Recognisoft Affiliate Agreement
This Agreement contains the complete terms and conditions that apply to an individual's or entity's participation in the Recognisoft Affiliate Program. Further reference in this Agreement of "affiliate" means the applicant and "Site" means a World Wide Web site and, depending on the context, "Recognisoft" refers to the Recognisoft site, located at the URL www.recognisoft.com.
To begin the enrollment process, you will submit a complete Affiliate 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. Unsuitable sites include those that:
promote sexually explicit materials
promote discrimination based on race, sex, religion, nationality, disability, or age
promote illegal activities
otherwise violate intellectual property rights
sends unsollicited commercial email or SPAM
We will pay you 15% affiliate commission on certain product sales. For a product sale to be eligible to earn a referral fee, the customer must click-through an authorized Affiliate Link from your site to the Recognisoft, and complete an order. If a visitor from your site decides to join up as an affiliate, we will pay you 5% on every sale they make. The affiliate program utilizes cookies and will only operate properly from customers who have cookies enabled on their browsers. Products that are eligible to earn referral fees under the rules set forth above are referred to as "Qualifying Products."
We will pay you affiliate commissions on a monthly basis. Approximately 15 days following the end of each calendar month, we will send you a check for the affiliate commissions earned on sales of Qualifying Products that were shipped during that month, less any taxes that we are required by law to withhold. However, if the referral fees and bonus payable to you for any calendar month are less than $30, we will hold payment until the total amount due is at least $30 or (if earlier) until this Agreement is terminated. In calculating affiliate commissions, we will deduct the corresponding affiliate commission from your next monthly payment if a Product that generated an affiliate commission is returned by the customer.
Recognisoft will be solely responsible for processing every order placed by a customer who follows Authorized Affiliate Links from your site to our site. Customers who buy products through this Affiliate Program will be deemed to be customers of the Recognisoft. Accordingly, all Recognisoft rules, policies, and operating procedures concerning customer orders, customer service, and product sales will apply to those customers. We may change our policies and operating procedures at any time. For example, we will determine the prices to be charged for products sold under this Program in accordance with our own pricing policies. Product prices and availability may vary from time to time. We reserve the right to reject orders that do not comply with any requirements that we may establish periodically.
Term of the Agreement
The term of this Agreement will begin upon our acceptance of your Affiliate 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 notice of termination. You are only eligible to earn affiliate commissions on sales that occur during the term.
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, referral 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.
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 Section.
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 Affiliate 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 this Agreement.
We make no expressed or implied warranties or representations with respect to the Affiliate Program or any products sold through the Affiliate Program (including, without limitation, warranties of fitness, merchantability, noninfringement, 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 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 laws of the Republic of Lithuania, without reference to rules governing choice of laws. Any action relating to this Agreement must be brought in the Lithuanian courts, and you consent irrevocably 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.