This Agreement contains the complete terms and
conditions that apply to an individual's or entity's
participation in the Haseldine Winners International
Pty. Ltd. Affiliate Program (the "Program").
As used in this Agreement, "we" means Haseldine
Winners International Pty. Ltd., and "you" means
the applicant. "Site" means a World Wide Web site
and, depending on the context, refers either to
Haseldine Winners International Pty. Ltd's site
located at the URL www.garyhaseldine.com or to any
site that you will link to our site (and which you
will identify in your Program application).
1. Enrollment in the Program. To begin the enrollment
process, you will submit an application via our
website. We will evaluate your application in good
faith and will notify you of your acceptance or
rejection. We may reject your application if we
determine (in our sole discretion) that your site
is unsuitable for the Program. If we reject your
application, you are welcome to reapply to the Program
at any time. You should also note that if we accept
your application and your site is thereafter determined
(in our sole discretion) to be unsuitable for the
Program, we may terminate this Agreement.
2. Links on your Site. Once you have been notified
that you have been accepted into the Program, you
may provide on your site one or more links to the
GaryHaseldine.com home page at http://www.GaryHaseldine.com.
We will provide you with html and graphics to use
in linking to our home page.
To permit accurate tracking, reporting and referral
fee accrual, we will provide you with special "tagged"
link formats to be used in all links between your
site and our site. You must ensure that each of
the links between your site and our site properly
utilizes such affiliate link formats.
Links to our site placed on your site pursuant
to this Agreement and which properly utilize such
affiliate link formats are referred to as "Affiliate
Links." You will only earn referral fees with respect
to activity on our site occurring directly through
Affiliate Links: we will not be liable to you with
respect to any failure by you to use Affiliate Links,
including to the extent that such failure may result
in any reduction of amounts which would otherwise
be paid to you pursuant to this Agreement.
3. Order Processing. We will process product orders
placed by customers who follow Affiliate Links from
your site to our site. We reserve the right to reject
orders that do not comply with any requirements
that we periodically may establish. We will be responsible
for all aspects of order processing and fulfillment.
Among other things, we will prepare order forms
and process payments, cancellations and returns
and handle customer service. We will track sales
made to customers who purchase products using Affiliate
Links from your site to our site and will make available
to you reports summarizing this sales activity.
The form, content and frequency of the reports may
vary from time to time at our discretion.
4. Referral Fees. We will pay you referral fees
on certain product sales to third parties. For a
product sale to be eligible to earn a referral fee,
the customer must follow a Affiliate Link from your
site to our site, select and 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 not, however, pay referral fees on any
products that are purchased through any device (an
"Internet Access Appliance") which provides Internet
access but does not present our site or permit users
to access and interact with our site, in the same
manner as a desktop computer (e.g., mobile devices
such as cellular telephones or PDAs which may only
access limited or modified versions of our site).
You may not purchase products during sessions initiated
through the links on your site for your own use,
for resale or for commercial use of any kind. This
includes orders for customers or on behalf of customers
or orders for products to be used by you or your
friends, relatives or associates in any manner.
Such purchases may result (in our sole discretion)
in the withholding of referral fees or the termination
of this Agreement. Products that are eligible to
earn referral fees under the rules set forth above
are referred to as "Qualifying Products." In addition,
you may not: directly or indirectly offer any person
or entity any consideration or incentive (including,
without limitation, payment of money including any
rebate, or granting of any discount or other benefit)
for using Special Links on your site to access our
site (e.g., by implementing any "rewards" program
for persons or entities who use Special Links on
your site to access our site); post any Special
Links on any Web site or other platform that is
accessible through any Internet Access Appliance;
read, intercept, record, redirect, interpret or
fill in the contents of any electronic form or other
materials submitted to us by any person or entity;
in any way modify, redirect, suppress or substitute
the operation of any button, link or other interactive
feature of our site; make any orders, subscription
requests or engage in other transactions of any
kind on our site on behalf of any third party, or
authorize, assist or encourage any other person
or entity to do so; take any action which could
reasonably cause any customer confusion as to our
relationship with you, or as to the site on which
any functions or transactions (e.g., search, order,
browse, etc.) are occurring; or post or serve any
advertisements or promotional content around or
in conjunction with the display of our site (e.g.,
through any "framing" technique or technology or
pop-up windows), or assist, authorize or encourage
any third party to take any action. If we determine,
at our sole discretion, that you have engaged in
any of the foregoing activities, we may (without
limiting any other rights or remedies available
to us) withhold any referral fees otherwise payable
to you under this Agreement and/or terminate this
Agreement.
You will earn referral fees of 5% based on sales
of "Referred Affiliates". "Referred Affiliates"
are Affiliates who join our program after being
referred via your Affiliate Link. 5% of revenues
derived by us from our sales via "Referred
Affiliates", excluding costs for shipping,
handling, gift-wrapping, taxes, service charges,
credit card processing fees and bad debt.
5. Referral Fee Payment. We will pay you referral
fees on a quarterly basis. Approximately 30 days
following the end of each calendar quarter, we will
send you a check for the referral fees earned on
our sales of Qualifying Products that were shipped
during that quarter, less any taxes that we are
required by law to withhold. However, if the referral
fees payable to you for any calendar quarter are
less than AU$50.00, we will hold those referral
fees until the total amount due is at least AU$50.00
or (if earlier) until this Agreement is terminated.
If a Product that generated a referral fee is returned
by the customer, we will deduct the corresponding
referral fee from your next quarterly payment. If
there is no subsequent payment, we will send you
a bill for the referral fee.
6. Policies and Pricing. Customers who buy products
through this Program will be deemed to be customers
of GaryHaseldine.com. Accordingly, all GaryHaseldine.com
rules, policies and operating procedures concerning
customer orders, customer service and 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 under this
Program in accordance with our own pricing policies.
Product prices and availability may vary from time
to time.
You may not make any press release with respect
to this Agreement or your participation in the Program
without our prior written consent, which may be
given or withheld at our sole discretion. In addition,
you may not in any manner misrepresent or embellish
the relationship between us and you or express or
imply any relationship or affiliation between us
and you or any other person or entity except as
expressly permitted by this Agreement (including
by expressing or implying that GaryHaseldine.com
supports, sponsors, endorses or contributes money
to any charity or other cause). We grant you a nonexclusive,
revocable right to use the graphic image and text
described above images for which we grant express
permission, solely for the purpose of promoting
our products and to assist in generating product
sales.
You may not modify the graphic image in any way.
We reserve all of our rights in the graphic image,
any other images, our trade names and trademarks,
and all other intellectual property rights.
You agree to follow our trademark guidelines; those
guidelines may change from time to time. We may
revoke your license at any time by giving you written
notice. You will be solely responsible for the development,
operation and maintenance of your site and for all
materials that appear on your site.
For example, you will be solely responsible for
the technical operation of your site and all related
equipment creating and posting product descriptions
on your site, the accuracy and appropriateness of
materials 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 materials posted on your site are not libelous
or otherwise illegal. We disclaim all liability
for these matters.
Further, you will 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.
7. Term of the Agreement. The term of this Agreement
will begin upon our acceptance of your Program application
and will end when terminated by either party. Either
you or GaryHaseldine.com may terminate this Agreement
at any time, with or without cause, by giving the
other party written notice of termination. Upon
the termination of this Agreement for any reason,
you will immediately cease use of and remove from
your site all links to our site, and all GaryHaseldine
trademarks, trade dress and logos, and all other
materials provided by or on behalf of us to you
pursuant hereto or in connection with the Program.
You are eligible only to earn referral fees on
our sales of Products occurring during the term,
and referral fees earned through the date of termination
will remain payable only if the related orders are
not canceled or returned. We may withhold your final
payment for a reasonable time to ensure that the
correct amount is paid.
8. Modification. We may modify any of the terms
and conditions contained in this Agreement, at any
time and at our sole discretion, by posting a change
notice or a new agreement on our site. Modifications
may include, for example, changes in the scope of
available referral fees, referral 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 WILL CONSTITUTE BINDING ACCEPTANCE OF
THE CHANGE.
9. Relationship of Parties. You 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 Agreement.
10. Limitation of Liability. We 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. 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 this Agreement.
11. Disclaimers. We 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.
12. YOU 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 REPRESENTATION, GUARANTEE, OR STATEMENT OTHER
THAN AS SET FORTH IN THIS AGREEMENT.
13. Miscellaneous. This Agreement will be governed
by the laws of Australia and the state of Victoria,
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 Melbourne,
Victoria, and you irrevocably consent to the jurisdiction
of such courts.
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 to enforce your strict performance
of any provision of this Agreement will not constitute
a waiver of our right to subsequently enforce such
provision or any other provision of this Agreement.
Please print this agreement and Click
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Enrollment Application. Or here
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