BY SUBMITTING AN APPLICATION TO JOIN OR BY PARTICIPATING IN THE Interactive Meridian Tooth Chart® (IMTC) AFFILIATE PROGRAM, YOU ARE CONFIRMING THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.
1) Term of the Agreement: The term of this Agreement will begin upon our acceptance of your Affiliate 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 occurring during the term.
2) Modification: 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 this 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.
3) 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 to this Agreement.
4) 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 or operate web sites that are similar to or compete with your website. 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.
5) SPAM: This company has a zero-tolerance policy for SPAM. Any Affiliate accused of SPAMMING will be immediately suspended while the company, in their sole discretion, determines if the validity of the SPAM complaint. Valid SPAM complaints will result in the immediate termination of your account and forfeiture of any commissions owed you.
6) Miscellaneous: 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 Ventura County, California, 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 be 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.
7) Referral Commissions and Payments Procedures: The amount of referral commissions due to affiliates will be as follows:
For a sale, which we make as a result of a direct referral by an affiliate, that affiliate will receive a commission fee of 20% of the selling price of the service or product sold. This is known as a first-tier referral commission. The commission fee may increase as the total number of tooth charts sold by an individual affiliate increases.
For such a sale as described in the previous paragraph, if the affiliate who made the direct referral is a sub-affiliate of another affiliate, the first-level affiliate will be eligible for a commission fee of 5% of the selling price of the service or product sold. This is known as a second-tier referral commission.
Please see the chart below regarding commission tiers.
A commission will only be credited to an affiliate after the customer has made full payment to company. If a customer later requests a refund or a chargeback is issued by the credit card holder whose credit card was used to pay for that customer’s account, any commissions that were credited to both first tier and second tier affiliates will be deducted from the next monthly payment.
If there is no next monthly payment, the affiliate will be billed and hereby agrees to be bound by law to reimburse Company in full for any such commissions.
Affiliates must have accumulated commissions of at least $50 for a given payment period before a check will be issued. If commissions are less than $50 for a given month, the commissions will be held over till the next month. This will continue until the commissions accumulate to more than $50.
Commission Fees shall be paid based on the current information in Your Affiliate profile. Please notify us promptly of any change in your address by updating your profile information in the Affiliate console. You are responsible for informing IMTC of Your desired Payment form/type:
You may choose to receive Commission Fees in the form of check made out in U.S. currency if you live with the United States.
When available, You may choose to receive Commission Fees in the form of a PayPal payment. Please refer to PayPal’s policy to ensure you are eligible to receive payment if you reside outside of the United States.
IMTC is not responsible for any third-party fees charged by PayPal, bank or other financial institute used to receive Affiliate Commission Fees.
8) Linking: We will provide You with links, including URL addresses and appropriate graphics (the Link Materials), with which you may link your Web site to our Web site (www.meridiantoothchart.com) or such other Web site(s) as we may establish from time to time. Details on accessing these Link Materials are set out in the Affiliate Network Description below. If you are an approved Affiliate, we grant you a non-exclusive limited license solely to reproduce and use these Link Materials, including our trademarks to the extent they are incorporated into these Link Materials, only while you are an Affiliate and only in accordance with the terms and conditions of this Agreement.
You agree to display the Link Materials appropriately on your Web site and to respect our trademarks, service marks, and other rights in the Link Materials. You will use only these Link Materials to link your Web site to ours, and You will not alter the look or feel of these Link Materials or of our Web site in any way. You will use reasonable efforts to update to new versions of Link Materials as we make them available.
9) Affiliate Activity Tracking: Company will be solely responsible for tracking sales using special software that communicates with the specially encoded URLs assigned to affiliates. Company will endeavor to do its best to ensure accurate tracking of referrals made by affiliates. Affiliates will themselves be solely responsible for ensuring that these special URLs are formatted properly, a necessary prerequisite to accurate tracking of referral sales. Notwithstanding the above statement of responsibility by Company to track sales, affiliates hereby acknowledge and accept that the tracking system employed by Company is not 100% fail-safe and that there may on occasion be instances of referral sales made that are not credited to an affiliate for any of the following possible reasons:
- Failure by the affiliate to use the proper format of the specially assigned URL in promotions, webpage links, banner ads, and so on
- Deliberate or accidental actions by customers to circumvent an affiliate’s special URL so that our software is unable to accurately track that sale
- Bugs, glitches or crashes of the tracking software that render it unable to accurately track sales for a period of time
- Acts of nature that cause irretrievable data loss on the computers and back-up disk media that store the commission information.
As such, affiliates will not hold Company liable to compensate for any claimed commissions that were not tracked and recorded by the tracking software.
We will pay referral fees on any Products after the customer has re-entered our site through the use of a cookie placed on the end user computer. If, through no fault of ours, the cookie is removed or not allowed by the end user, that customer’s purchase may be tracked only if customer enters our site directly through a link from your site. The cookie may expire at the end of 90 days or a time period determined solely by the Company.
10) 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 (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
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.
11) 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 Agreement.
12) Our Responsibilities: We will be responsible for providing all information necessary to allow you to make appropriate Links from Your Site to Our Site. We will be solely responsible for processing every order placed by a customer following a Link from Your Site, for tracking the number and amount of sales generated by the Link from Your Site, and for providing information to you regarding sales statistics. Also, we will be responsible for credit card authorizations, payment processing, cancellations, returns, and related customer service for the IMTC, it being understood that such activities shall be for our account.
13) Enrollment in the Program: To begin the enrollment process, you will submit an application via our site. 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.
Your site should:
- Generate sufficient traffic to our websites
- Attract a customer base who may be interested in holistic health products
- Not promote sexually inappropriate materials
- Not promote violence
- Not promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
- Not promote illegal activities
- Not violate the intellectual property rights of ABCHS
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.
I INDICATE MY APPROVAL OF THIS AGREEMENT AND DESIRE TO BECOME AN AFFILIATE UNDER THESE TERMS AND CONDITIONS BY COMPLETING AND SUBMITTING THE AFFILIATE PROGRAM SIGNUP FORM, BY SUBMITTING PROPOSED REFERRED CUSTOMERS OR QUALIFYING PURCHASES TO US UNDER OUR AFFILIATE PROGRAM AND/OR BY COLLECTING AND COMMISSION FEES FROM US.