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Affiliate Program Terms
This Agreement contains the
complete terms and conditions that apply to an individual's
or entity's participation in the LegalFilings's Affiliates
Program (the "Program"). As used in this Agreement,
"we" means LegalFilings.com, Inc., and "you"
means the applicant. "Site" means a World Wide Web
site and, depending on the context, refers either to LegalFilings's
site located at the URL www.LegalFilings.com, or to the site
that you will link to our site (and which you will identify
in your Program application).
1. Enrollment in the LegalFilings's Affiliates
Program
To begin the enrollment process, you will
submit a complete Affiliate Application on this site. We may
reject your application if we determine (in our sole discretion)
that your site is unsuitable for the Affiliate Program for
any reason, including, but not limited to, inclusion of content
that is in any way unlawful, harmful, threatening, defamatory,
obscene, harassing, or racially, ethnically, or otherwise
objectionable.
If we reject your application, we welcome
you to reapply to the Affiliate Program, again at any time.
Please also be aware that if your application is accepted,
we reserve the right to terminate the agreement if your site
is deemed to be unsuitable (in our sole discretion) at any
point thereafter.
2. Links
As an Affiliate Site, we will provide to
you a variety of graphic and textual links (each of these
links sometimes being referred to herein as "Links"
or, individually, as a "Link"), which, subject to
the terms and conditions hereof, you may display as often
and in as many areas on your site as you desire. The Links
will serve to identify your site as a member of the Affiliate
Program and will establish a link from your site to ours.
3. Limited License
We grant you a nonexclusive, revocable right
to use the graphic image and text images for which we grant
express permission, solely for the purpose of identifying
your site as a Program participant and to assist in generating
referral commissions. You may not modify the graphic image
or text, or any other of our images, in any way. We reserve
all of our rights in the graphic image and text, any other
images, our trade names and trademarks, and all other intellectual
property rights.
4. Commissions
LegalFilings will pay Affiliate sites a
commission of $30.00 for every corporation, non-profit corporation
or Limited Liability Company ordered as a result of your link.
Visitors do not need to purchase immediately for you to receive
your commission. If a visitor purches within 30 days of visiting
your link, you will receive the full commission for that purchase.
LegalFilings reserves the right to change the amount of the
commission at any time by notifying the Affiliate in writing
30 days prior to the time of the change.
Commissions will be paid monthly. Approximately
15 days following the end of each calendar month, we will
send you a check for the referrals accumulated during that
time period.
5. 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.
the accuracy and appropriateness of materials posted on your
site.
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.
You hereby agree that your site will not, in any way, copy
or resemble the look and feel of our site nor will you create
the impression that your site is our site or is a part of
our site. You also hereby agree that your site will not contain
any content of our site or any materials which are covered
by US copyright law, except (i) with our prior permission,
or (ii) materials which are obtained by you via the LegalFilings
affiliate area in accordance with the provisions hereof or
the policies or instructions thereon. You further hereby agree
that your domain name does not and will not contain the words
"LegalFilings," "LegalFilings .com," or
any variation thereof.
6. 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 commissions paid or payable to you under
this Agreement.
7. Representations and Warranties
You hereby represent and warrant to us as
follows:
a. 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.
b. The execution, delivery, and performance
by you of this Agreement and the consummation by you of the
transactions contemplated hereby will not, with or without
the giving of notice, the lapse of time, or both, conflict
with or violate (i) any provision of law, rule, or regulation
to which you are subject, (ii) any order, judgment, or decree
applicable to you or binding upon your assets or properties,
(iii) any provision of your by-laws or certificate of incorporation,
or (iv) any agreement or other instrument applicable to you
or binding upon your assets or properties.
c. No consent, approval, or authorization
of, or exemption by, or filing with, any governmental authority
or any third party is required to be obtained or made by you
in connection with the execution, delivery, and performance
of this Agreement or the taking by you of any other action
contemplated hereby.
d. There is no pending or, to the best of
your knowledge, threatened claim, action, or proceeding against
you, or any affiliate of yours, with respect to the execution,
delivery, or consummation of this Agreement, or with respect
to your trademarks, and, to the best of your knowledge, there
is no basis for any such claim, action, or proceeding.
f. You are an adult of at least 18 years
of age.
8. Independent Investigation
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. 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.
9. Governing Law
This Agreement will be governed by the laws
of the United States and the State of California 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 Los Angeles, CA, 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 a provision or any other provision
of this Agreement.
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