This Agreement contains the complete terms and conditions that apply to an individuals or entity’s participation in the UAB DKD (Dating.lt) Affiliate Program (the “Program”). As used in this Agreement, “we” means UAB DKD and “you” means the applicant. “Site” means a World Wide Web site and, depending on the context, refers either to UAB DKD site, located at the URL www.dating.lt, or to any site that you will link to our site (and which you will identify in your Program application).
Enrollment in the Program
We will evaluate your application once you submit a complete Program application via our site 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.
Customizing Your Site
Once you have been notified that your site has been accepted into the Program, you will have full control over your co-brand site design, by using online management tools.
You will earn up to 50% commission on new subscription revenue. Gross receipts only include funds collected via a valid credit card, check, money order or other means and does not include refunds, returns, uncollected items, fraud or any reimbursements for costs of collection.
If subscriptions are later refunded to the customer or charged back by the customer, or if a customer’s check is returned by the issuing bank, the referral fee will be deducted from the next payment sent to the Partner. UAB DKD reserves the right to terminate any partner whose site(s) generate an unacceptable number of charge backs or bad checks, at our discretion.
Payment of Commission
You will be paid commissions on an approximate monthly basis. We will send payment within approximately 30 days of the end of any calendar month where your account balance exceeds $100. We will send you a check or wire transfer for the commissions earned, less any taxes that we are required by law to withhold. However, if the commissions payable to you for any month are less than $100, we will hold those commissions until the total amount due is at least equal to the Commission Payment minimum rate ($100). The Commission Payment payment could change at any time or from time to time.
Dating.lt prohibits you from engaging in any form of unsolicited commercial emailing (commonly referred to as “spamming”) or the sending of e-mails that are misleading, spoofed, contain misleading subject lines, contain inaccurate or misleading sender or recipient data, or violate applicable State or Federal Statutes. For the purposes of Dating.lt definition, spamming also includes similar, abusive behavior in a third party “chat room” or website or the sending of unsolicited or misleading Instant Messages, Chatroom, Newsgroup, ICQ or IRC messages. Such behavior could include automatically sending scripted text (and website URLs) disguised as “chat” or conversation into any third party chat room. Dating.lt at its own discretion and not as its exclusive remedy, reserves the right to suspend, terminate or by any other method, discipline any partner without further notice or pay if it is determined that the partner was spamming or in violation of this provision or in violation of applicable law. You hereby represent, agree, and warrant that you shall only send commercial e-mail to those who opted-in and consented to receive such commercial e-mail and you further represent, agree, and warrant that as proof of the above you shall maintain, use, and update in real time an “E-Mail Database” that contains a full audit trail of all persons or entities who opted-in and consented to receive any commercial e-mail advertisements sent by you (or at your request) during the term of this agreement including, the date of the opt-in consent, the manner, date, time, location (URL if by web form), scope, and method of the opt-in consent, the e-mail address (and PII and/or Static IP address if obtained) that opted-in, and all the e-mails sent to such e-mail address, and requests to opt-out by such e-mail address along with the manner, date, time, location (URL if by web form), scope, and method of such opt-out. You hereby agree to act expeditiously to remedy any and all complaints of spam or unsolicited commercial e-mail, including but not limited to, opting-out such persons from receiving further e-mails from you. You further agree to fully and immediately respond to any and all requests or queries we make of you requesting information and/or written reports of data located in the E-Mail Database. In addition, you agree to make immediately available to us for inspection and querying, upon our demand of you during the term of this agreement and for five years after termination, the E-Mail Database in a usable and secure manner remotely or in person at our discretion. You also agree to preserve the integrity of the data in the E-Mail Database, to, amongst other things, provide evidence of opt-in consent of all e-mails sent during the term(s) of this agreement, and all such E-Mail Database data will be preserved (and not erased or destroyed) during the term of this agreement and for at least five years thereafter.
Responsibility for Your Site
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 and linking those descriptions to our catalog 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.
We reserves the right to issue warnings to, or cancel the accounts of, any of your partner site’s members, at its sole discretion and without notification, regardless of any fees paid.
Term of the Agreements
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 we may terminate this Agreement at any time, with or without cause, by informing other party about termination by e-mail. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid.
Modification of Agreement
We 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. Modifications may include, for example, changes in the scope of available commissions, payment procedures, and Program rules. If any modification or change 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.
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 Section.
You are solely responsible for any taxes due as a result of any commissions earned by you hereunder. This includes federal, state and local income taxes, self-employment taxes, unemployment insurance, state disability, social security, or any other payments owed to government entities.
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.
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.
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.