Company Referral Agreement
This agreement is between High Level Marketing LLC (“Company”) and the referral partner (“Affiliate”) and establishes the terms and conditions for participation in the Company Affiliate Program (the “Program”). By completing and submitting this partner application, Affiliate agrees to the following:
Affiliate is an independent contractor who recommends Company products and services. Affiliate is not an agent or legal representative of Company for any purpose, and has no authority to act for, bind or commit Company.
Term, Limitations, Termination
The term of this Agreement is twelve (12) months from the date of application acceptance by Affiliate and Company. This Agreement shall automatically renew on each subsequent year for a one-year term, unless it is terminated earlier in accordance with this Agreement.
Company or Affiliate may terminate this Agreement without cause at any time upon thirty (30) days written notice, except that neither the expiration nor earlier termination of this Agreement shall release either party from any obligation which has accrued as of the date of termination.
Affiliate understands and agrees to the following causes for immediate termination:
- Affiliate cannot sell, advertise, or engage in pornography, phishing scams, spamming, illegal business practices, or that include any material infringing on National or International Copyright.
- No coupon sites allowed (either as an Affiliate, or posted on coupon sites), and no purchasing AdWords that include the name High Level Marketing, etc. that include the Affiliate link (only organic links from Affiliate’s own website, social media accounts, forums, or emails are acceptable).
- Affiliate will not promote with any type of mass email spam. Newsletters, social posts, etc., using your own registered users are not considered spam.
Company may, from time to time, give Affiliate written notice of amendments to this Agreement. Any such amendment will automatically become a part of this Agreement ten (10) days from the date of the notice unless otherwise specified in the notice.
Use of Company Trademarks
Affiliate acknowledges the following:
- Company owns all right, title and interest in the Company names and logotypes.
- Company is the owner of certain other trademarks and trade names used in connection with certain product lines and software.
- Affiliate will acquire no interest in any such trademarks or trade names by virtue of this Agreement, its activities under it, or any relationship with Company.
During the term of this Agreement, Affiliate may indicate to the trade and to the public that it is an authorized affiliate of Company. Affiliate may also use the Company trademarks and trade names to promote Company products if done so in strict accordance with Company guidelines. Affiliate will not adopt or use such trademarks or tradenames, or any confusingly similar word or symbol, as part of its company name or allow such marks or names to be used by others.
At the expiration or termination of this Agreement, Affiliate shall immediately discontinue any use of the Company and Company names or trademarks or any other combination of words, designs, trademarks or trade names that would indicate that it is or was an authorized affiliate of Company.
Company and Affiliate shall each exercise due diligence to maintain in confidence and not disclose to any third party any proprietary information furnished by the other to it on a confidential basis and identified as such when furnished. Except in accordance with this Agreement, neither party shall use such information without permission of the party that furnished it. As used in this paragraph, “due diligence” means the same precaution and standard of care which that party uses to safeguard its own proprietary data, but in no event less than reasonable care. The provisions of this Section shall survive for three (3) years beyond the expiration, non-renewal or termination of this Agreement.
This Agreement does not grant any license under any patents or other intellectual property rights owned or controlled by or licensed to Company. Affiliate shall not have any right to manufacture Company products.
The warranty terms and conditions for the sale of products will be as specified in the Company Standard Terms and Conditions of Sale (EULA). In no event shall Affiliate make any representation, guarantee or warranty concerning Company or any Company product or service except as expressly authorized in writing by Company.
EXCEPT AS SPECIFICALLY PROVIDED IN THE EULA, COMPANY MAKES NO OTHER REPRESENTATION OR WARRANTY OF ANY KIND AND HEREBY DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO THE SUBJECT MATTER HEREOF, INCLUDING WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ALL WARRANTIES ARISING OUT OF ANY COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE IN TRADE.
Limitation of Liability
UNDER NO CIRCUMSTANCES, INCLUDING ANY INFRINGEMENT CLAIMS, SHALL COMPANY BE LIABLE TO AFFILIATE OR ANY OTHER PARTY FOR (I) ANY RE-PROCUREMENT COSTS, LOST REVENUE OR PROFITS OR FOR ANY OTHER SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR (II) ANY AGGREGATE DAMAGES IN EXCESS OF ONE THOUSAND DOLLARS, EVEN IF COMPANY HAS BEEN INFORMED OF SUCH POTENTIAL LOSS OR DAMAGE.
The Company pays Affiliate fees for a sale of Company products or services, based on the final sales price (less taxes if applicable), during the first twelve (12) months, so long as the prospect is not already a customer of the Company or has not already been referred previously by another Affiliate.
Affiliate can refer a prospect via the online referral form, or the prospect can be referred to the Company (typically a landing page) using the assigned Affiliate’s link code—where a cookie (valid for 60 days—must use the same browser from link to retain cookie) will automatically track the referral and provide credit.
Affiliate is paid based on the final sale amount (list price less any potential discounts). The minimum accrued balance must be $25 or higher before payout is sent.
Affiliate commissions are typically processed and paid within 30 days of the customer payment.
Company may also provide additional incentives or commissions as part of promotions (details contained within the promotion).
Affiliate Commission Amounts
Unless you have received written notice otherwise, Company pays 10% commission of the final price for the first-year revenue of applicable products (does not include PPC, etc. since it is a Google expense). The company may also provide additional incentives or commissions as part of promotions (details contained within the promotion). Affiliate may choose to pass the commission onto their referred client as a price discount for the first year of service following the Company policy.
By becoming an affiliate, you agree to receive emails from the Company. These may contain important information about the affiliate program, existing or new products, and promotional ideas.
Rejection of Affiliate Application
The Company reserves the right to reject an Affiliate application for any reason.
Montgomery County, Alabama law governs this agreement. This agreement is the entire agreement and may be amended only by the parties to it. All notices must be sent via certified mail, or by email (if the receiving party acknowledges receipt).
By submitting the Affiliate application, you acknowledge that you have read the terms and conditions, understand, and agree with them.