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Partner with EquestrianSingles.com and EquestrianFriends.com Now! » Terms of Use Agreement Commission Payment Agreement For our program, we issue payments through checks or PayPal each quarter with a $100 minimum payment. There is normally is some time between when people are creating profiles and when they actually become paying members. You may see sales in as little as two to three weeks from when you start promoting our websites. AFFILIATE PROGRAM AGREEMENT This EquestrianSingles.com and EquestrianFriends.com Affiliate Program Agreement (Agreement) describes the entire terms and conditions for participation in the Dating sites Affiliate Program (Affiliate Program). The Affiliate Program is operated by EquestrianSingles LLC doing business as EquestrianSingles.com and EquestrianFriends.com. In this Agreement, EquestrianSingles.com and EquestrianFriends.com are collectively referred to as EquestrianSingles LLC. In this Agreement, the term Affiliate refers to you, and "sponsoring Web site" refers to the Web site from which you will link to EquestrianSingles.com and EquestrianFriends.com. Wherever the Agreement refers to "you" or "your it means the Affiliate, and "we" or "our" refer to EquestrianSingles LLC, and our Web sites refers to our EquestrianSingles.com and EquestrianFriends.com web sites. 1. Acceptance of Affiliates Application and this Agreement. Our approval of your application to become an Affiliate is conditional upon your making truthful representations in that application. We reserve the right to immediately cancel this Agreement if we find that you have made false representations in your application. Your accepting our invitation to become an Affiliate by checking the acceptance box is equivalent to you or your authorized agent actually signing this Agreement, which acceptance shows your intent to be bound by the terms and conditions of this Agreement. By accepting this Agreement, you represent and warrant you have the necessary and full rights, power, authority, and capabilities to enter into this Agreement and to perform its obligations hereunder; and the acceptance and performance of your obligations under this Agreement will not violate the rights of any third party, nor any applicable federal, state, and local law or regulation. 2. Log-In Combination and Tax Identification Number. Upon our approval of your application and your acceptance of this Agreement, we will provide you with a log-in combination so that you may access your account with us. DO NOT REVEAL YOUR LOG-IN INFORMATION TO ANYONE. If you are based in the United States of America . you must provide us with a social security number, employer identification number, or taxpayer ID number for payment and record keeping purposes. If you fail to provide us with a valid social security number, employer identification number, or taxpayer ID, you forfeit your right to a commission, which is referred to in this Agreement as a Bounty Fee. If you are a non-U.S. based Affiliate, you need not submit a social security number, employer identification number, or taxpayer ID, but you must provide us with any tax identification number that your government may require you to provide to us. 3. You will earn a 15% Commission Fees on customers you refer to us, as set forth below. We have no other obligation to pay you any other compensation. All of our rules, operating procedures, policies, and web site use agreements (collectively Policies) will apply, without exception, to all customers you refer to us. We reserve the right to reject any subscription order that does not comply with our Policies. a. Amount of commission. Our commission percentage is subject to change by us. Until we change the commission Fee, you will earn the whole 15% of the current base monthly subscription price on our web site for each customer you refer to our web site when they make their first subscription payment to us. The commission fee you earn is calculated when the first referrals we receive from you who make a subscription payment. We may change the commission Fee by posting a notice on our Web Site, which change shall be effective ten (10) days after we post the notice. b. Price for Subscription. The prices charged for subscriptions sold under the Affiliate Program will be determined by us according to our own pricing Policies. Prices may vary from time to time as determined in our sole discretion without notice to you. c. Qualifying New Subscription. Only a customer from whom we actually collect cash for a subscription on our Web site by way of a valid credit card, check, or money order or other means will qualify as a new subscriber on which a commission will be paid. We reserve the right to not pay a commission Fee on a subscriber who (i) was previously a EquestrianSingles.com and EquestrianFriends.com subscriber, (ii) discontinues a subscription and re-signs as a new subscriber under the same or a new user name within three (3) months of dropping the old subscription, or (iii) subscribes as a result of churning by you. For purpose of this Agreement, the definition of churning includes, without limitation, the activity of initiating and canceling subscriptions by you or your agents such that it appears to us that the activity is not to provide us with customers who are actually interested in our Web site but instead the activity is primarily to create commission Fees for you. d. Renewals. You shall be paid commissions on renewing subscriptions. e. Refunds, Charge-backs, and Bad Checks. If a subscription is later refunded to the customer or charged back by the customer, or if a customer's check does not clear, any associated return-check, at our discretion, charge-back fees will be deducted from the next < >payment sent to you. f. EquestrianSingles.com and EquestrianFriends.com Policies Apply to All Orders. Every person who is referred by you and buys a subscription to EquestrianSingles.com and EquestrianFriends.com is deemed to be our customer. You do not have the authority to make or accept any offer on our behalf. All of our Policies regarding customer orders, including pricing and problem resolution, will apply to these customers. We are not responsible for any representations made by you that contradict our Policies. g. Subscription Payment Processing. We will be solely responsible for processing every subscription order placed by a customer referred by you. Payment processing, renewal payment processing, cancellations and refund processing, and related customer service are our sole responsibility. h. Tracking of Subscription Sales. We will be solely responsible for tracking subscription sales referred by you. To protect our customer privacy, the names or other personal information about specific customers will not be provided to you but shall be retained exclusively by us. In addition, all personal information about specific customers collected by us shall be owned solely and exclusively by us. You agree that your role as an Affiliate is limited to referring prospective customers to us, and you agree not to represent that you are collecting information for EquestrianSingles.com and EquestrianFriends.com. i. Confidentiality. The amount of the Commission Fees that you earn are confidential. We reserve the right to terminate this Agreement if we discover that you have shared the amount of commission Fees you have earned with any third party except as required by law. 4. Intellectual Property Rights. As an Affiliate, you are allowed to place on the sponsoring Web site a hyperlink to our Web site, either in text or with one of our pre- approved banners or logos provided by us. We will not be responsible if you use another party's copyrighted material in violation of the law. Between us and you, the following will apply: a. Limited Non-Exclusive License. We shall retain all rights, titles, and interests (local and worldwide) in and to our respective trademarks, service marks, and trade names ("Intellectual Property") subject to a limited non-exclusive, non-transferable license necessary to perform this Agreement. We grant to you a royalty-free, non- exclusive, non-transferable license, during the term of this Agreement, to include our Intellectual Property solely in connection with a hyperlink to our Web sites. b. No Alteration of Intellectual Property. You shall use our Intellectual Property only as provided, and shall not alter the Intellectual Property in any way, nor shall you act or permit action in any way that would impair our rights in our Intellectual Property. You acknowledge that your use of our Intellectual Property shall not create any right, title, or interest in our Intellectual Property. We shall have the right to monitor the quality of your use of our Intellectual Property. Any references to our Intellectual Property shall contain the appropriate trademark, copyright, or other legal notice provided from time to time by us. c. Notices and Goodwill. You may neither alter nor remove any proprietary notices from our Intellectual Property. Any goodwill accruing from the use of our Intellectual property shall inure to us. d. Reservation of Rights. We expressly reserve all Intellectual Property rights not granted to you herein. 5. Prohibited Content. You agree not to display any of the following contents or engage in any of the following activities on the sponsoring Web site. We reserve the right to immediately terminate this Agreement, and you agree to remove all of our Intellectual Property and references to our Web site and to sever all hyperlinks to our Web site, if any of the following content or activity is present on the sponsoring Web site: Sexually explicit material (pornography); Violent images or messages that promote violence; Promotion of discrimination based on race, sex, religion, national origin, physical disability, sexual orientation, or age; Promotion of illegal activities; Promotion or display of defamatory, libelous, or harmful material or material that otherwise infringes upon the rights of any third parties; Content that is inconsistent with our Policies; and Spamming (repeated, unsolicited e-mails) of your users who have purchased a EquestrianSingles LLC subscription. Whether the sponsoring Web site includes or engages in any of the above listed prohibited contents or activities shall be determined in our sole judgment, without regard to any legal standard. 6. Modifications to this Agreement. We reserve the right to change any of the terms and conditions in this Agreement, at any time and at our sole discretion, upon prior notice to you by posting a notice on our Web site. Such new terms and conditions will take effect 10 days after posting. Without limiting the generality of the foregoing, the Commission Fee is subject to change without notice other than posting such change on our Web site. We will not reduce the Commission Fees on subscriptions purchased prior to the effective date of the modifications to this Agreement. You may not change or modify this Agreement. 7. Cancellation of this Agreement. a. Cancellation and Notice. Either party, acting in their sole discretion, may choose to cancel this Agreement at any time by written notice of cancellation to the other, which notice may be sent by email. Such cancellation will be effective 3 days after notice to the other party has been sent unless the Agreement is terminated by us for your violation of Section 1, Acceptance of Affiliates Application and this Agreement, or Section 5, Prohibited Content, above, in which case termination will be effective immediately upon notice being sent to you. If you do not generate any commission Fees during a consecutive 120 day period, this Agreement shall be automatically terminated without notice. b. Removal of Intellectual Property and Hyperlinks. Upon the termination of this Agreement, for any reason, you agree to remove all of our Intellectual Property and references to our Web site and to sever all hyperlinks to our Web site. 8. Warranty Disclaimer. THE WARRANTIES CONTAINED IN THIS AGREEMENT ARE IN LIEU OF ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THOSE OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. 9. Indemnification. You shall defend, indemnify, and hold harmless to EquestrianSingles.com and EquestrianFriends.com , its parent, subsidiary, and affiliated companies and its and their directors, officers, employees, affiliates, and agents, against any claim, demand, cause of action, debt, or liability, including reasonable attorney's fees, (individually and collectively Claim) to the extent that (i) the Claim is based upon a breach of your representations, warranties, or obligations hereunder, (ii) the Claim arises out of your negligence or willful misconduct, or (iii) the Claim is based upon your violation of any applicable federal, state, or local law or regulation in providing products or services hereunder. 10. Independent Contractors. You and EquestrianSingles.com and EquestrianFriends.com are independent contractors with each other, and nothing in this Agreement is intended to or will create any form of partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. 11. Assignment. You shall not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to the foregoing restriction, this Agreement is binding upon, inures to the benefit of and is enforceable by the parties and their respective successors and assigns. 12. Non-Waiver. The failure in any one or more instances of a party to insist upon performance of any of the terms, covenants or conditions of this Agreement, to exercise any right or privilege in this Agreement conferred, or the waiver by said party of any breach of any of the terms, covenants, or conditions of this Agreement, shall not be construed as a subsequent waiver of any such terms, covenants, conditions, rights, or privileges, but the same shall continue and remain in full force and effect as if no such forbearance or waiver had occurred. No waiver shall be effective unless it is in writing and signed by an authorized representative of the waiving party. 13. Limitations of Liability. THIS SECTION DESCRIBES THE FULL EXTENT OF OUR RESPONSIBILITY FOR ANY CLAIMS A YOU MAKE FOR DAMAGES CAUSED BY THE FAILURE OF THE EquestrianCupid.com WEB SITE, OR ANY OTHER CLAIMS IN CONNECTION WITH US OR THIS AGREEMENT. a. Limitation on Damages. IN NO EVENT SHALL WE BE LIABLE FOR DAMAGES, DIRECT OR INDIRECT, INCLUDING INCIDENTAL OR CONSEQUENTIAL DAMAGES, SUFFERED BY YOU, OR BY A SUBSCRIBER TO EQUESTRIANSINGLES.COM AND EQUESTRIANFRIENDS.COM, OR BY ANOTHER THIRD PARTY ARISING FROM OUR BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, OR ANY OTHER LEGAL GROUND OF ACTION. FURTHER, WE WON'T BE LIABLE FOR PUNITIVE, RELIANCE, OR SPECIAL DAMAGES. THESE LIMITATIONS APPLY EVEN IF THE DAMAGES WERE FORESEEABLE OR EquestrianSingles.com and EquestrianFriends.com WAS TOLD THEY WERE POSSIBLE, AND THESE LIMITATIONS APPLY WHETHER THE CLAIM IS BASED ON CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION, OR ANY OTHER LEGAL OR EQUITABLE THEORY. THIS INCLUDES, WITHOUT LIMITATION, ANY CLAIM FOR LOST BOUNTY FEES ALLEGEDLY RESULTING FROM A SERVICE INTERRUPTION OF OUR WEB SITE. b. Sole and Exclusive Remedy. You understand that if you become dissatisfied with us or our Web site, your sole and exclusive remedy will be to cancel this Agreement. 14. Choice of Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF UTAH, U.S.A., WITHOUT REGARD TO CONFLICTS OF LAWS PROVISIONS. FOR ANY AND ALL ACTIONS THAT ARE ALLOWED BY THIS AGREEMENT OR BY THE APPLICABLE RULES OF ARBITRATION TO BE BROUGHT IN A COURT, THE PARTIES HEREBY IRREVOCABLY SUBMIT TO THE EXCLUSIVE JURISDICTION OF THE FEDERAL AND STATE COURTS OF THE STATE OF TEXAS, LOCATED IN TRAVIS COUNTY, U.S.A. AND HEREBY AGREE THAT ANY SUCH COURT SHALL BE A PROPER FORUM FOR THE DETERMINATION OF ANY DISPUTE ARISING UNDER THIS AGREEMENT. 15. Dispute Resolution. IT IS IMPORTANT THAT YOU READ THIS ENTIRE SECTION CAREFULLY. THIS SECTION PROVIDES FOR RESOLUTION OF DISPUTES THROUGH FINAL AND BINDING ARBITRATION BEFORE A NEUTRAL ARBITRATOR INSTEAD OF BEFORE A COURT WITH A JUDGE OR JURY OR THROUGH A CLASS ACTION. a. Time Limitation to Bring Claims and Disputes. YOU AGREE THAT ANY CLAIM OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT MUST BE BROUGHT WITHIN ONE YEAR AFTER THE DATE THE BASIS FOR THE CLAIM OR DISPUTE FIRST ARISES. THIS TIME LIMITATION APPLIES TO ALL MATTERS SUBMITTED TO A COURT OR ARBITRATION, EXCEPT THIS TIME LIMITATION DOES NOT APPLY TO YOUR VIOLATION OF SECTION 4, INTELLECTUAL PROPERTY RIGHTS, THE TIME LIMITATION FOR WHICH SHALL BE GOVERNED BY THE LAW APPLICABLE TO THE VIOLATION OF THOSE RIGHTS. b. No Joinder Allowed. NO DISPUTE MAY BE JOINED WITH ANOTHER LAWSUIT OR JOINED IN AN ARBITRATION WITH A DISPUTE OF ANY OTHER PERSON OR RESOLVED ON A CLASS-WIDE BASIS. YOU WAIVE ANY CLAIMS FOR AN AWARD OF DAMAGES THAT ARE EXCLUDED UNDER THIS AGREEMENT. c. Duty to Attempt to Resolve Disputes. Before a party takes a dispute to arbitration or to small claims court, that party must first write to the other party and give the other party an opportunity to resolve the dispute. If the dispute cannot be satisfactorily resolved within sixty days from the date the other party is notified by the other of a dispute, then either party may, as allowed by this Agreement d. Exceptions to Informal Dispute Resolution and Arbitration. The requirement of attempting to informally resolve the matter will not apply if: (i) the expiration of the statute of limitations for a cause of action is imminent; or (ii) injunctive or other equitable relief is necessary to enjoin an ongoing injury or to mitigate damages. Further, the requirement that matters be submitted to arbitration shall not prohibit a party from seeking injunctive relief pending arbitration. 16. Entire agreement. This Agreement constitutes the entire agreement between us and you with respect to the Affiliates Program. 17. Severability. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of the Agreement, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the provision, and the remainder of this Agreement shall continue in full force and effect. 18. Headings. The headings of the sections and their subsections contained in this Agreement are for the convenience of the reader only and do not modify the provisions of this Agreement. 11. Assignment. You shall not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to the foregoing restriction, this Agreement is binding upon, inures to the benefit of and is enforceable by the parties and their respective successors and assigns. 12. Non-Waiver. The failure in any one or more instances of a party to insist upon performance of any of the terms, covenants or conditions of this Agreement, to exercise any right or privilege in this Agreement conferred, or the waiver by said party of any breach of any of the terms, covenants, or conditions of this Agreement, shall not be construed as a subsequent waiver of any such terms, covenants, conditions, rights, or privileges, but the same shall continue and remain in full force and effect as if no such forbearance or waiver had occurred. No waiver shall be effective unless it is in writing and signed by an authorized representative of the waiving party. 13. Limitations of Liability. THIS SECTION DESCRIBES THE FULL EXTENT OF OUR RESPONSIBILITY FOR ANY CLAIMS A YOU MAKE FOR DAMAGES CAUSED BY THE FAILURE OF THE EquestrianCupid.com WEB SITE, OR ANY OTHER CLAIMS IN CONNECTION WITH US OR THIS AGREEMENT. a. Limitation on Damages. IN NO EVENT SHALL WE BE LIABLE FOR DAMAGES, DIRECT OR INDIRECT, INCLUDING INCIDENTAL OR CONSEQUENTIAL DAMAGES, SUFFERED BY YOU, OR BY A SUBSCRIBER TO EQUESTRIANSINGLES.COM AND EQUESTRIANFRIENDS.COM, OR BY ANOTHER THIRD PARTY ARISING FROM OUR BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, OR ANY OTHER LEGAL GROUND OF ACTION. FURTHER, WE WON'T BE LIABLE FOR PUNITIVE, RELIANCE, OR SPECIAL DAMAGES. THESE LIMITATIONS APPLY EVEN IF THE DAMAGES WERE FORESEEABLE OR EquestrianSingles.com and EquestrianFriends.com WAS TOLD THEY WERE POSSIBLE, AND THESE LIMITATIONS APPLY WHETHER THE CLAIM IS BASED ON CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION, OR ANY OTHER LEGAL OR EQUITABLE THEORY. THIS INCLUDES, WITHOUT LIMITATION, ANY CLAIM FOR LOST BOUNTY FEES ALLEGEDLY RESULTING FROM A SERVICE INTERRUPTION OF OUR WEB SITE. b. Sole and Exclusive Remedy. You understand that if you become dissatisfied with us or our Web site, your sole and exclusive remedy will be to cancel this Agreement. 14. Choice of Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF UTAH, U.S.A., WITHOUT REGARD TO CONFLICTS OF LAWS PROVISIONS. FOR ANY AND ALL ACTIONS THAT ARE ALLOWED BY THIS AGREEMENT OR BY THE APPLICABLE RULES OF ARBITRATION TO BE BROUGHT IN A COURT, THE PARTIES HEREBY IRREVOCABLY SUBMIT TO THE EXCLUSIVE JURISDICTION OF THE FEDERAL AND STATE COURTS OF THE STATE OF TEXAS, LOCATED IN TRAVIS COUNTY, U.S.A. AND HEREBY AGREE THAT ANY SUCH COURT SHALL BE A PROPER FORUM FOR THE DETERMINATION OF ANY DISPUTE ARISING UNDER THIS AGREEMENT. 15. Dispute Resolution. IT IS IMPORTANT THAT YOU READ THIS ENTIRE SECTION CAREFULLY. THIS SECTION PROVIDES FOR RESOLUTION OF DISPUTES THROUGH FINAL AND BINDING ARBITRATION BEFORE A NEUTRAL ARBITRATOR INSTEAD OF BEFORE A COURT WITH A JUDGE OR JURY OR THROUGH A CLASS ACTION. a. Time Limitation to Bring Claims and Disputes. YOU AGREE THAT ANY CLAIM OR DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT MUST BE BROUGHT WITHIN ONE YEAR AFTER THE DATE THE BASIS FOR THE CLAIM OR DISPUTE FIRST ARISES. THIS TIME LIMITATION APPLIES TO ALL MATTERS SUBMITTED TO A COURT OR ARBITRATION, EXCEPT THIS TIME LIMITATION DOES NOT APPLY TO YOUR VIOLATION OF SECTION 4, INTELLECTUAL PROPERTY RIGHTS, THE TIME LIMITATION FOR WHICH SHALL BE GOVERNED BY THE LAW APPLICABLE TO THE VIOLATION OF THOSE RIGHTS. b. No Joinder Allowed. NO DISPUTE MAY BE JOINED WITH ANOTHER LAWSUIT OR JOINED IN AN ARBITRATION WITH A DISPUTE OF ANY OTHER PERSON OR RESOLVED ON A CLASS-WIDE BASIS. YOU WAIVE ANY CLAIMS FOR AN AWARD OF DAMAGES THAT ARE EXCLUDED UNDER THIS AGREEMENT. c. Duty to Attempt to Resolve Disputes. Before a party takes a dispute to arbitration or to small claims court, that party must first write to the other party and give the other party an opportunity to resolve the dispute. If the dispute cannot be satisfactorily resolved within sixty days from the date the other party is notified by the other of a dispute, then either party may, as allowed by this Agreement d. Exceptions to Informal Dispute Resolution and Arbitration. The requirement of attempting to informally resolve the matter will not apply if: (i) the expiration of the statute of limitations for a cause of action is imminent; or (ii) injunctive or other equitable relief is necessary to enjoin an ongoing injury or to mitigate damages. Further, the requirement that matters be submitted to arbitration shall not prohibit a party from seeking injunctive relief pending arbitration. 16. Entire agreement. This Agreement constitutes the entire agreement between us and you with respect to the Affiliates Program. 17. Severability. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of the Agreement, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the provision, and the remainder of this Agreement shall continue in full force and effect. 18. Headings. The headings of the sections and their subsections contained in this Agreement are for the convenience of the reader only and do not modify the provisions of this Agreement.
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