Wavemakers
PLEASE READ THE ENTIRE AGREEMENT.
YOU MAY PRINT THIS PAGE FOR YOUR RECORDS.
THIS IS A LEGAL AGREEMENT BETWEEN YOU AND STREAM2SEA.
BY SUBMITTING THE ONLINE APPLICATION YOU ARE AGREEING THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THAT YOU AGREE TO BE LEGALLY RESPONSIBLE FOR EACH TERM AND CONDITION.
1.Overview
This Agreement contains the complete terms and conditions that apply to you becoming an affiliate in Stream2Sea’s Affiliate Program. Please note that throughout this Agreement, "we," "us," and "our" refer to Stream2Sea, and "you," "your," and "yours" refer to the affiliate.
2. Stream2Sea Rights and Obligations
2.1 We have the right to monitor your site and social channels at any time to determine if you are following the terms and conditions of this Agreement. We may notify you of any changes to your site and social channels that we feel should be made, or to make sure that your links to our web site are appropriate and to notify further you of any changes that we feel should be made. If you do not make the changes to your site and social channels that we feel are necessary, we reserve the right to terminate your participation in the Stream2Sea Affiliate Program.
2.2. Stream2Sea reserves the right to terminate this Agreement and your participation in the Stream2Sea Affiliate Program immediately and without notice to you should you commit fraud in your use of the Stream2Sea Affiliate Program or should you abuse this program in any way.
2.3. This Agreement will begin upon our acceptance of your Affiliate application, and will continue unless terminated hereunder.
3. Termination
Either you or we may end this Agreement AT ANY TIME, with or without cause, by giving the other party written notice. Written notice can be in the form of mail, email or fax. In addition, this Agreement will terminate immediately upon any breach of this Agreement by you.
4. Modification
We may modify any of the terms and conditions in this Agreement at any time at our sole discretion. In such event, you will be notified by email. Modifications may include, but are not limited to, changes in the payment procedures and Stream2Sea’s Affiliate Program rules. If any modification is unacceptable to you, your only option is to end this Agreement. Your continued participation in Stream2Sea’s Affiliate Program following the posting of the change notice or new Agreement on our site will indicate your agreement to the changes.
5. Restrictions
5.1 You agree to make regular (at least once every 60 consecutive days) posts promoting Stream2Sea on your social media channels.
5.2. Product discounts are intended for personal use only. You agree not to order for friends or relatives.
5.3 Your pro account spending privileges are valid for a combined total of $300. Purchases do not have to be made at the same time. Prices are subject to change without notice. Please allow 5-10 days for order processing. This does not include transit time. Shipments will only be made within the USA and Canada. Stream2Sea reserves the right to change the terms and conditions governing this program at any time at our discretion.
6. Grant of Licenses
6.1. We grant to you a non-exclusive, non-transferable, revocable right to (i) access links to shareable assets solely in accordance with the terms of this Agreement and (ii) solely in connection with such links, to use our logos, trade names, trademarks, and similar identifying material (collectively, the "Licensed Materials") that we provide to you or authorize for such purpose. You are only entitled to use the Licensed Materials to the extent that you are a member in good standing of Stream2Sea’s Affiliate Program. You agree that all uses of the Licensed Materials will be on behalf of Stream2Sea and the good will associated therewith will inure to the sole benefit of Stream2Sea.
6.2. Each party agrees not to use the other's proprietary materials in any manner that is disparaging, misleading, obscene or that otherwise portrays the party in a negative light. Each party reserves all of its respective rights in the proprietary materials covered by this license. Other than the license granted in this Agreement, each party retains all right, title, and interest to its respective rights and no right, title, or interest is transferred to the other.
7. Disclaimer
STREAM2SEA MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING STREAM2SEA SERVICE AND WEB SITE OR THE PRODUCTS OR SERVICES PROVIDED THEREIN, ANY IMPLIED WARRANTIES OF STREAM2SEA ABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED AND EXCLUDED. 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.
8. Representations and Warranties
You represent and warrant that:
8.1. This Agreement has been duly and validly executed and delivered by you and constitutes your legal, valid, and binding obligation, enforceable against you in accordance with its terms;
8.2. You have the full right, power, and authority to enter into and be bound by the terms and conditions of this Agreement and to perform your obligations under this Agreement, without the approval or consent of any other party;
8.3. You have sufficient right, title, and interest in and to the rights granted to us in this Agreement.
9. Limitations of Liability
WE WILL NOT BE LIABLE TO YOU WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE OR GOODWILL OR ANTICIPATED PROFITS OR LOST BUSINESS), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, IN NO EVENT SHALL MERCHANT.COM'S CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL COMMISSION FEES PAID TO YOU UNDER THIS AGREEMENT.
10. Indemnification
You hereby agree to indemnify and hold harmless Stream2Sea, and its subsidiaries and affiliates, and their directors, officers, employees, agents, shareholders, partners, members, and other owners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys' fees) (any or all of the foregoing hereinafter referred to as "Losses") insofar as such Losses (or actions in respect thereof) arise out of or are based on (i) any claim that our use of the affiliate trademarks infringes on any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of any third party, (ii) any misrepresentation of a representation or warranty or breach of a covenant and agreement made by you herein, or (iii) any claim related to your site, including, without limitation, content therein not attributable to us.
11. Confidentiality
All confidential information, including, but not limited to, any business, technical, financial, and customer information, disclosed by one party to the other during negotiation or the effective term of this Agreement which is marked "Confidential," will remain the sole property of the disclosing party, and each party will keep in confidence and not use or disclose such proprietary information of the other party without express written permission of the disclosing party.
