The following shall set forth the Terms and
Conditions (the "Agreement") of THE G3X AFFILIATE
PROGRAM (the "Program" or the "Affiliate Program"),
owned by Interactive Marketing, Ltd. and operated
by Integralnet Marketing, Inc. (hereinafter,
collectively, "Interactive Marketing" or "we"
or "us" or "our" ). As used in this Agreement,
"you" or "your" means the applicant/participating
affiliate.
Program Eligibility,
Application and Enrollment
You must be over the age of eighteen (18)
years in order to enroll and participate in
the Program, or over the age of majority if
you reside or conduct business in a jurisdiction
where the age of majority is greater than
eighteen (18) years.
Your site(s) may not incorporate images or
content that is unlawful, defamatory, obscene,
harassing or otherwise similarly objectionable.
Your site(s) may not, directly or indirectly,
facilitate illegal activity, promote violence
or engage in, or promote infringement of the
copyright or other intellectual property rights
of others.
Any affiliates that utilize, directly or indirectly,
CHILD PORNOGRAPHY or other unlawful images,
content or activities in connection, directly
or indirectly, with the promotion of any of
our site(s) will be terminated immediately
(without any compensation) and will be reported
to appropriate local, state and/or federal
authorities.
Ethical Practices
We pride ourselves in the manner in which
we conduct our business practices and we expect
no less from our affiliates! Although we are
under no obligation to do so, we may evaluate
your application or your method of operation,
before or after you are accepted into the
Program. We reserve the right to reject your
application or your continued participation
in the Program if we, in our sole discretion,
determine that your site(s) or your method
of promotion or participation in the Program
are not consistent with the intent of this
Agreement, whether or not such activity is
specifically prohibited by this Agreement.
Our determination to accept your application
or to permit your continued participation
in the Program shall not be construed by you
(or any third party) as a determination by
us that you have met our affiliate eligibility
requirements. Compliance with these requirements
is your responsibility!
The use of deceptive or illegal practice(s)
in promoting our site(s) is strictly prohibited.
You may not promote any of our pay site(s)
in a manner that is intended to generate payouts
to you without providing us with the commercial
benefits of your promotion. Because it is
not possible to specifically list every possible
method of engaging in deceptive, illegal or
commercially unethical conduct that are prohibited
by the Agreement, you acknowledge and agree
that we reserve the right, in our sole discretion,
to determine if your promotion of any of our
site(s) is inconsistent with the intent of
this Agreement. The following are only examples
of the type of promotional activities that
you may not engage in and which will result
in your immediate termination (without payment
of any amounts you may believe are due you):
1) you may not require a sign-up to any of
our pay sites as a condition of accessing
any site(s) or receiving any other consideration;
2) you may not engage in any promotion which
is intended to create a sign-up to any of
our site(s) which is not completely voluntary
and made with a good faith intention to become
a bona fide member to our site(s); by way
of example only, you may not promote our site
by stating or implying to the potential (solicited)
member that the member's credit card will
never be charged, that the member's credit
card will only be used for age verification;
3) you may not utilize personal ads (such
as the personals appearing on Yahoo! or AOL,
for example); 4) you may not use "warez" sites
to promote our site(s); 5) you may not promote
our site(s) via a non-adult free host (such
as Geocities or Angelfire, for example); 6)
you may not promote our site(s) with the explicit
or implicit message or suggestion that the
potential member or subscriber to any of our
site(s) take advantage of introductory rates
or offers without any realistic intention
of continuing as a paying member or that the
potential member or subscriber join our pay
sites without any realistic intention of continuing
as a member on an ongoing basis. For example,
you may not promote our site by encouraging
the member to sign up to the site for a limited
time and then cancel his/her membership.
Promotion Rules
You may use any legal and ethical method(s)
of promotion you choose (with the exception
of e-mail promotion), consistent with the
terms of this Agreement. You may not employ
deceptive language or misleading URL's in
our promotional links. You may use approved
banner advertisements, button links and/or
text links to our site(s).. Subject to the
terms and conditions hereof, you are granted
a limited, non-exclusive, non-transferable
license to access and download promotional
links and other designated promotional materials
from our "Webmaster Admin Area", which promotional
links may contain our trade names, service
marks, and/or logos for display on your affiliate
site(s) for the sole and exclusive purpose
of promoting websites owned, operated or controlled
by us. In utilizing such promotional links,
you agree that you will cooperate fully with
us in order to establish and maintain such
link(s). No promotional link may be modified
without our prior written consent.
AFFILIATE COMMISSIONS
AND BONUSES
FREE LIFETIME SIGN-UP COMMISSIONS
You will receive either:
A sign-up commission of $35.00 for every general
free lifetime credit card sign-up, or every
free lifetime sign-up to our "live" cam programs;
however, we will only pay one $35.00 commission
per member, even if the member signs up to
both free lifetime sign-up programs.
ACH sign ups will be paid $25.00 for every
general free lifetime sign up, or every free
lifetime sign-up to our "live" cam programs;
however, we will pay one $25.00 commission
per member, even if the member signs up to
both free lifetime sign-up programs.
Or
A sign-up commission of $30.00 for every general
free lifetime sign-up, or every free lifetime
sign-up to our "live" cam programs; however,
we will pay a maximum of one $30.00 commission
per member, even if the member signs up to
both free lifetime sign-up programs.
ACH sign ups will be paid $20.00 for every
general free lifetime sign up, or every free
lifetime sign-up to our "live" cam programs;
however, we will pay one $25.00 commission
per member, even if the member signs up to
both free lifetime sign-up programs.
Additionally under this payout structure you
will receive:
COMMISSIONS FOR
CONFIRMED E-MAIL
In addition to commissions paid for Free Lifetime
sign-ups under the $30.00 payout structure,
we will also pay you a commission of $.25
for every valid, as defined in this Agreement,
confirmed e-mail address that your surfer
submits to us and subsequently confirms his/her
agreement to receive emails from us. This
commission is paid whether or not your surfer
provides us with any credit card information.
DESIGNER COMMISSIONS
The “Designer Program” has been discontinued
effective 7/21/2005. Designers with active
tours will continue to be paid commissions
per the schedule below.
º Tours - Dynamic (i.e., webmaster selects
scenes or static) $3.00 per sign up;
º Full Page Ads - $2.00;
º Hosted Gallery Templates and Half Page Ads
- $1.50;
º Banners (any size) - $1.00.
Only tours, full page ads, hosted gallery
templates, half page and banners that have
been designated as public are eligible for
these commissions.
AFFILIATE REFERRAL
BONUSES
You will receive a bonus for traffic sent
to us by affiliates that you refer to us.
Our G3X referral progam will pay you a one
time fee of $100 upon a referred affiliate
reaching their first 5 free lifetime sign
ups. to either our free lifetime membership
or our free "live" cam program. Please ensure
that any affiliate you refer to us with the
linking codes we provide so that you get credit
for traffic sent to us by such affiliate.
E-Mail Sign-Up Requirements
A valid membership sign-up is a sign-up where
the following has been completed: 1)Your surfer;
2)The surfer must be an unaffiliated (not
related by friendship, family or business)
individual (the "Surfer") who has completed
the sign-up form, with a valid e-mail address
which e-mail address is not currently, or
has not been in the past year, in our database;
and 3)The Surfer receives and opens the confirming
e-mail that we send. Once sign-ups you send
to us have completed the above, your account
will, subject to the other terms contained
herein, be credited the commission (payout)
you are to receive.
No E-Mail
Promotion Allowed
Because of our inability to monitor compliance
with the requirements of the "Controlling
the Assault of Non-Solicited Pornography and
Marketing Act of 2003" or the "CAN-SPAM Act
of 2003" (the "Act"), we will not accept,
under any circumstances, any referrals which
are sent to us from e-mail promotions or marketing,
irrespective of whether the e-mail promotion
complies with the requirements of the Act
or not. Therefore, any affiliates that attempt
to promote any of our sites through e-mail
marketing will be automatically terminated
from the Program, and any funds that would
otherwise be due you from us will not be paid.
Sign-up Production Requirements
Although there are no established revenue
production requirements for sign-ups, if we
determine, in good faith, that your traffic
is not producing a minimum sufficient revenue,
we will notify you and convert your payout
accordingly and/or terminate your account.
English-only Sign-up Requirements
We pay commissions to our affiliates for sign-ups
to our Sites in order to obtain English literate
members. This is not intended to be discriminatory
or derogatory to non-English surfers but rather
because our sites, newsletters and solicitations
are directed to surfers who are fluent in
the English language. Therefore, all programs
that our affiliates promote must be from English
language sites. This means that the Site must
TRULY be in the English language for English
fluent visitors or members. Sites that are
created by, or affiliated with, non-English
site(s) for the primary purpose of circumventing
this rule (or similar rules of other Webmaster
compensation programs) do not qualify to receive
commissions from us.
No Mandatory
Conversion Ratios or Chargebacks We do
not condition payment of commissions to you
on a minimum conversion rate for trial sign-ups
that you send us to full membership, nor do
we deduct from commissions due you for chargebacks
or credits given or caused by your traffic.
We reserve the right to terminate you, with
payment for amounts due you prior to termination
(provided you have complied with the terms
of this Agreement) if your trial referrals
do not convert to full membership in ratios
that are acceptable to us. Similarly, we do
not pass on to you the substantial cost we
must incur for "chargebacks" or "credits".
We will apply, as financially necessary, an
imputed deduction from commissions or referral
fees due you for traffic that you send us
that does not visit our site(s) after sign-up,
obtains a credit or chargeback without basis,
or does not subscribe to a free lifetime membership
with a good-faith intention to consider subscribing
to other pay features on our site(s) upon
confirmation that the site(s) contain the
represented content.
COMMISSION PAYMENT DATES
Commission payouts are made, ON TIME, as follows:
Commissions for all programs are paid on a
weekly basis ("Pay Period"). Commissions earned
during any pay period will be paid one week
after the last day of such Pay Period. For
example payouts earned during May 3rd, 2004
- May 9th, 2004 will be paid out on May 17th,
2004. If the total amount due you at the end
of any Pay Period (for all of our programs)
is not equal to or greater than at least $50.00,
the amount due you will roll over until you
are due $50.00.
If you dispute or have questions regarding
the manner or amount of calculation of your
commission or bonus payment with regard to
any given payment period, you must inform
us within sixty (60) days of said payment,
otherwise you are deemed to have waived your
right to challenge said payment calculation.
We may modify any of the terms and conditions
contained in this Agreement, at any time and
in our sole discretion.
Method
of Payment
Payments will be in the form of a check in
US dollars payable to you, as identified in
your application, and will be mailed to the
street address indicated in your application
(we reserve the right to not mail payments
to P.O. Boxes). Should you wish to change
the street address indicated in your application,
you must advise us by e-mail at least 4 days
before the end of any given Pay Period. You
may request and receive payment via bank wire
transfer, or by express private delivery courier
(that we select such as Federal Express or
DHL); provided, you pay the costs associated
with the wire transfer or courier service.
Payment via wire is available only for payments
of $1000 or greater. Payments via courier
are available for domestic deliveries only.
We will not pay commissions or bonuses via
Western Express, Western Union or Pay Pal.
NO CHEAT POLICY We honor
the spirit as well as the specific terms of
the Program and we expect the same of you.
If you violate the intent of any of the terms
of this Agreement, your account will be terminated
immediately without any prior notice. We will
not pay you commissions or bonuses procured
by actions that violate the express or implied
terms of this Agreement.
COUNTRY
OF ORIGIN RESTRICTIONS
We do not accept webmasters from, credit you
or pay any commissions or bonuses from traffic
generated from sites that originate from,
or where the IP address or webmaster location
is traced to, locations from certain countries
outside of the United States, including, but
not limited to, the following countries. Afghanistan,
Albania, Andorra, Argentina, Armenia, Azerbaijan,
Bahrain, Belarus, Bosnia and Herzegovina,
Botswana, Brazil, Brunei Darussalam, Bulgaria,
Cambodia, Cayman Islands, Chile, China, Colombia,
Costa Rica, Croatia, Cuba, Cyprus, Czech Republic,
Dominican Republic, Ecuador, Egypt, El Salvador,
Estonia, Fiji, Finland, French Guiana, Georgia,
Greece, Guyana, Haiti, Holy See (Vatican City
State), Hong Kong, Hrvatska (Croatia), Hungary,
Iceland, India, Indonesia, Iran, Iraq, Israel,
Italy, Jamaica, Japan, Jordan, Kaliningrad,
Kazakhstan, Kosovo, Korea (North and South),
Kuwait, Kyrgyzstan, Lao People's Democratic
Republic, Latvia, Lebanon, Lesotho, Lithuania,
Macedonia, Malaysia, Malta, Mauritania, Mauritius,
Moldova, Mozambique, Namibia, Nepal, New Zealand,
Nicaragua, Oman, Pakistan, Palestine, Paraguay,
Peru, Philippines, Poland, Portugal, Puerto
Rico, Qatar, Romania, Russia, Rwanda, Saudi
Arabia, Serbia and Montenegro, Singapore,
Slovakia, Slovenia, South Africa, Spain, Sudan,
Syria, Swaziland, Taiwan, Tajikistan, Thailand,
Tobago, Trinidad, Tunisia, Turkey, Turkmenistan,
Ukraine, United Arab Emirates, Uzbekistan,
Venezuela, Vietnam (North & South), Vojvodina,
Yemen, Yugoslavia, Zambia, Zimbabwe.
ADDITIONAL TERMS AND CONDITIONS
Modification
We may modify any of the terms and conditions
contained in this Agreement, at any time and
in our sole discretion. Notice of any change
by e-mail, to your address on our records,
or the posting on our site(s) of a change
notice of a new agreement, shall be sufficient
notice for notifying you of a modification
to the terms and conditions of this Agreement.
All such modifications shall take effect 48
hours after we serve notice, as provided above,
unless we indicate otherwise. If any modification
is unacceptable to you, your only recourse
is to terminate this Agreement. Your continued
participation in the Affiliate Program, after
our posting of a change notice or new agreement
on our site, shall constitute binding acceptance
of the change.
Term of this Agreement
The term of this Agreement will begin upon
our acceptance of your Affiliate Program Application
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. Notice
by e-mail, to your e-mail address on our records,
is considered sufficient notice to terminate
this Agreement. If this Agreement is terminated
because you have violated the terms of this
Agreement you are not eligible to receive
any commission payments, even for commissions
earned, but for termination for violation
of this Agreement, prior to the date of termination.
If this Agreement is terminated for any other
reason, you will receive commission due you
for commissions (payouts) earned prior to
the termination of this Agreement. We hereby
reserve the right to withhold your final payment
for a reasonable time to ensure that we pay
you your correct final payment.
Relationship
of Parties
You are an independent contractor and not
our agent, and we expressly disclaim responsibility
for any conduct by you in violation of the
terms of this Agreement. Nothing in this Agreement
will create any partnership, joint venture,
agency franchise, sales representative, or
employment relationship between us. You do
not have the authority to make or accept any
offers or representations on our behalf or
to make any statement, whether on your site(s)
or otherwise, that reasonably would contradict
anything in this section.
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 Affiliate 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 Affiliate Program will not exceed the
total commissions paid or payable to you under
this Agreement.
Disclaimers
We make no warranty, expressed or implied,
with respect to any information delivered
hereunder, including implied warranties of
merchantability, fitness for a particular
purpose or freedom from patent, trademark
or copyright infringements, whether arising
by law, custom or conduct, or as to the accuracy
or completeness of the information, and we
shall not have any liability to you or to
any other person resulting from your or such
third person's use of the information. We
make no express or implied warranties or representations
with respect to the Affiliate Program or any
of our services or other items 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(s) will be uninterrupted
or error-free, and we will not be liable for
the consequences of any interruptions or errors.
Representations and Warranties
You hereby represent and warrant to us that
this Agreement has been duly and validly executed(accepted)
and delivered by you and constitutes your
legal, valid and binding obligation, enforceable
against you in accordance with its terms;
and that the execution, delivery and performance
by you of this Agreement are within your legal
capacity and power; have been duly authorized
by all requisite action on your part; require
the approval or consent of no other persons;
and neither violate nor constitute a default
under the: (i) provision of any law, rule,
regulation, order, judgment or decree to which
you are subject or which is binding upon you,
or (ii) the terms of any other agreement,
document or instrument applicable to you or
binding upon you. Should any law enforcement
agency or Internet service provider provide
us with notice that you have engaged in transmission
of unsolicited bulk e-mails, or have otherwise
engaged in unlawful conduct or conduct in
violation of said service provider's terms
of service, we reserve the right to cooperate
in any investigation relating to your activities,
including disclosure of your account information
in connection therewith.
Indemnification
You hereby agree to indemnify, defend and
hold us, our shareholders, officers, directors,
employees, agents, affiliates, successors
and assigns harmless, from and against any
and all claims, losses, liabilities, damages
or expense (including attorneys' fees and
costs) of any nature whatsoever incurred or
suffered by us (collectively the "Losses"),
in so far as such Losses (or actions in respect
thereof) arise out of or are based on: (i)
any claim or threatened claim that your use
of any Trademark(s) (other than Trademark(s)
you obtain from us pursuant to this Agreement)
infringes on the rights of any third party;
(ii) the breach of any promise, covenant,
representation or warranty made by you herein;
or (iii) or any claim related to your site(s)
or your promotional activity.
Miscellaneous
Terminated affiliates cannot apply to become
affiliates at a later date, without our express
written consent.
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.
This Agreement will be governed by the laws
of the State of Florida, U.S.A. and of United
States Federal law, without reference to rules
governing choice of laws. Should legal action
arise with respect to the terms of this Agreement,
your relationship with us, or the subject
matter of this Agreement, you acknowledge
and agree that venue for such action shall
be exclusively in the appropriate State or
Federal Courts located in Miami-Dade County,
Florida].
BY APPLYING TO BE AN AFFILIATE IN THE PROGRAM,
YOU ARE: 1) STATING AND REPRESENTING THAT
YOU HAVE READ AND UNDERSTAND THE TERMS AND
CONDITIONS SET FORTH HEREIN; AND 2) AFFIRMATIVELY
INDICATING THAT YOU AGREE TO EACH AND EVERY
TERM OF THE AGREEMENT AND THAT YOU AGREE TO
BE BOUND BY THESE TERMS.
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