copyright Laws
It is entirely your responsibility to follow all applicable
copyright and other laws that pertain to your site. You must
have express permission to use any personas copyrighted material,
whether it be a writing, an image, or any other copyrightable
work. We will not be responsible if you use another person's
copyrighted material in violation of the law.
The Things You Need To Know and Understand
We Can Monitor Your Site
We have the right to monitor your site at any time to determine
if you are following the terms and conditions of this Agreement
and to notify you of any changes to your site that we feel
should be made.
You Cannot Send Out Publicity Without
Our Consent
You may not create, publish, distribute, or permit any written
or electronically transmitted publicity material that makes
reference to us without first submitting the material to us
and receiving our consent. We agree that the consent will
not be withheld unreasonably.
The Starting Date of this Agreement
This Agreement will begin upon your receipt of your user ID#.
How this Agreement can be Ended
Either you or we may end this Agreement AT ANY TIME, with
or without cause, by giving the other party written notice.
Written notice can be in the form of mail, email or fax.
We Can Modify this Agreement
We may modify any of the terms and conditions in this Agreement,
at any time in our sole discretion. You will be notified by
email and a change notice will be posted on (http://www.tonguejoy.com/affiliates).
Modifications may include, but are not limited to, changes
in the scope of commission fees, payment procedures, and TongueJoy
Affiliate Program rules. If any modification is unacceptable
to you, your only option is to end this Agreement. Your continued
participation in TongueJoy Affiliate Program following the
posting of the change notice or new agreement on our site
will indicate your agreement to the changes.
The Things You Receive
You Earn Commissions
You are eligible to earn commission fees on sales of TongueJoy
products occurring during the term of this Agreement. We may
withhold your final payment for a reasonable time to ensure
that the correct amount is paid.
For each instance that all of the following
occurs, you are entitled to earn a commission:
- A customer arrives at TongueJoy through
a link (as specified in this agreement) on your site.
- The Customer purchases a TongueJoy
Oral Vibrator.
When the above happens, you are then entitled
to a five-dollar ($5.00) commission on each purchase. Payment
of your commission will be made on a calendar monthly basis.
If this Agreement terminates, any commissions due at the time
of termination will be paid at the end of the month following
termination.
You Will Be Given a User ID# to access
specific Affiliate information. You will be given an ID# so
that you may enter our secure site, (Affiliate Command Center)
located at (http://www.tonguejoy.com/affiliates). From this
site you will be able to receive your sales statistics and
other information, as well as the graphics and HTML code that
enable you to create links from your web site to ours. The
sales statistics will be updated on a weekly basis.
Grant of Licenses
We grant 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 for such purpose.
You may not alter, modify or change the Licensed Materials
in any way. You are only entitled to use the Licensed Materials
to the extent that you are a member in good standing of TongueJoy
Affiliate Program.
You grant us a non-exclusive, non-transferable,
revocable right to utilize your names, titles, and logos in
the advertising, marketing, promoting, and publicizing in
any manner of our rights under this Agreement. However, Interest
Internet is under no obligation to so advertise, market, promote,
or publicize.
Each party agrees not to use the other
as proprietary materials in any manner that is disparaging
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. Either party may revoke
this license at any time by giving the other party written
notice. 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.
More Things You Need To Know and Understand
Disclaimer
WE MAKE NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES
REGARDING TONGUEJOY PRODUCTS. ANY IMPLIED WARRANTIES OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE
EXPRESSLY DISCLAIMED AND EXCLUDED. IN ADDITION, WE MAKE NO
REPRESENTATION THAT THE OPERATION OF OUR SITE WILL BE UNINTERRUPTED
OR ERROR FREE, AND WE WILL NOT BE LIABLE FOR THE CONSEQUENCES
OF ANY INTERRUPTIONS OR ERRORS.
Representations and Warranties
You represent and warrant that:
this Agreement has been duly and validly
executed and delivered by you and constitutes your legal,
valid, and binding obligation, enforceable against you in
accordance with its terms; you have
the full right, power, and authority to enter into and be
bound by the terms and conditions of this Agreement and to
perform your obligations under this Agreement, without the
approval or consent of any other party; and you have sufficient
right, title, and interest in and to the rights granted to
us in this Agreement.
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 YOU HAVE BEEN ADVISED OF
THE POSSIBILITY OF SUCH DAMAGES.
FURTHER, NOTWITHSTANDING ANYTHING TO
THE CONTRARY CONTAINED IN THIS AGREEMENT, IN NO EVENT SHALL
JJK INDUSTRIES, LP'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.
Indemnification
You agree to indemnify and hold harmless JJK Industries, LP
and its employees, representatives, agents and affiliates,
against any and all claims, suits, actions, or other proceedings
brought against JJK Industries, LP based on or arising from
any claim (i) that our use of any material provided by you
infringes on any copyright, patent, trademark, trade secret
or any other intellectual property right of any third party,
or (ii) resulting from your breach of this Agreement. You
will pay, any and all costs, damages, and expenses, including
but not limited to, reasonable attorneys fees and costs awarded
against or otherwise incurred by Interest Internet in connection
with or arising from any such claim, suit, action, or proceeding.
Miscellaneous
Each party shall be deemed to be independent
contractors with respect to the subject matter of this Agreement,
and nothing contained in this Agreement shall be deemed or
constructed in any manner as creating any partnership, joint
venture, employment, agency, fiduciary or other similar relationship.
You may not assign your rights or obligations under this Agreement
to any party. This Agreement shall be governed by and interpreted
in accordance with the laws of the State of Texas without
regard to the conflicts of laws and principles thereof. You
consent to the exclusive jurisdiction in the state and/or
federal courts located in Travis County, Texas, in any dispute
involving this Agreement. You may not amend or waive any provision
of this Agreement unless in writing and signed by both parties.
This Agreement represents the entire agreement between us
and you and shall supercede all prior agreements and communications
of the parties, oral or written. 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.
TongueJoy and JJK Industries reserves the right
to with hold or cancel this affiliate relationship if JJK
determines at its sole descretion that the affiliated website
content does not meet our standards. For example, JJK will
not affiliate with websites which promote hate, sex with children,
rape, incest, or other content which JJK deems inappropriate.
Furthermore, JJK will not allow the use of "spamming" in regards
to the promotion of the TongueJoy website or TongueJoy products.
|