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Agreement defines your relationship with MINKGLOVE.COM ("MINKGLOVE.COM"). This
Agreement contains the complete terms and conditions that apply to a party's
participation as an affiliate of the Affiliate Program of MINKGLOVE.COM (the
"Program"). As used in this Agreement, "we" means MINKGLOVE.COM, and "you" means
the applicant party. "Site" means a World Wide Web site.
Enrollment in the Program
may submit a completed Program application to begin the enrollment process.
Submission of your application to the MINKGLOVE.COM affiliate program implies
acceptance to the terms set forth in this Agreement.
will evaluate your application and notify you of your acceptance or rejection.
We may reject your application if, in our sole discretion, we determine for any
reason that your site is unsuitable for the Program. If we reject your
application, you may reapply to the Program at any time; however, you should not
link to our Site unless you are approved for the Program.
Links on Your Site
will link your Site to areas within our Site using special URLs specified in the
Program (the "Required URLs"). You may post as many links to the Required URLs
as you like on your site. The position, prominence and nature of links on your
Site shall comply with any requirements specified in this Agreement.
General Link to MINKGLOVE.COM Home Page: You may provide a general link on your
Site to our home page(s) in a format to be approved by us. We will provide you
with guidelines, content and graphical artwork to use in linking to our home
page ("Product Information"). MINKGLOVE.COM may with or without notice (a)
change, suspend or discontinue any aspect of an Product offer (b) remove, alter,
or modify any graphic, banner, content, or text submitted by us to you for use
in connection with the sale of our products ("MINKGLOVE.COM Content"). You agree
to promptly implement any request from us to remove, alter or modify any of your
content or related content appearing on your site. Any failure by you to comply
with the terms of this paragraph shall entitle us to, in addition to any other
remedies available, withhold payment on any applicable sales due to you.
Prohibitions: You understand and acknowledge that this Agreement is made between
you and MINKGLOVE.COM and is solely for the purpose of allowing you to link to
the MINKGLOVE.COM website.
1. You may
NOT use the name MINKGLOVE.COM or any of MINKGLOVE.COM’s product names, logos,
trademarks, service marks, trade dress, copyrights and proprietary technology,
including without limitation, those names, logos, service marks, trade dress,
copyrights, and proprietary technology currently used or which may be developed
and/or used by it in the future except as expressly authorized by this Agreement
(collectively, "MINKGLOVE.COM Property").
particular, you may NOT use the name MINKGLOVE.COM or any variation thereof in
metatags, in hidden text or source code.
3. You may
NOT use the name MINKGLOVE.COM, any variation thereof, in your domain name or
any other part of your Universal Record Locator (URL).
4. You may
NOT engineer your site in such a manner that pulls Internet traffic away from
5. If your
site donates any portion of its referral fees to any school, foundation or other
charitable organization, you may not state or imply that MINKGLOVE.COM endorse
such activities or is responsible in any way for the inclusion and donation of
funds to any of the schools, foundations or charities associated with your site.
6. You may
NOT wrap or frame our Sites in any manner.
7. Use of
unauthorized links or coupon codes in the Program is prohibited, and will result
in the forfeiture of all commissions earned hereunder by Partner for the
month(s) the unauthorized links or coupon codes appear on your site.
Unauthorized coupon codes shall include those coupon codes unrelated to the
Program, consumer e-mail newsletters, retail cards or direct mail promotions.
Violation of the foregoing prohibitions may result in, among other things, the
immediate termination of this Agreement and/or the commencement of an action by
MINKGLOVE.COM against you seeking, without limitation, injunctive relief and/or
recovery of actual, statutory and/or punitive damages.
agree that you will not send, transmit and/or distribute any email that in any
way suggests or implies that MINKGLOVE.COM was the sender or sponsor of such
email or procured or induced you to send such email. Additionally, you will
identify yourself (the Affiliate) as the sender of the email and ensure the
email does NOT contain a falsified sender name and does NOT include a false or
misleading subject line.
agree that you will not forward, redistribute, or otherwise repurpose any email
marketing that MINKGLOVE.COM sends to its Affiliates and/or customers.
agree that you will send emails only to those recipients who have opted in to
receive emails from you.
agree that all email marketing shall include language that notifies the
recipient that he/she may unsubscribe or "opt out" from further email
solicitations from you.
will comply with all local, state and federal laws as amended (including, but
not limited to, the "CAN-SPAM" Act, effective January 1, 2004) regarding all
will process product orders placed by customers who follow special links from
your site to the MINKGLOVE.COM site and/or petcareinsurance.com in accordance
with applicable legal requirements. We reserve the right to reject orders that
do not comply with any reasonable requirements that we may periodically
will be responsible for all aspects of order processing and fulfillment. Among
other things, we will prepare orders forms; process payments, cancellations, and
returns; and handle customer service.
will track sales made to customers who purchase products using special links
from your site to our site. To permit accurate tracking, reporting, and fee
accrual, you must ensure that the special links between your site and our site
are properly formatted.
MINKGLOVE.COM will pay you or cause you to be paid when total commissions due
exceed Fifty Dollars ($50). The PayPal payment or electronic transfer, at the
sole option of MINKGLOVE.COM will be for the applicable commission (less any
taxes required to be withheld pursuant to applicable law). Furthermore, you will
be given a password, which will enable you to receive your sales statistics on a
will pay you commissions on certain product sales to third parties. For a
product sale to generate a referral fee, the customer must follow a special link
(in the format specified by MINKGLOVE.COM) from your site to the MINKGLOVE.COM
site; purchase the product using our automated ordering system; accept delivery
of the product at the shipping destination; and remit full payment to us. We
will pay referral fees for transactions made up to 999 days after the initial
click through from your site, even if the visitor returns directly to the
MINKGLOVE.COM website. Customer Service invoice adjustments and reorders are not
eligible to earn referral fees. Products that are entitled to earn referral fees
under the rules set forth above are hereinafter referred to as "Qualifying
Qualifying Products are defined as all products purchased from MNKGLOVE.COM.com,
excluding gift certificates.
Referral fees will be equal to 10% of net sales for qualifying purchases. You
will earn referral fees based on your Gross Receipts of MINKGLOVE.COM Products,
according to fee schedules to be established by us.
Receipts" shall mean the (a) revenues generated by all sales of MINKGLOVE.COM
Products to those Affiliate customers who (i) "clicked" from your (the
Affiliate) website during the term of this agreement, (ii) then purchased
MINKGLOVE.COM product(s) via MINKGLOVE.COM shopping cart, (iii) products are
shipped by MINKGLOVE.COM, and (iv) MINKGLOVE.COM has received full payment less
(b) refunds, returns, credit card fees and charge backs and shall not include
costs or revenues associated with sales taxes and packaging, gift wrapping,
duties, shipping, handling, rebates, credit card fraud and bad debt, and
6. Commission Payment
When the total commissions due to you exceed $50, we will immediately pay via
PayPal or electronic transfer for the applicable amount, and send a statement of
activity to you. If the balance of your account is less than $50, we will roll
over the balance to the next month.
Payments will be made as stated in Clause 4.
Policies and Pricing
Customers who buy products through this Program will be deemed to be customers
of MINKGLOVE.COM without affecting their status as your customer. Accordingly,
all MINKGLOVE.COM rules, policies, and operating procedures concerning customer
orders, customer service, and product sales will apply to those customers with
respect to their transactions at MINKGLOVE.COM. We may change our policies and
operating procedures at any time consistent with applicable laws. Product prices
and availability may vary from time to time. We will use commercially reasonable
efforts to present current and accurate information, but we cannot guarantee the
availability or price of any particular product.
Identifying Yourself As An Affiliate
will provide you with a graphic image that identifies your site as a participant
in the Program. You must display this image or the words "In association with
MINKGLOVE.COM" somewhere on your site. We may modify the graphic image or this
notice from time to time.
your site is engaged in the practice of directing, transferring, or donating any
portion of the Referral Fees paid to you by MINKGLOVE.COM, you must provide the
following message: "All donations, transfers and pledges of money to any
schools, foundations or other types of charitable or philanthropic organizations
are made at the sole direction of (your site) and, (if applicable) of (your
grant you a nonexclusive, revocable right to use the image and message described
in Section 8 and such other images for which we grant express permission,
including the MINKGLOVE.COM Property, for the sole purpose of identifying your
site as a Program participant and to assist in generating product sales, subject
to the terms and conditions of this Agreement. You may not modify the image, the
message, the MINKGLOVE.COM Property, or any of our images in any way. We reserve
all of our rights in the image, the message, the MINKGLOVE.COM Property, any
other images, our trade names and trademarks, and all other intellectual
property rights. You agree to follow our Trademark Guidelines (see below), as
those may change from time to time. We may revoke your license at any time by
giving you prior notice.
Responsibility for Your Site
will be solely responsible for the development, operation, and maintenance of
your site and for all content that appears on your site. For example, you will
be solely responsible for the technical operation of your site and all related
equipment. The accuracy, timeliness and appropriateness of content posted on
your site (including, among other things, all product-related materials),
ensuring that materials posted on your site do not violate or infringe upon the
rights of any third party (including, for example, copyrights, trademarks,
privacy, or other personal or proprietary rights), ensuring that content posted
on your site is not libelous or otherwise illegal.
disclaim all liability for these matters. Further, you will defend, indemnify
and hold us harmless from all claims, damages, and expenses (including, without
limitation, attorneys' fees) relating to the development, operation,
maintenance, and contents of your Site and/or any of your representations and
warranties set forth herein. You hereby agree to indemnify and hold harmless us
and our affiliates, and their directors, officers, employees, agents,
shareholders, partners, members, and other owners, against any and all claims,
actions, demands, liabilities, losses, damages, judgments, settlements, costs,
and expenses (including reasonable attorneys' fees (any or all of the foregoing
hereinafter referred to as "losses") insofar as such losses, or actions in
respect thereof, arise out of or are based on 1) any claim that our use of the
Affiliate Marks infringes on any trademark, trade name, service mark, copyright,
license, intellectual property, or other proprietary right of any third party,
2) any failure or breach of any representation, warranty, covenant, or agreement
made by you herein, 3) any misuse of our name or trademarks, or 4) any claim
related to your site, including, without limitation, content therein not
attributable to us.
11. Terms of the Agreement
terms of this Agreement will begin upon our acceptance of your 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 prior notice of termination. Upon termination, all MINKGLOVE.COM and
Product related content and links shall be promptly removed from your site. You
are only eligible to earn referral fees on sales of Qualifying Products
occurring during the term, and fees earned through the date of termination will
remain payable only if the related orders are not canceled
or returned. In the event overpayment is made by us, you agree to promptly remit
such excess payment upon notification by us. We may withhold your final payment
for a reasonable time to ensure that the correct amount is paid.
may modify any of the terms and conditions contained in this Agreement, at any
time and in our sole discretion, by posting a change notice or a new agreement
on our site. We will also make commercially reasonable efforts to notify you of
such changes prior to implementation. Modifications may include, for example,
changes in the scope of available referral fees, fee schedules, payment
procedures, and Program rules. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR
ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT. YOUR CONTINUED PARTICIPATION IN
THE PROGRAM FOLLOWING OUR POSTING OF A CHANGE NOTICE OR NEW AGREEMENT ON OUR
SITE AND/OR SENDING YOU THE CHANGE NOTICE WILL CONSTITUTE BINDING ACCEPTANCE OF
Relationship of Parties
and we are independent contractors, and nothing in this Agreement will create
any partnership, joint venture, agency, franchise, sales representative, or
employment relationship between the parties. You will have no authority to make
or accept any offers or representations on our behalf. You will not make any
statement, whether on your site or otherwise, that reasonably would contradict
anything in this Section.
Limitation of Liability
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
Program, even if we have been advised of the possibility of such damages.
make no express or implied warranties or representations with respect to the
Program or any products 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 will be
uninterrupted or error-free, and we will not be liable for the consequences of
any interruptions or errors; however, we will make commercially reasonable
efforts to correct errors or interruptions promptly.
ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO ALL ITS TERMS AND
CONDITIONS. YOU UNDERSTAND THAT WE MAY AT ANY TIME (DIRECTLY OR INDIRECTLY)
SOLICIT CUSTOMER REFERRALS ON TERMS THAT MAY DIFFER FROM THOSE CONTAINED IN THIS
AGREEMENT OR OPERATE WEB SITES THAT ARE SIMILAR TO OR COMPETE WITH YOUR WEB
SITE. YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THE
PROGRAM AND ARE NOT RELYING ON ANY REPRESENTATIONS, GUARANGEE, OR STATEMENT
OTHER THAN AS SET FORTH IN THIS AGREEMENT.
Agreement will be governed by the laws of Hong Kong, a Special Administrative
Region of the People’s Republic of China, without reference to rules governing
choice of laws. Any dispute, difference or claim arising out of or in connection
with this Agreement contract, shall be referred to and determined by arbitration
in Hong Kong using the law of the Hong Kong Special Administrative Region as the
governing law. The Domestic Arbitration Rules of Hong Kong International
Arbitration Centre shall apply to the arbitration proceedings. The place of
arbitration shall be in Hong Kong. There shall be only one arbitrator. The
language of the arbitration shall be English. 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 or agreement not to enforce your strict performance of any provision
of this Agreement in a given instance will not constitute a waiver of our right
to subsequently enforce such provision or any other provision of this agreement.
Guidelines For Using the MINKGLOVE.COM(S) Service Mark
guidelines apply to your use of MINKGLOVE.COM and other trademarks and service
marks belonging to MINKGLOVE.COM (the "Trademarks") in content that has been
approved by us.· You may use the trademark only for purposes expressly
authorized by us.· You may not modify the trademark in any manner. You may not
display the trademark in any manner that implies endorsement of your web site or
business by MINKGLOVE.COM outside of your involvement in the Affiliate Program.·
You may not use the trademark to disparage MINKGLOVE.COM, its products or
services, or in a manner which, in our reasonable judgment, may diminish or
otherwise damage our good will in the service mark.· You must use the TM, or R
symbol as applicable next to the trademarks.· You acknowledge that all rights to
the service mark are our exclusive property and all goodwill generated through
your use of the service mark will inure to our benefit. You must abide by the
following Prohibitions: You may NOT use the name MINKGLOVE.COM, or any variation
thereof, in metatags, hidden text or source code, in your domain name or any
other part of your Universal Record Locator (URL).
the right in our sole discretion to modify these guidelines at any time. We
reserve the right to take action against any use that does not conform to these