This Agreement contains all the terms and conditions that apply to an individual or entity participating in the Music44 Affiliate Program (the "Program").
As used in this Agreement, "we" or "us" means Music44 LLC, "you" means the applicant to the Program.
"Your" means something that belongs to you.
"Our" means something that belongs to us.
"Site" or "Website" means a World Wide Web site and, depending on the context, refers either to the Music44 website or to your website.
Application and acceptance to the Program shall be initiated when you complete and submit an
Affiliate Sign-Up Form
at our website.
In good faith, we shall evaluate and accept or reject your application.
We can reject your application, at our sole discretion, if we determine that your website is incompatible with the Program.
Incompatible websites include but are not limited to those that:
violate intellectual property rights;
promote sexually explicit materials;
promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
promote violence; or
promote illegal activities.
We shall fulfill orders placed by customers who follow affiliate links from your website to our website.
We will create reports for you of sales activity.
The form, content, and frequency of the reports shall vary at our discretion.
To permit accurate tracking, reporting, and commission accrual, you must ensure that the affiliate links are properly formatted.
The affiliate links shall be constructed to define a variable, "AffID" and assign to it an integer greater than zero.
Said integer shall be your "Affiliate ID Number" that is automatically assigned to you by our website.
For example, a URL of said link shall contain the following string &AffID=Enter Your Affiliate ID Number, where Enter Your Affiliate ID Number is your Affiliate ID Number.
When a customer comes to our site from your links, our web server sends a client-side text string (cookie) containing a unique basket code.
Our server uses the cookie to identify the customer's shopping basket in which it saves your Affiliate ID Number.
For customers whose web browsers have been set to reject cookies, our server will track the customer's basket by adding the unique basket code to every link that the customer clicks while visiting our website.
It will also track the primary URL address the customer came from, and where possible match that address to your website for credit.
We shall pay Standard Commission to you only for the sale of Qualified Items.
For and item to qualify for a Standard Commission, the customer must follow a link in the format specified by us from your site to ours;
purchase the product using our online ordering system;
accept delivery of the product at the shipping destination;
and remit full payment to us.
We shall reject orders that do not comply with requirements that we periodically establish.
You will receive credit for every qualified item a customer buys, including repeat purchases, if your website was the last one to have made the referral and if the customer's purchases are completed within 30 days of having been referred.
We shall pay Residual Commission
to you only for the sale of Qualified Packages.
For a package to qualify for a Residual Commission, the customer must follow a link from no affiliate website to ours;
purchase the package, which you created, using our online ordering system;
accept delivery of the package at the shipping destination;
and remit full payment to us.
We shall reject package orders that do not comply with requirements that we periodically establish.
We reserve the right to delete any Music ValuePack that we deem to be unsuitable for our website or affiliates.
You will earn commissions based the Commissions Table.
We will pay commissions monthly approximately 30 days following the end of the calendar month in which they are earned.
We will send you a check for the commissions earned on products that were shipped during that month, less any taxes that we are required by law to withhold.
However, if the commissions payable to you are less than $50.00 US, we will hold the commissions until the total amount due is at least $50.00 US.
If a product or package that generated a commission is returned by a customer, we will deduct the corresponding commission from your next payment.
If thereafter your site accrues no commissions during the following month, we will send you a bill for the overpayment.
Customers who buy products through this Program will be deemed to be customers of Music44.
Accordingly, all Music44 rules, policies, and operating procedures concerning customer orders, customer service, and product sales will apply to those customers.
We can change our policies and operating procedures at any time.
For example, we will determine the prices to be charged for products sold under this Program in accordance with our own pricing policies.
Product prices and availability can vary.
We cannot guarantee the availability or price of any particular product.
Customers linked to our website via Google's AdSense advertisements are ineligible for Standard Commission on orders placed but they are eligable for Residual Commission on package orders placed.
Commissions are paid on items purchased at our normal web pricing only.
Any purchases made at specially-negotiated discounts do NOT qualify for affiliate commissions.
We shall not be responsible for the development, operation, or maintenance of your website or for any information that appears on your site.
We shall not be responsible for ensuring that information posted on your site are legal and not in violate nor infringe upon the rights of any third party including, for example, copyrights, trademarks, privacy, or other personal or proprietary rights.
We disclaim all liability for these matters.
Further, you will indemnify and hold us harmless from all claims, damages, and expenses (including, without limitation, attorneys' fees) relating to the development, operation, maintenance, and contents of your site.
The terms of this Agreement shall begin upon our acceptance of your application and shall end when terminated by you or us.
Either you or we may terminate this Agreement at any time, with or without cause, by giving the other party written notice of termination.
You are only eligible to earn commissions on Qualified Items and Qualified Packages occurring during the term, and commissions earned through the date of termination will remain payable only if the related orders are not canceled or returned. We may withhold your final payment for 60 days to ensure that the correct amount is paid.
We may modify any of the terms and conditions contained in this Agreement, at any time and in our sole discretion, by posting a change notice or a new agreement on our website. Modifications may include, for example, changes in the scope of available commissions, commission table, payment procedures, and Program rules.
If any modification we make is not acceptable to you, your only recourse is to terminate this Agreement.
Your continued participation in the program after we post said modification to our website will constitute binding acceptance of said modification.
You and we are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. You shall have no authority to make or accept any offers or representations on our behalf. You shall not make any statement, whether on your site or otherwise, that reasonably would contradict anything in this Section.
We shall 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. Furthermore, our aggregate liability arising with respect to this and the Program will not exceed the total commissions paid or payable to you under this Agreement.
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, noninfringement, 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 will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors
You acknowledge that you have read and understood this Agreement and agree to all its terms and conditions.
You understand that we may at any time (directly or indirectly) solicit customer referrals on terms that may differ from those contained in this Agreement
or operate websites that are similar to or compete with your website.
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.
This Agreement will be governed by the laws of the United States and the state of Indiana, 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 Indianapolis, Indiana, 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 your strict 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.