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affiliate terms & conditions
AFFILIATE TERMS AND CONDITIONS
This Agreement contains the complete terms and conditions
that apply to an individual's or entity's participation
in the Garden Plum Affiliates Program (the "Program").
As used in this Agreement, "we" (and "us"
and "our") means Garden Plum Enterprises; Wendy
J. Stevens, Sole Proprietor dba Garden Plum Enterprises,
and "you" (and "your") means the applicant.
"Site" means a World Wide Web site and, depending
on the context, refers either to our site at http://www.gardenplum.com
or to your site. Save for our obligation to pay referral
fees under Section 4, which may be performed solely by us,
we may cause any of our obligations under this Agreement
to be fulfilled by any of our affiliates, including Garden
Plum Enterprises, on our behalf.
1. Enrollment in the Program
To begin the enrollment process, you
need to apply using the appropriate form found on
https://secure.hvhm.net/~gardenplum/Merchant2/merchant.mvc?&Screen=AFAE.
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 (at our sole discretion)
that your site is unsuitable for the Program. Unsuitable
sites include, but are not limited to, those that:
1. promote sexually explicit materials
2. promote violence
3. promote discrimination based on race, sex, religion,
nationality, disability, sexual orientation, or age
4. promote illegal activities
5. breach intellectual property rights
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 (at our sole discretion) to be unsuitable for
the Program, we may terminate this Agreement.
2. Links on Your Site
We grant you a revocable, non-exclusive,
worldwide, royalty-free license for the duration of the
term of this Agreement, solely for purposes of facilitating
referrals from your site to our site, to establish and maintain
lists, links and search boxes as contemplated below:
Product Links: Products eligible for commissions
are inclusive of all products available in the store at
http://www.gardenplum.com/Merchant2/merchant.mvc. This agreement
does not include any other type of product or products located
in any other part of our site or any products not fulfilled
directly by us. For the Product, you will display on your
site a short description, review, or other reference. You
will be responsible for the content, style and placement
of these references. Suggested graphics and descriptive
texts will be made available to you and you are recommended
to use them. You will provide a special link (as defined
below) from the Product reference on your site to the corresponding
Garden Plum entry. Each link will connect directly to a
single item in the GardenPlum store, using a special link
format that we give you (a "special" link). You
may add or delete Products (and related links) from your
site at any time without our approval. You may not list
Products on your site that are not "Products"
as defined above.
Except for the license granted under this
Section 2, you do not obtain any rights under this Agreement
in any intellectual property, including, without limitation,
any intellectual property with respect to the Special Links,
link formats, technical specifications, guidelines or graphical
artwork referenced above, or with respect to the GardenPlum
domain name.
3. Order Processing
We will process Product orders placed
by customers who follow Special Links from your site to
the Garden Plum web 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. Among other things, we will
prepare order forms; process payments, cancellations and
returns; and handle customer service. We will track sales
made to customers who purchase Products using Special Links
from your site to our site and will send you reports summarizing
this sales activity. The form, content and frequency of
the reports may vary from time to time at our discretion.
To permit accurate tracking, reporting and fee accrual,
you must ensure that the Special Links between your site
and our site are properly formatted. We will not be liable
for paying referral fees on purchases that are not correctly
tracked and reported because the links between your site
and our site are not properly formatted.
4. Referral Fees
For a product sale to generate a referral
fee, the customer must follow a Special Link (in the format
specified by us) from your site to the Garden Plum web site;
purchase the Product on the Garden Plum site using our automated
ordering system; accept delivery of the Product at the delivery
destination and remit full payment to Garden Plum. We will
not, however, pay referral fees on any Products that are
purchased after the customer has re-entered our site, unless
the browser cookie is still intact or they have returned
to your site and followed a link from your site to our site.
Further, we will not pay referral fees on any Products purchased
from any site operated by us, or sites belonging to anyone
that is not our affiliate.
The Program is intended for commercial use
only and you may not purchase Products through the Program
for your own use. In addition to any other rights we may
have, such purchases may result (at our sole discretion)
in (a) the withholding of referral fees and/or (b) the termination
of this Agreement. You acknowledge that these remedies,
while not exclusive, are a reasonable assessment of the
damage we will suffer as a result of a breach of this clause
by you. Products that are entitled to earn referral fees
under the rules set forth above are hereinafter 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 or awarding
of any benefits) for using Special Links on your site to
access our site (eg: by implementing any "rewards"
program for persons or entities who use Special Links on
your site to access our site). If we determine, in our sole
discretion, that you have offered any person or entity any
such consideration or incentive, we may (without limiting
any other rights or remedies available to us) withhold any
referral fees otherwise payable to you under this Agreement.
5. Fee Payment
We will pay you referral fees in USD
by company check once your account accrues $25. A check
will be sent no later than 30 days after your account has
accrued said amount. We will send you payment for the referral
fees earned on Qualifying Products that were dispatched,
less any taxes that we are required by law to withhold.
However, if the fees payable to you are less than $25.00,
we will hold those fees until the total amount due is at
least $25.00 or (if earlier) until this Agreement is terminated.
If the customer returns a Product that generated a referral
fee we will deduct the corresponding fee from your next
quarterly payment. If there is no subsequent payment, we
will send you an invoice for the fee.
6. Policies and Pricing
For the avoidance of doubt, customers
who buy Products through this Program will be customers
of Garden Plum Enterprises. Accordingly, all Garden Plum
Enterprises rules, policies and operating procedures concerning
customer orders, customer service and Product sales will
apply to those customers. Such policies and operating procedures
may be changed at any time. For example, Garden Plum Enterprises
will determine the prices to be charged for Products sold
under this Program in accordance with its own pricing policies.
Product prices and availability may vary from time to time.
Because price changes may affect Products that you already
have listed on your site, you must not include price information
in your Product descriptions.
Garden Plum Enterprises will use commercially
reasonable efforts to present accurate information, but
we cannot guarantee the availability or price of any particular
Product.
7. Identifying Yourself as an Affiliate
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 in our sole discretion. You may e-mail info@gardenplum.com
if you wish to get written consent.
8. Limited License
We grant you a nonexclusive, revocable
right to use the icon described in Section 2 and such other
images for which we grant express permission, solely for
the purpose of identifying your site as a Program participant
and to assist in generating Product sales. You may not modify
the icon or any of our images in any way. We reserve all
of our rights in the icon, any other images, our trade names
and trademarks, and all other intellectual property rights.
We may revoke your license at any time by giving you written
notice.
9. 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 the Garden Plum store using Special Links and special
link formats provided by us; 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 breach 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 defamatory
or illegal. We and our affiliates disclaim all liability
for these matters. Further, you will indemnify and hold
us and our affiliates harmless from all claims, damages
and expenses (including, without limitation, legal fees)
relating to the development, operation, maintenance and
contents of your site.
10. 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 we may
terminate this Agreement at any time, with or without cause,
by giving the other party written notice of termination.
You are only eligible to earn referral fees on sales of
Qualifying Products occurring during the term and fees earned
up to the date of termination will remain payable only if
the related orders are not cancelled or returned. We may
withhold your final payment for a reasonable time to ensure
that the correct amount is paid. Upon termination of this
Agreement, you must promptly return to us, or at our request,
destroy any and all of our intellectual or proprietary property,
information and/or materials in your possession and, subject
to receiving written consent to the contrary from us, and
remove all hypertext links to our site from your site.
11. 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, 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.
12. 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 or our respective
affiliates. You will have no authority to make or accept
any offers or representations, guarantees or warranties
on our or our affiliates' behalf, including with respect
to our or our affiliates Products or services. You will
not make any statement or representation, whether on your
site or otherwise, that you are connected or affiliated
with us or our site other than for the purpose of referring
users to our site as contemplated under this Agreement,
or that otherwise reasonably would contradict anything in
this Section.
13. Limitation of Liability
Neither we nor any of our affiliates
will 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 or any of
our affiliates have been advised of the possibility of such
damages. Further, to the fullest extent permitted by law,
our and our affiliates' collective 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 at the time the act or omission giving rise
to the liability occurred.
14. Disclaimers
To the fullest extent permitted by law,
neither we nor any of our affiliates makes any 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), and the
same are hereby excluded. In addition, neither we nor any
of our affiliates makes any representation that the operation
of our site will be uninterrupted or error-free and none
of us will be liable for the consequences of any 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 WE OR ANY OF OUR AFFILIATES 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
This Agreement will be governed by the
laws of the State of New Hampshire in the United States
of America, without reference to rules governing choice
of laws. 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.
How To Get
Started Right Away
Simply fill out our simple one page
form, and start earning money right away. Proceed to our
secure Affiliate
Sign-Up Form. If you are already an affiliate, proceed
to the login
screen.
Contact Information
Garden Plum Enterprises
phone: 603.413.6213 fax: 603.413.6213
E-mail us anytime with your questions:
info@gardenplum.com
