Feng-GUI Affiliate Agreement
Last modified: September 1, 2016
Welcome to the Feng-GUI Affiliate Agreement (Agreement). This Agreement sets forth the terms and conditions under which we make the Feng-GUI Affiliate Program (Affiliate Program) available to you. By becoming a Feng-GUI Affiliate and using the Affiliate Program you expressly agree to be bound by and follow all terms and conditions set forth in this Agreement. If you do not agree to be bound by this Agreement, your sole recourse is not to participate in the Affiliate Program.
1. Becoming a Feng-GUI Affiliate
1.1 Eligibility. Feng-GUI will only knowingly provide the Affiliate Program to parties that can lawfully enter into and form contracts under applicable law. The affiliate program is opened to people aged 18 and above.
1.2 Contact Information. You must provide Feng-GUI with accurate and complete contact and payment information when you open an Account. You must immediately notify us if any of your contact or payment information changes. If you do not provide us with complete, accurate, and updated contact information, you may not be eligible to receive commissions based on your participation in the Affiliate Program.
1.3 By becoming a Feng-GUI affiliate you agree to receive emails from Feng-GUI. You are aware and agree that news, messages and updates about the Affiliate Program and other Feng-GUI Services, may be sent to you by Feng-GUI.
2. Your Obligations
2.2 Special Links. As a member of the Affiliate Program, Feng-GUI will provide you with special tagged link formats (Special Link(s)) to be used in linking to Feng-GUI Web Site. The Special Links will include, without limitation, one or more of the following types of links to Feng-GUI Web Site: banners, texts, blog texts and so on. You must use the Special Links in accordance with the terms and conditions in this Agreement.
2.3 Promotion Codes. As a member of the Affiliate Program, Feng-GUI will provide you with a Promotion Code. The customers enter your Promotion Code during purchase of our software.
The Special Links and the Promotion Codes will permit tracking, reporting, and commission calculations. You must ensure that each of these links properly utilize the Special Link formats. You will only earn commissions on activities occurring on Feng-GUI Web Site if such activity was originated from properly formatted Special Links. You will only earn commissions when customers enter your Promotion Code during purchase of our software.
We will not be liable for any failure to use Special Links, including to the extent that such failure may result in any reduction of amounts, which may otherwise be paid to you pursuant to this Agreement.
3 Customers Purchasing Via the Affiliate Program.
3.1 Order Processing and Reporting. We will track sales made to Customers who purchase Feng-GUI Services using Promotion Codes or Special Links from your web site to Feng-GUI Web Site and will make available to you reports summarizing sales activity. Feng-GUI will use reasonable efforts to present accurate information in the reports, but cannot guarantee the accuracy of such reports.
3.2 Customers. Customers who buy Feng-GUI Services through the Affiliate Program will be deemed to be customers of Feng-GUI. Accordingly, all of Feng-GUI rules, policies, and operating procedures concerning customer orders, customer service sales will apply to those Customers. Feng-GUI may change its policies and operating procedures at any time. Service prices and availability may vary from time to time, and such price changes may affect Services that you already have listed on your web site. Feng-GUI will use reasonable efforts to present accurate information, but cannot guarantee it.
4 Affiliate Commissions and Reporting.
4.1 Affiliate Commissions. Feng-GUI will pay you commissions in accordance with this Agreement and the Affiliate Commission Structure (Commissions). Feng-GUI Affiliates can earn Commissions on the following types of transactions:
(a) Feng-GUI will pay you a commission on qualifying sales originating from Special Links or Promotion Codes in accordance with the then current Affiliate Commission Structure ; and
(b) Feng-GUI will also pay you a commission on sales made by new users you recruit to become Feng-GUI 2nd Tier Affiliates in accordance with the then current Affiliate Commission Schedule. You are solely responsible for ensuring that your Special Link is set up properly to qualify for commissions.
4.2 Payment of Commissions.
(a) Payment Terms. Although the Affiliate Program is not limited to the United States of America, all payments will be made in U.S Dollars. Feng-GUI will pay you Commissions on a monthly basis. Within 30 days following the end of each calendar month, Feng-GUI will pay you by PayPal for the Commissions you have earned for the relevant month. However, if the Commissions payable to you for any month are less than the minimum required (see Commission Schedule), Feng-GUI will hold your Commissions until the sooner of: (1) the total amount due is at least the minimum required; or (2) until this Agreement is terminated. If a sale is cancelled or refunded, the related commission will be deducted from a subsequent payment.
(b) Processing Fees. If Feng-GUI owes you accrued Commissions that are less than the minimum required for at least 365 days, then it may send you payment of such accrued Commissions minus a $5 processing fee. If the amount of accrued Commissions is under $5 for at least 365 days, such amount will be used to cover Feng-GUIs administrative costs and no payment will be made to you.
(c) Termination Fees. If you or Feng-GUI terminate your Account, and you have less than the minimum required in accrued but unpaid Commissions then outstanding, Feng-GUI may charge you a $5 processing fee when sending you your final payment, to cover its administrative costs.
4.3 Feng-GUI will make reasonable efforts to track and pay Commissions for all sales that apply to Affiliate. However, Feng-GUI is not responsible for technical problems, acts by third parties, or other events outside our reasonable control which may temporarily disrupt or diminish this service. Affiliate understands that tracking can never be 100% accurate and Feng-GUI is not responsible for inaccuracies that might occur beyond its control.
5 Abuses, Spam, Frauds
o Adult, Hate, or other related sites are not allowed
o Spyware, Adware and such is completely forbidden.
o You cannot SPAM. We will terminate your account on the first offense of SPAMMING. Do not send email to lists or groups that you do not have permission to send to. We cannot stress this enough, we WILL terminate your Account on the first offense and void your commissions.
o Fraud is a serious offense, and will be treated as such. Fraud is defined as any action that intentionally attempts to create sales, leads, or click-through using robots, frames, iframes, scripts, or manually refreshing of pages, for the sole purpose of creating commissions. ANY ATTEMPTED FRAUD OR FRAUD WILL RESULT IN MEMBERSHIP TERMINATION AND VOIDED COMMISSIONS
6 Limited Licenses.
6.1 License of Logo and Links. Feng-GUI grants you a limited, non-exclusive, non-transferable, revocable right to use the graphic images and text provided to you for use on your web site or web space, solely for the purpose of identifying your web site or web space as an Affiliate Program participant and to assist in generating Commissions. In addition, Feng-GUI grants you a limited, non-transferable, non-exclusive, worldwide right to reproduce and use all graphic images and other materials provided to you, solely for the purpose of creating Special Links connecting your web site or web space to Feng-GUI Web Site and promoting the sale of Services on Feng-GUI Web Site. You may not modify the graphic images or text, or any other of Feng-GUI images, in any way. Feng-GUI may revoke your license at any time by giving you written notice. Feng-GUI reserves all of its rights in the graphic images, text, any other images, Feng-GUIs trade names and trademarks, and all other intellectual property rights. Any and all rights in and to Feng-GUIs intellectual property shall inure to the benefit of Feng-GUI.
6.2 Your own text and images are allowed with common sense.
6.3 Trademarks & Trademarks as keywords
o Keywords - The use of Feng-GUI trademarks is completely forbidden as keywords. It is not allowed to bid on Feng-GUI trademarks and misspelling of these.
o PPC Campaign - The use of Feng-GUI trademarks in AdCopy is allowed.
o Advertisements - It is allowed to use Feng-GUI trademarks on websites, articles, forum and so on.
7.2 You also agree to indemnify, defend, and hold Feng-GUI harmless based on any claim alleging facts that, if true, would constitute a breach of this Agreement.
7.3 We may withhold any Commissions that we owe you if you have to indemnify us.
8 General provisions
8.1 Feng-GUI is not responsible for technical problems, acts by third parties, or other events outside our reasonable control which may temporarily disrupt or diminish service.
Feng-GUI makes no warranties expressed or implied with regard to Affiliate Program except as outlined in this Agreement.
8.2 Limitation of Damages. Feng-GUI shall have no liability for any indirect, incidental, special or consequential damages or any loss of revenue or profits arising under or with respect of this Agreement, even if Feng-GUI was advised of the possibility of such damages. Feng-GUIs aggregate liability arising under or with respect to this Agreement shall in no event exceed the total commission paid or payable by us to Affiliate under this Agreement.
We reserve the right to add, delete and/or modify any of the terms and conditions contained in this Agreement, including commission amounts as set forth in Commission Schedule, at any time and in our sole discretion, by posting a change notice or a new agreement on our Web Site. In the event of substantive changes to the terms of this Agreement, you may be notified by email. If any modification is unacceptable to you, your only recourse is to terminate this Agreement and your participation in the Affiliate Program. Your continued participation in the Affiliate Program following posting of a change notice or new agreement on Feng-GUI Web Site will constitute a binding acceptance on your part of the changes.
10 Term and Termination.
10.1 Term. The term of this Agreement will begin upon Feng-GUIs acceptance of your Affiliate Program application and will end when terminated by either party.
10.2 Termination by Feng-GUI. In its sole discretion, with or without notice to you, Feng-GUI may terminate your participation in the Affiliate Program and terminate your Account. If Feng-GUI determines, in its sole discretion, that you are abusing the system, Feng-GUI Service and/or Affiliate Program, Feng-GUI may (without limiting any other rights or remedies available to it) withdraw your participation and withhold any Commissions payable to you.
10.3 Your Termination. You may terminate your Account for any reason at any time.
10.4 Effect of Termination. You can only earn Commissions during the term of the Agreement, and Commissions earned until the date of termination will remain payable only if the related orders are not canceled or returned. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid. Upon the termination of this Agreement for any reason, you will immediately cease use of, and remove from your web site, all links to Feng-GUI Web Site, product images from Feng-GUI database, all Feng-GUI trademarks and logos, all Special Links, and all other materials provided by or on behalf of Feng-GUI to you pursuant hereto or in connection with the Affiliate Program.
11 Governing law
This Agreement will be governed by and construed in accordance with the laws of Israel, without regards to conflict of law. The Parties agree to submit to the jurisdiction of the courts located in Tel Aviv, Israel.
12 Commission Structure
Commission structure will be written and updated in the affiliate page on the Feng-GUI web site here: http://Feng-GUI.com/affiliates.htm
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