This Agreement contains the complete terms and conditions that apply to
an individual's or entity's participation in the Renet Consulting
Affiliates Program (the "Program"). As used in this Agreement, "we"
means Renet Consulting, Inc., "you" means the applicant, and "product"
means ProMISe Hotel products offered by Renet Consulting. "Site" means a
World Wide Web site and, depending on the context, refers either to
Renet Consulting site or to the site that you will link to our site.
"Link" means a HTML form or link provided by Renet Consulting which
directs the customer's web browser to our site. "new and unique" refers
to a purchase where that customer's details and credit card have not
previously been used to purchase products from Renet Consulting.
To begin the enrollment process, you will submit a complete Program
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 (in our sole
discretion) that your site is unsuitable for the Program.
You may not alter product images, descriptions and pricing. We
provide access to a toolkit with an HTML generator. You must use the
generator to create your links in order to meet the criteria in the
operating agreement.
If you would like to use links not created by the generator, or you
would like to modify the links generated by the generator, you need
prior written permission from Renet Consulting.
Subject to the terms and conditions of this Agreement, you will be
paid commission for each new and unique customer referred from your site
through the Renet Consulting link on your site who successfully
purchases products on the Renet Consulting site.
If it is later determined by Renet Consulting that the customer is
not a unique individual, or if that customer's purchase is refunded
either directly by Renet Consulting or through "chargebacks" made to
Renet Consulting bank account by the credit card service supplier to
Renet Consulting, we retain the right to withhold any payments to you
resulting from that individual's purchases.
If at any time the commissions owed to you become less than the total
deductions due to refunds as mentioned above the difference shall be
immediately payable to Renet Consulting.
You will earn commission based on a percentage of the gross revenue
after sales tax received by Renet Consulting from new and unique
customers' purchases where that customer was referred from your site.
The referred sales rate commission is 20%.
Subject to the terms and conditions of this Agreement, the
commissions will be paid based on Share-It agreement.
Customers purchasing product from Renet Consulting through this
Program will be deemed to be customers of Renet Consulting. Accordingly,
all Renet Consulting rules, policies, and operating procedures
concerning the products will apply to those customers. We may change our
policies and operating procedures at any time.
We grant you a non-exclusive, non-transferable, non-sublicensable,
revocable right to use the Renet Consulting logos and text for which we
grant express permission, solely for the purpose of identifying your
site as a Program participant. You may not modify the message or any of
our images or trademarks in any way. We reserve all of our rights in the
message, any other images, our trade names and trademarks, and all other
intellectual property rights. Except as provided herein you agree that
you have no rights, title or interest in or to the message or other
images, trademark or trade-names provided to you by Renet Consulting and
all uses of such materials by you will inure to the benefit of Renet
Consulting. You agree not to apply for registration of any of the Renet
Consulting trademarks, product-marks or trade-names (or any mark similar
there to) anywhere around the world. You agree that you will not engage,
participate or otherwise become involved in any activity or course of
action that diminishes and/or tarnishes the image and or reputation of
Renet Consulting or its trademarks. We may revoke your license at any
time by giving you written notice.
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 merchant descriptions on your site and linking
those descriptions to our site 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, defend 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 as well as any products or
services provided or made available by you. These obligations will
survive any termination of this Agreement. You acknowledge and agree
that your Web site information (name, URL, traffic counts, etc.) may be
utilized by Renet Consulting. Possible uses include (but are not limited
to) lists of the busiest sites, lists of member sites, etc. You agree to
allow Renet Consulting to use screen shots of any of your Web pages that
contain the Renet Consulting HTML code in Renet Consulting promotional
materials. The information provided by Renet Consulting to you may be
proprietary in nature. You acknowledge that you are not a competitor of
Renet Consulting, and agree not to share this information with any of
our competitors. Any violation of these terms and conditions may cause
us to terminate this 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 or emailed notice of
termination. You are only eligible to earn referral fees on ProMISe™
Hotel software sales occurring during the term of this Agreement only.
We may withhold your final payment for a reasonable time to ensure that
the correct amount is paid. Your site is subject to periodic review. If
we determine at any point after acceptance into our Program that your
site is not suitable for the Program, we may unilaterally end the status
of your site as an Affiliate.
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 our site. Modifications may include, for
example, changes in the scope of available referral fees, fee schedules,
payment procedures, and Program rules. Your continued participation now,
or within thirty (30) days following the posting notice of any changes
in these terms and conditions, will constitute a binding acceptance by
you of such rules, changes or modifications. 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.
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 Section.
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 OR THE PURCHASE OF PROMISE™ HOTEL SOFTWARE
BY CUSTOMERS REFERRED TO US BY YOU. FURTHERMORE, OUR AGGREGATE LIABILITY
ARISING WITH RESPECT TO THIS AGREEMENT AND THE PROGRAM WILL NOT EXCEED
THE TOTAL REFERRAL FEES PAID TO YOU IN THE MONTH IN WHICH A CLAIM HAS
BEEN MADE BY YOU.
WE MAKE NO EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS WITH
RESPECT TO THE PROGRAM OR ANY PRODUCTS MADE AVAILABLE 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). IN ADDITION, WE
MAKE NO REPRESENTATION THAT THE OPERATION OF OUR SITE OR THE
AVAILABILITY OF OUR PRODUCTS WILL BE UNINTERRUPTED OR ERROR-FREE, AND WE
WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
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 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.
This Agreement will be governed by the United States Law, without
reference to rules governing choice of laws. Any action relating to this
Agreement must be brought in the courts of United States ,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
provision or any other provision of this Agreement.
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