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Program Participation Agreement
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Join
Us!
Affiliate
Agreement
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This Agreement describes the terms
and conditions that apply to participation in the
Northshire Bookstore Affiliate Program (the "Program").
As used in this Agreement, "Northshire" means the
Northshire Information, Inc., "you" means the applicant,
"Site" means a World Wide Web site and, depending
on the context, refers either to Northshire Bookstore's
site (http://www.northshire.com or an associated
Northshire link) or to the site that you will link
to our site.
1.
Registration and Review
Once you have provided all the necessary information
and have submitted your application, we will contact
you with your user name and setup information.
The Northshire Bookstore reserves the right to
reject an application if we determine that the site
is not an appropriate affiliation. Sites may be
rejected if they are deemed by the Northshire to
be illegal, defamatory, sexually explicit, harassing,
violent, discriminatory, or otherwise objectionable
or incompatible.
2.
Links On Your Site
You must provide a link from your site to your Affiliate
page; precise text for this link will be outlined
in your registration information.
3.
Featured Product
Northshire Bookstore will handle product orders
placed by customers who follow links from your site
to your Northshire Bookstore Affiliate Page. Northshire
may reject orders that do not comply with its requirements.
Northshire will be responsible for all aspects of
order processing, including order entry, payment
processing, shipping, cancellations, returns, and
related customer service. Northshire will track
sales made to customers who purchase products through
the Affiliate Program. The sales data relating to
purchases made through your site will be available
for review in your Affiliate Administration Area.
You may select the Featured Products from those
listed on our site for your Northshire Affiliate
section by entering them in the Affiliate Administration
Area: A product is any product listed for sale on
our site, certain restrictions apply to "one-of-a-kind"
items such as used books and used vinyl. You may
add or delete products at any time without our approval.
If there are any items that we do not currently
carry feel free to send us an email with your suggestions.
4. Commissions
As provided herein, Northshire will pay you a commission
on product sales made under the Program. In order
for a commission to become due, the purchaser must
follow a link from your site to your Affiliate Page,
purchase a product using our automated ordering
system, accept delivery, and pay in full. Northshire
will not pay commissions on products that are purchased
directly from Northshire or from its online catalog
(instead of through a link from your site).
You will earn commissions based on qualifying revenues
according to the commission schedule below. "Qualifying
revenues" are net revenues derived by us from our
sales of qualifying products, after deducting costs
for taxes, shipping, handling, service charges,
credit card processing fees, and bad debt. The current
referral fee schedule is:
15% of Qualifying Revenues from the sale of each
product appearing as a Featured Product on your
Affiliate Page, that is added to the customer's
Shopping Cart from the Affiliate Page reached through
a link from your site.
5% of Qualifying Revenues from sales of:
Products purchased by customers which are not currently
listed as Featured Products, which are added to
the customer's Shopping Cart after arriving at the
Northshire site via your Affiliate Link.
Products appearing on your Affiliate Page that have
been determined to be ineligible for the 15% commission
- Affiliates will be notified upon selection of
such products, and will have the option to leave
them as features at the 5% commission rate.
You will only be entitled to commissions earned
during the term of this Agreement, and commissions
will be payable only if the particular product orders
are not canceled or returned. Northshire may withhold
final payment for a reasonable time to ensure that
the correct amount is paid.
5. Payment
of Commissions
Northshire will send you a check for the commissions
on a quarterly basis (less any taxes required to
be withheld under applicable law), with a statement
of sales activity, approximately 30 days after the
end of each quarter. If, however, your commissions
earned during a given quarter do not exceed one
hundred dollars ($100.00), then you will be paid
your accrued but unpaid commissions at the end of
the next succeeding quarter. Regardless of the how
small an amount has accrued in your commission account,
it will be paid in full at no more than six-month
intervals.
6.
Pricing of Products
All Northshire Bookstore prices, policies and procedures
will apply to purchasers under the Program. Northshire
may change its prices, policies and procedures at
any time.
7. Identification
of Participation
Northshire will provide you with certain text and/or
graphic images that identify your site as a Program
participant, which you may display on your site.
8.
License
Northshire grants you a non-exclusive, revocable
right to use the text and images it provides, or
other approved text or images for which it grants
express permission, solely for the purpose of identifying
your site as a Program participant. Northshire reserves
all rights in icons, text, images, trade names and
trademarks, and all other intellectual property.
Northshire may revoke your license at any time by
giving you written notice.
9. Responsibilities for Your Site; Indemnification
You alone are responsible for the operation and
maintenance of your site, and Northshire disclaims
all liability for such matters. You must comply
with all applicable copyright and other laws. You
will indemnify and hold Northshire harmless from
all claims, damages, and expenses (including attorneys'
fees) relating to the operation and maintenance
of your site.
10.
Term
The term of this Agreement will begin upon our acceptance
of your application and will end when terminated
by either party. You or Northshire may terminate
this Agreement at any time, with or without cause,
by giving the other party written notice of termination.
11. Modification of Agreement
Northshire may modify any of the terms and conditions
contained in this Agreement by posting a change
notice or a new agreement on our affiliate information
page at http://www.northshire.com/affiliates.html
and by email notification. If you continue to participate
in the Program after modifications are posted, you
thereby agree to be bound by the Agreement as modified.
12.
Status of Parties
You and Northshire Information, Inc. are independent
contractors and nothing in this Agreement will create
any partnership, joint venture, agency, franchise,
sales representative, or employment relationship
between the parties. Neither party shall make or
accept any offers or representations on each other's
behalf, nor will either party make any statement,
which reasonably could contradict this Section 12.
13.
Limitation of Liability
Northshire 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 Northshire has
been advised of the possibility of such damages.
Further, our aggregate liability arising with respect
to this Agreement and the Program will not exceed
the total referral fees paid or payable to you under
to this Agreement.
14.
Disclaimers
Northshire makes 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). Northshire will not be liable for the consequences
of any site interruptions or errors.
15.
Independent Investigation
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT
AND AGREE TO ALL ITS TERMS AND CONDITIONS. YOU UNDERSTAND
THAT NORTHSHIRE 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 REPRESENTATION, GUARANTEE, OR STATEMENT OTHER
THAN AS SET FORTH IN THIS AGREEMENT.
16.
Miscellaneous
The laws of the United States and the State of Vermont
will govern this Agreement, without reference to
rules governing choice of laws. Any action relating
to this Agreement must be brought in the federal
or state courts located in Vermont, and you irrevocably
consent to the jurisdiction of such courts. You
may not assign this Agreement, by operation of law
or otherwise, without Northshire's 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. Failure to enforce your
strict performance of any provision of this Agreement
will not constitute a waiver of Northshire's right
to subsequently enforce such provision or any other
provision of this Agreement.
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