Affiliate Agreement

Each participant in the affiliate program offered by MYeMetrics at http://www.myemetrics.com/affiliates/ (the “website”) expressly agrees to this affiliate agreement.

NOTICE: Please read this agreement carefully. Unless you expressly agree and consent to this agreement, you may NOT participate in the affiliate program. By participating in the affiliate program, you are agreeing to comply with and be legally bound by the terms and conditions of this contract. If you do not agree to all of the terms of this agreement, please do not register for the affiliate program.

This agreement incorporates MYeMetrics Terms and Conditions of Use (located on this website) herein as if it were set forth in full.

Throughout this agreement, “affiliate program” refers to the affiliate program operated by Clickbank and “affiliate” or “affiliates” refers to an independent contractor.

AFFILIATES

Each affiliate is an independent contractor of the affiliate program and not an employee. Nothing herein is intended to create an employer/employee relationship. MYeMetrics makes no guarantee of any kind regarding the potential income that can be generated through Affiliate’s participation in the Affiliate Program. Affiliate’s use of this website and any associated services may sometimes be subject to interruption or delay. Due to the nature of the Internet and electronic communications, MYeMetrics and MYeMetrics service providers do not make any warranty that this website or any associated services will be error free, without interruption or delay, or free from defects in design. MYeMetrics will not be liable to affiliates should the MYeMetrics website or the services supplied through this website become unavailable, interrupted or delayed for any reason.

COMMISSIONS & REFERRAL FEES

Whenever someone orders through your affiliate link, your affiliate ID is credited with a referral fee. The rate at which your referral fee is generated can be found on the website and is subject to change at any time. If the website is silent as to the commission rate, then the base rate is 30%.

Clickbank is solely responsible for the tracking of Affiliate Links, handling of payments and distribution of any Commission that is payable to Affiliate.

In relation to all aspects of the ClickBank Affiliate Network including, without limitation, the tracking of Affiliate Links and the payment of Commissions, Affiliate is entering a legal contract directly with ClickBank, and not with MYeMetrics.  MYeMetrics will under no circumstance have any obligation to pay Affiliate any Commission owed to Affiliate, and will under no circumstance have any liability to the Affiliate arising out of any claim relating to the ClickBank Affiliate Network, including Affiliate’s participation therein.

Affiliate and MYeMetrics must both abide by the ClickBank [Terms of Use (“TOU”)] as are published by ClickBank and updated from time to time at http://www.clickbank.com/terms.html

Commissions are paid to Affiliate by ClickBank via the ClickBank Affiliate Network. All payments and transactions are handled by ClickBank.

Commissions paid in relation to the ClickBank Affiliate Network are based on product prices and the commissions’ structure as determined by MYeMetrics.  MYeMetrics reserves the right to change the product prices and commissions’ structure at its absolute discretion without prior notice to Affiliate.

Affiliate will only receive a Commission for a sale tracked through Affiliate’s Affiliate Link by ClickBank. Affiliate has no right to a Commission if a sale of a good or service occurs as a result of a customer arriving at or returning to the MYeMetrics website through an Affiliate Link that is not associated with Affiliate.  MYeMetrics has no responsibility and no ability to redistribute a Commission to a different affiliate, including to Affiliate, after a sale has occurred.

Commissions are payable to Affiliate by ClickBank in accordance with ClickBank’s Terms of Use agreement.

MYeMetrics has no control, authority, or responsibility with respect to Commissions or in relation to any changes made by ClickBank to ClickBank’s TOU, including ClickBank’s payment or transaction procedures for Commissions.

Any dispute in relation to the ClickBank Affiliate Network will be handled by ClickBank. MYeMetrics has and takes no responsibility for the acts or omissions of any Affiliate or any claim, action, or disputes brought by or against any Affiliate or any person in relation to the MYeMetric website or any MYeMetric product/service.

INCOME TAX LIABILITIES

Each affiliate acts as an independent contractor and as such is responsible for any or all United States, state, or foreign income taxes and any other tax liabilities that affect or concern.

SPAM & UNSOLICITED COMMERCIAL EMAIL (UCE)

The Program Operator does not tolerate the sending of unsolicited bulk emails (UCE or SPAM) which promote, or make reference to the Program Operator, or any of their associated companies or websites, Partners, or employees, the websites, products or services. The provisions of the Terms and Conditions pertaining to UCE or SPAM shall apply to each affiliate. Any affiliate who, in the opinion of the Program Operator, breaches this rule will have their affiliate status cancelled and any outstanding commissions will be forfeited.

UNPROFESSIONAL CONDUCT

The Program Operator and their associated companies operate with the strictest codes of professional conduct.  As such:

  • Affiliates must not publish or link to MYeMetrics from any adult, gambling or offensive website.
  • Affiliates must not engage in any activity that cause harm to the MYeMetrics service or reputation.
  • Affiliates must not misrepresent or over exaggerate the MYeMetrics service.
  • Affiliate must not register and/or use domains with the wording ‘MYeMetrics’ or any similar term contained within such domains.
  • Affiliates must not disparage or misrepresent MYeMetrics in anyway, in particular using words like “scam” or “rip-off” or any similar words.
  • Affiliates must not bid on or otherwise attempt to acquire any rights to any MYeMetrics copyrights, service-marks or trademarks.
  • Affiliates must not promote MYeMetrics on any website with inappropriate or defamantory content.
  • Affiliates must not display the MYeMetrics website using an iFrame or similar (either the sales page or entire site) on their own domain.
  • Affiliates accept the terms of this Agreement by promoting this program in any way shape or form.
  • Affiliates accept that is their sole responsibility to ensure the affiliate link is implemented correctly to receive commissions for any marketing activities.  MYeMetrics is not responsibile for any failure to receive commissions.

RIGHTS TO MODIFY AGREEMENT

The Program Operator, and its associated companies may, in good faith, modify any of this agreement and/or the Terms and Conditions (including the affiliate Commission Schedule), at any time and at its sole discretion, by posting a change notice or a new agreement on the website. These changes will come into force immediately upon posting. The affiliate’s continued participation in the affiliate program following the said posting of a change notice or new agreement shall constitute binding acceptance by the affiliate of the change.

If any modification to this agreement is not acceptable to the affiliate, the affiliate’s only recourse is to terminate this agreement. Upon termination of this agreement, the former affiliate must remove all affiliate links and graphics from its web site, and refrain from publishing same in any manner whatsoever.

AS-IS ONLY

There is no warranty or guarantee of any kind with respect to the Program Operator system as far as reliability, stability, quality or dependability. This means that the Program Operator, or its associates is not responsible for any loss or damage incurred directly or indirectly due to the use of the Program Operator website, products, services, or any other facet of the system. This shall include, but is not limited to, any system malfunction, period of being inoperative or unavailable, loss of data or discontinuation of service, other inconveniences.

FEES

Affiliates shall be charged NO FEE by the Program Operator for setting up an account to join affiliate programs or to join any program.

ELECTRONIC COMMUNICATIONS & EMAIL

The Program Operator requires your primary email address be listed in your affiliate Profile. Affiliates will not be able to use the website or participate in the affiliate program until their email addresses are verified. You consent to receive communications from the Program Operator electronically. The Program Operator will communicate with you by email or by posting notices on this site. You agree that all agreements, notices, disclosures and other communications that the Program Operator provides to you electronically satisfy any legal requirement that such communications be in writing

MYEMETRICS INTELLECTUAL PROPERTY AND BRAND

MYeMetrics reserves the rights to any and all intellectual property that exist on this website including such things as trademarks, copyright, text, videos, illustrations, photographs, layout, logo, USP, design or source code belonging to MYeMetrics.  Unless given permission affiliates may not copy, modify or adapt any Intellectual Property that belongs to MYeMetrics.

Affiliates are not permitted to attempt to acquire any MYeMetrics brand name keywords in respect to domain names or search engines terms.

Affiliates are not entitled to use the MYeMetrics service without charge and are not allowed any proprietary information about the MYeMetrics service.

WARRANTIES

While MYeMetrics strives to ensure that the MYeMetrics service performs to a world class standared MYeMetrics does not give any warranty or other assurance as to the content of material appearing on the MYeMetrics website, its accuracy, completeness, timeliness or fitness for any particular purpose. To the maximum extent permitted by law, MYeMetrics provides the MYeMetrics service on an “as is” basis without any warranties, representations, or guarantees of any kind (whether, express, implied, statutory or otherwise) including, but not limited to, warranties of non-infringement, merchantability, or fitness for a particular purpose. Although MYeMetrics strives to prevent the introduction of viruses or other malicious code (together, ‘malicious code’) to the MYeMetrics website, MYeMetrics does not guarantee or warrant that the MYeMetrics website, or any data available from it, does not contain malicious code. MYeMetrics will not be liable for any damages or harm attributable to malicious code. Affiliate is responsible for ensuring that the process that Affiliate employs for accessing this website does not expose Affiliate’s computer system to the risk of interference or damage from malicious code.

LIMIATATION OF LIABILITY

To the extent legally permitted, in no event shall MYeMetrics or its affiliates, distributors, licensors, and agents, or any of its or their directors, employees, and agents be liable as a result of Affiliate’s use of the MYeMetrics website or participation in the ClickBank Affiliate Network for direct, indirect, special, incidental, punitive or consequential damages, losses or expenses, including without limitation, loss resulting from business disruption, loss of data, lost profits, lost goodwill, or damage to systems or data, howsoever arising, including without limitation, though an action in contract, tort (including negligence) or otherwise, even if MYeMetrics or its affiliates, distributors, licensors, and agents, or any of its or their directors, employees, and agents have been advised of the possibility of such damages.

MISCELLANEOUS PROVISIONS

a) If any part of this agreement or the Terms and Condition is declared void, this agreement and the Terms and Conditions shall, to the maximum practicable extent, be construed without reference to that part. No term or provision of the Agreement shall be waived unless in writing and signed by the party waiving the provision and any waiver shall apply only to the specific event or situation which it describes and shall not be continuing. No affiliate may assign or sublicense this agreement without the Program Operator’s prior written consent.

b)  IF THE FOREGOING LIMITATIONS OR THE LIMITATIONS WITHIN THE TERMS AND CONDITIONS ARE HELD TO BE UNENFORCEABLE, THE PROGRAM OPERATOR’S LIABILITY FOR DAMAGES UNDER THIS AGREEMENT TO ANY PERSON OR ENTITY SHALL NOT EXCEED THE AMOUNT OF FEES PAID BY THAT PERSON OR ENTITY FOR THE PRODUCT, SERVICE, AND OR EBOOK OR SOFTWARE (LICENSE).

c) To the extent you have in any manner violated or threatened to violate the Program Operator”s intellectual property rights, the Program Operator may seek injunctive or other appropriate relief in any court located in New Zealand and you consent to exclusive jurisdiction and venue in such courts. Use of the Program Operator website is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including without limitation this paragraph. You agree that no joint venture, partnership, employment, or agency relationship exists between you and the Program Operator as a result of this agreement or use of the website, products, and/or services. The Program Operator’s performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of the Program Operator’s right to comply with governmental, court and law enforcement. If any provision is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

d) This Agreement shall be governed and construed in accordance with the laws of New Zealand applicable to agreements made and to be performed in New Zealand. You agree that any legal action or proceeding between the Program Operator and you for any purpose concerning this agreement or the parties’ obligations hereunder, will first attempt to be resolved with the help of a mutually agreed-upon online mediator. Any costs and fees (other than attorney fees) associated with the mediation will be shared equally by each of us.

e) If it proves impossible to arrive at a mutually satisfactory solution through online mediation, we agree to submit the dispute to binding arbitration at the following location: for legal actions or proceedings between the Program Operator and you, in New Zealand under the commercial rules of the American Arbitration Association. Judgment upon the award rendered by the arbitration may be entered in any court with jurisdiction to do so.

In no case shall you have the right to go to court or have a jury trial. You will not have the right to engage in pre-trial discovery except as provided in the rules; you will not have the right to participate as a representative or member of any class of claimants pertaining to any claim subject to arbitration; the arbitrator’s decision will be final and binding with limited rights of appeal.

f) Any cause of action or claim you may have with respect to the website, the products, the services, or the eBook(s), must be commenced within ninety (90) days after the claim or cause of action arises or such claim or cause of action is barred. The Program Operator”s failure to insist upon or enforce strict performance of any provision of this agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this agreement. The Program Operator may assign its rights and duties under this agreement to any party at any time without notice to you. Use of headings in this document is for convenience only and does not identify legal boundaries or terms explicitly.

g) The Program Operator may modify this agreement, and the agreement this creates, at any time, simply by updating this posting and without notice to you. This is the ENTIRE agreement regarding all the matters that have been discussed.

h) The Program Operator may transfer any rights or responsibility that it may have to any person or entity whatsoever. Nothing herein shall alter or encumber the right of the Program Operator to transfer any such rights or responsibilities. Any transfer by the Program Operator shall cause this agreement, and any other agreement then in effect (as well as any other contract between you and the transferring party) to transfer simultaneously, all without permission.

Any rights not expressly granted herein are reserved.

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