THIS AFFILIATE AGREEMENT current as of 15 August 2001
BETWEEN
SERVER101 PTY LTD, ACN 084 840 451 of Level 12, 301 Coronation
Drive Milton, Queensland,
4065, Australia
AND
AFFILIATE known as applicant applying for "AFFILIATE" status through the Server101 website
(http://www.server101.com/join/affiliate/register-form.php)
1.0 Recitals
(a) Server101 PTY LTD provides web-hosting and ecommerce services; and
(b) Affiliate and Server101 desire to enter into an arrangement whereby Affiliate will refer
clients to Server101 for the purpose of web-hosting and ecommerce.
2.0 Provision of Services
2.1 The Offer
Server101 agrees to pay a percentage of monies obtained from a new account to the
affiliate where:
- The new account can be accurately determined to be a direct referral from the affiliate.
- Payment is received from the new account holder.
- The standard period of 30 days has expired since the account was first created.
The percentage paid to the affiliate is based on the number of accounts the affiliate has
proven to have had direct involvement in.
| Number of Accounts |
Percentage Rate |
| 2 - 20 |
15.00% |
| 21 - 50 |
20.00% |
| 51 - 100 |
25.00% |
| 101 + |
30.00% |
The Affiliate program covers the Basic, Premium, Gold, Platinum and Enterprise
web-hosting accounts. The Affiliate is paid a percentage of the initial setup
fee and the web-hosting fee. Payments are recurring on renewed accounts that
remain active.
In addition, the Affiliate program is two tiered and the Affiliate earns
a percentage on any sales made by Affiliate members the Affiliate refers.
On the second tier the Affiliate is paid 5% of the total sale (not
commission) made by Affiliate members referred by the Affiliate.
2.2 Payment Frequency
Payment occurs monthly, on the day the affiliate account was
created or the next business day. Payment may be delayed due to unforeseen
circumstances and Server101 will not be accountable or liable for loss of income
as a result of this, and includes but is not limited to interest payments.
Payment occurs when :
- Accurate payment details have been entered by the Affiliate.
- All referred accounts from Affiliate have been paid and are currently active
- The standard period of 30 days has expired since the account was first created
- It is the next business day on or after the affiliate creation day(e.g. Affiliate signs up on 15/08/01, payment will occur on the 15th of each month or the next business day, assuming all conditions have been met)
- Amount to be credited is above set minimum levels. The level is at time of writing $50.00.
2.3 Payment Location
Payments will be made at Server101 head office in Brisbane,
Australia. Server101 will strive to minimize the impact of global currency fluctuations,
but cannot be held accountable for differences in amounts paid due to changes in a
fluctuating currency. Payments will be credited as is and as accurate as Server101 deems
reasonable. Payment is always at the discretion of Server101 and it's staff.
2.4 Program Participation
Affiliate is granted non-exclusive rights to the Affiliate
program and agrees to abide by all terms and conditions of this agreement. This agreement
is not exclusive to Affiliate and Server101 reserves the right to sell, license, market
and distribute the affiliate program, or to grant to others the right to participate in
the Affiliate program or to sell, license, market and distribute the affiliate
program.
You may not modify the banners, trademarks, logos, messages, or any of our
images in any way. We reserve all of our rights in the banners, trademarks,
logos, messages, and all other intellectual property rights. We may revoke
your license at any time prior to the termination of this Agreement without notice.
Upon the termination of this Agreement, your license shall
expire and you shall no longer use the banners, trademarks, logos, messages or
any such other images for which we have granted express permission.
Each individual is limited to one Server101 affiliate account.
Affiliate cannot participate in the Affiliate program at the same time as participating in Server101's Reseller program.
Affiliate must be eighteen (18) years or older to participate in the affiliate program.
3.0 Term and Termination
3.1 Term of Agreement
This Agreement shall be effective for one year from the date first
set forth herein, and shall automatically be extended for successive thirty (30) day
periods until the end of the term or extension period, as the case may be, which
terminates at least sixty (60) days after the date that either party gives written notice
of termination to the other party.
3.2 Termination for Cause
In addition to all other remedies, which may be available to
the party, either party may, upon seven-(7) days' written notice to the other party,
terminate this Agreement for any material breach of the terms hereof.
3.3 Termination for Other Specified Reasons
In the event either party ceases conducting
business in the ordinary course; becomes insolvent; makes a general assignment for the
benefit of its creditors; files a petition seeking or acquiescing in any relief for itself
under any present or future federal, state or other statute or law relating to bankruptcy,
insolvency or other relief for debtors; seeks or consents to or acquiesces in the
appointment of any trustee, receiver or liquidator of all or any part of its business or
property; or admits in writing its inability to pay its debts generally as they become
due, this Agreement shall be automatically and immediately terminated.
We reserve the right to terminate your account without warning if your site is unsuitable for our service.
"Unsuitable" sites include, without limitation, those sites brought to our attention that :
- promote sexually explicit materials;
- promote violence;
- promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
- promote illegal activities;
- or violate intellectual property rights.
4.0 Relationship of Parties
Affiliate and Server101 are each independent contractors,
and nothing herein contained shall be construed to imply the existence of a partnership or
joint venture between them, nor to make either one an agent of the other. The use of the
term "affiliate" is not intended in any way to constitute any type of legal partnership
whatsoever between Server101 and affiliate. The relationship between Server101 and
Affiliate is that of independent parties contractor only, and is NOT employer-employee,
partner, principal-agent or joint venture.
5.0 Law Governing
This Agreement shall in all respects be interpreted, governed,
construed and enforced by and under the laws of the State of Queensland, Australia.
6.0 Entire Agreement; Modification; Waiver
This Agreement constitutes the entire
agreement between the parties pertaining to the subject matter contained in it and
supersedes all prior and contemporaneous agreements, representations, and understandings
of the parties. No supplement, modification or amendment of this Agreement shall be
binding unless executed in writing by both parties. No waiver of any of the provisions of
the Agreement shall be deemed, or shall constitute, a waiver of any other provision,
whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver
shall be binding unless executed, in writing by the party making the waiver.
7.0 Miscellaneous - NO SPAM
Activities used to refer clients as part of the affiliate program must be acted in
accordance with all laws and statutes applicable.
Misuse of the Server101 affiliate program in a manner other than intended will
result in loss of credit and/or termination of your account. The Affiliate's
personal information will be forwarded to the police for prosecution to the fullest
extent of the law.
Due to the nature of our service, you may be tempted to seek to profit from mass e-mails
(SPAM). Sending junk e-mail from a Server101 account, or ANY other mail account to a
recipient who has not requested the message is classed as SPAMMING and is cause for that
account's immediate and permanent termination, including any and all revenue-sharing
bonuses.
SPAM includes, but is not limited to, unsolicited emails and/or postings in
discussion groups, bulletin boards, public domain groups, IRC, ICQ, and chat
groups. SPAM messages are generally prohibited by most network providers and
certain jurisdictions, and Affiliates employing spamming methods may be
subject to fines and/or imprisonment.
The only acceptable methods of referring someone through Server101's
affiliate program are through communication with family, friends and business
contacts , as well as through establishing a link to Server101's web site
on the Affiliate's web site.
We accept and log spamming complaints at our head office. The accumulation of 2 or more
complaints to any single affiliate account is grounds for termination.
If the Affiliate violates this policy and it causes damage or loss to
Server101's servers, or causes one (or more) of our web sites to be interrupted
from normal service, the Affilate will be held liable for
damages and loss of business.
8.0 Force Majeure
Neither party is responsible for failure or delay in performance caused
by acts of God, strikes, floods, fire, war, public enemy, electrical or equipment failure,
failure of third parties or any event beyond its reasonable control.
9.0 Liability and Guarantee
The Affiliate agrees that the use of the Site and Affiliate program is entirely at the
Affiliate's own risk. The Site and Affiliate program is provided on an "as is" basis
without warranties of any kind, either expressed or implied, constructive, or statutory,
including, without limitation, any implied warranties of merchantability, non-infringement
or fitness for a particular purpose.
Server101 makes no guarantee of availability of service and reserves the right to change,
withdraw, suspend, or discontinue any functionality or feature of the Server101 service.
In no event will Server101 be liable for any damages, including, without limitation,
direct, indirect, incidental, special, consequential, or punitive damages arising out of
the use of or inability to use Server101's services or any content thereon. This disclaimer
applies, without limitation, to any damages or injury, whether for breach of contract, tort,
or otherwise, caused by any failure of performance; error; omission; interruption; deletion;
defect; delay in operation or transmission; computer virus; file corruption; communication-line
failure; network or system outage; or theft, destruction, unauthorized access to, alteration
of, or use of any record.
10.0 Indemnity
Each party agrees to indemnify and hold harmless the other from and against loss, suit,
damage or claim, including reasonable attorneys' fees and costs, arising out of or in
connection with participation in the Affiliate program. In addition, Affiliate shall
not be held liable for any fraud that any referred customers commit in relation to
their web-hosting account.
END OF AGREEMENT
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