OpticsPlanet.com Affiliate Agreement
Obligations Regarding Your Site
a. You
are solely responsible for, and we have no liability for, the development,
operation, or maintenance of your website, or for any materials contained on
your site.
b. You
agree that your site will not, in any way, copy or resemble the look and feel of
our site, nor will you create the impression that your site is our site or is a
part of our site, nor will you frame any page on the OpticsPlanet.com Web site
being viewed by a user of your site who links to the OpticsPlanet.com Web site
through a Link.
c. You
agree that your site does not currently contain and will not contain any
content, or links to such material, that is in any way unlawful, harmful,
threatening, harassing, defamatory, obscene, or violent.
d. You
also agree that your site will not contain any content from our site or any
materials that are proprietary to OpticsPlanet.com, except with our prior
written permission, or to the extent that materials are obtained by you strictly
in accordance with the provisions of this Agreement. You agree not to purchase
or otherwise contract with any third party to exploit any of the
OpticsPlanet.com marks for the purpose of causing the Affiliate site to appear
as a search result in any search engine or for any other reason.
e. You
agree that your Affiliate site will not use any form of mass email communication
("spam") as a marketing tool for the site or for any other purpose.
f. In
the event your Affiliate site is or incorporates or utilizes an internet search
engine, you agree that no OpticsPlanet.com marks will appear as search results
or will be used as markers or tags or for any other purpose within the search
engine without our prior written approval.
Modification
We may
modify any of the terms and conditions contained in this Agreement at any time
in our sole discretion. Modifications may include, but are not limited to,
changes in the scope of available commissions, commission payment schedules,
payment procedures, and Affiliate Program rules. If any modification is
unacceptable to you, your only recourse is to terminate this Agreement. Your
continued participation in the Affiliate Program following our posting of a
change notice or new agreement on our Web site will constitute binding
acceptance of the change.
Confidentiality
You agree that all customer information related to the OpticsPlanet.com
Affiliate Program belongs to us. You agree to protect as secret all
OpticsPlanet.com Affiliate Program customer information and Affiliate Program
business and sales information related to us, you, or our suppliers
(collectively, "Information"), not to disclose Information to any third parties,
and not to use Information for any purpose other than the purposes of this
Agreement. You agree to protect Information using methods at least as protective
as those you use to protect your own information of a confidential nature, but
in no event, using less than a standard of reasonable care.
Limitation of Liability
NEITHER OPTICSPLANET.COM NOR ITS SUPPLIERS WILL BE LIABLE FOR ANY DIRECT,
INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR FOR ANY LOSS OF
REVENUE, PROFITS, OR DATA, ARISING IN CONNECTION WITH THIS AGREEMENT OR THE
AFFILIATE PROGRAM, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND YOU
WAIVE ALL RIGHTS TO ANY CLAIMS FOR ANY SUCH DAMAGES. FURTHER, THE AGGREGATE
LIABILITY OF OPTICSPLANET.COM AND ITS SUPPLIERS WITH RESPECT TO THIS AGREEMENT
AND THE AFFILIATE PROGRAM WILL NOT EXCEED THE TOTAL COMMISSIONS PAID OR PAYABLE
TO YOU UNDER THIS AGREEMENT.
Uncontrollable Circumstances
OpticsPlanet.com's performance under this Agreement shall be excused to the
extent that its performance is hindered, delayed or made commercially
impractical by causes beyond its reasonable control.
Policies/Pricing/Product Descriptions
Customers who buy products from the OpticsPlanet.com Web site through the
Affiliate Program will be deemed to be customers of OpticsPlanet.com.
Accordingly, all of our rules, policies, and operating procedures concerning
customer orders, customer service, privacy, and OpticsPlanet.com product sales
will apply to those customers.
We may
change our policies and operating procedures at any time. For example, we will
determine the prices to be charged for products sold by the OpticsPlanet.com Web
site under the Affiliate Program in accordance with our own pricing policies.
Prices and availability of products on the OpticsPlanet.com Web site may vary
from time to time, and the availability and price of any particular product
cannot be guaranteed. YOU MAY NOT PLACE INDIVIDUAL PRODUCT PRICING
OR LOGOS, IMAGES, OR DESCRIPTIONS RELATED TO PRODUCTS ON YOUR SITE WITHOUT OUR
EXPRESS PRIOR WRITTEN PERMISSION.
Publicity
You
shall not create, publish, distribute, or permit any written material that makes
reference to us without first submitting such material to us and receiving our
written consent.
License
a. WE GRANT YOU A NON-EXCLUSIVE, NON-TRANSFERABLE, REVOCABLE RIGHT TO (i) ACCESS
OUR SITE THROUGH THE LINKS SOLELY IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT
AND (ii) SOLELY IN CONNECTION WITH SUCH LINKS, TO USE THE OpticsPlanet.com
TRADEMARK AND LOGO AND SIMILAR IDENTIFYING MATERIAL RELATING TO US BUT ONLY IN
THE FORMS THAT WE PROVIDE TO YOU (COLLECTIVELY, THE "LICENSED MATERIALS"), FOR
THE SOLE PURPOSE OF LINKING YOUR SITE TO OUR SITE, WHERE YOUR USERS CAN PURCHASE
PRODUCTS FROM OUR SITE. YOU MAY NOT ALTER, MODIFY, OR CHANGE THE LICENSED
MATERIALS IN ANY WAY. WE RESERVE ALL OF OUR RIGHTS IN THE LICENSED MATERIALS.
YOU ACCEPT THESE RIGHTS AND LICENSES SUBJECT TO THE TERMS AND CONDITIONS IN THIS
AGREEMENT.
You acknowledge OpticsPlanet.com’s ownership in its Licensed Materials, agree
that you will not do anything inconsistent with OpticsPlanet.com’s ownership and
that all of your use of the Licensed Materials will inure to the benefit of and
be on behalf of OpticsPlanet.com, and agree to assist OpticsPlanet.com in
recording this Agreement with appropriate government authorities. You agree that
nothing is this Agreement gives you any right, title or interest in the Licensed
Materials other than the right to use the Licensed Materials in accordance with
this Agreement. You also agree that you will not attack the title of
OpticsPlanet.com to the Licensed Materials or the validity of the Licensed
Materials or this Agreement.
You agree that the nature and quality of all services provided by you in
connection with this Agreement and all related advertising and promotional uses
shall conform to high standards of quality and will not impugn the goodwill of
OpticsPlanet.com or the Licensed Materials. You agree not to use the Licensed
Materials in any manner that is disparaging or that otherwise portrays us in a
negative light.
You agree to use the Licensed Materials only in the form and manner and with
appropriate legends as provided from time to time by OpticsPlanet.com, and not
to use any other trademark or service mark in combination with the
OPTICSPLANET.COM trademark or name.
You agree to not use, register or seek to register any trademark, service
mark or domain name that contains the words "BestBuy.com," "OpticsPlanet.com," "bb.com,"
"bby.com," "best" and "buy", or any variations or misspelling of them, or is any
way confusingly similar to "OpticsPlanet.com". If you do, you agree to transfer
the registrations, at your expense, to OpticsPlanet.com at OpticsPlanet.com’s
request and to cooperate by providing any information, signing any documents and
providing appropriate authorizations necessary to accomplish the transfer. If
you fail to cooperate, you hereby authorize OpticsPlanet.com to sign appropriate
documentation on your behalf in order to effect the transfer.
You are only entitled to use the Licensed Materials to the extent that you
are a member in good standing of the Affiliate Program. We may revoke your
license at any time in our sole discretion, by giving you written notice. If we
give you such notice, you must immediately discontinue all use of the Licensed
Materials.
You grant to us a non-exclusive license, for the term of this Agreement, to
utilize your names, titles, and logos, as the same may be amended from time to
time to advertise, market, promote, and publicize in any manner our rights
hereunder; provided, however, that we shall not be required to so advertise,
market, promote, or publicize.
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