This Affiliate Terms and Conditions Agreement (the "Agreement") is entered into by and between you (the "Affiliate") and LCS Digital Capital Associates, LLC, doing business as inteLend.com.com, a Georgia Limited Liability Company ("inteLend.com"). By joining inteLend.com you are expressing your acceptance of this agreement and said acceptance is evidenced by your joining the inteLend.com.com affiliate program.
1. AGREEMENT
1.1 Upon acceptance by Affiliate of the terms and conditions contained herein and continued compliance herewith, Affiliate shall be allowed to participate in the InteLend.com Affiliate Program (the "Program") wherein InteLend.com shall provide to Affiliate a limited license to use certain intellectual property of inteLend.com on Affiliate's Web sites, blogs and newsletters solely for the limited purposes of marketing and promoting InteLend.com services. As consideration for any traffic directed by Affiliate to InteLend.com through Affiliate's marketing and promotional efforts and that converts into revenue to InteLend.com, InteLend.com shall pay to Affiliate compensation, as set forth in section 3 below.
1.2 Prohibited Countries: InteLend.com reserves the right to exclude affiliates from certain countries as may be required due to fraud and other factors. The decision to exclude affiliates from the inteLend.com affiliate program shall be made in the sole discretion of inteLend.com. inteLend.com retains the right to amend this provision from time to time.
2. RIGHTS GRANTED TO AFFILIATE
InteLend.com grants to Affiliate each of the following rights:
2.1 The nonexclusive right to refer, direct or send visitors or users of Affiliate's Web site(s). blogs and newsletters to websites owned, controlled and/or operated by InteLend.com ("InteLend.com Web sites");
2.2 A limited nonexclusive, nontransferable and fully revocable license to access and download promotional display ads, links and other promotional materials created and owned by InteLend.com for use on Affiliate Web sites, blogs and newsletters for the sole and exclusive purpose of advertising, marketing or promoting InteLend.com Web sites. Affiliate may post as many of these display ads and other materials on its site(s) as desired.
2.3 InteLend.com owns and retains all right, title and interest in and to its intellectual property, copyright, trademarks, patents, and in the files, promotional display ads and other material provided by InteLend.com, including all images and artwork that are a part of said display ads and promotional material. Upon termination of Affiliate's participation in the Program and/or termination of this Agreement, the grant of right and license set forth herein, shall cease and terminate, and Affiliate shall immediately remove all InteLend.com files, display ads, and any and all other InteLend.com intellectual property, copyrighted material, trademarks, and patents, if any, from Affiliate's Web sites.
2.4 Affiliate is not authorized and shall not change InteLend.com's names, file names, trademarks, service marks, design logos, display ads or other material for any purpose other than as expressly set forth herein or in any modification to this Agreement by InteLend.com without the express written consent of inteLend.com.
2.5 Affiliate specifically acknowledges and agrees that it shall not modify, edit, resize, redact, or otherwise change any of InteLend.com's names, file names, trademarks, trade names, service marks, design logos, banners, ads or other material for any purpose whatsoever without the express written consent of inteLend.com.
2.6 Affiliate will be given credit for any customer referred by Affiliate to inteLend.com through the use of Affiliate’s individual linking codes (hereafter the “Referred Customer”). Any Referred Customer may be sent to inteLend.com from Affiliate’s websites, blogs and newsletters.
2.7 Affiliate will also be given credit for any Referred Customer introduced to inteLend.com through a personal introduction via telephone, email or other approved method.
2.8 Any disputes regarding the validity of a claimed referral shall be determined by inteLend.com in its sole discretion and Affiliate hereby waives any rights or claims it may have against inteLend.com for the decisions made pursuant to this Agreement.
3. PAYMENT OF COMPENSATION
3.1 InteLend.com will pay Affiliate for sales generated by a Referred Customer to InteLend.com from a display ad or link posted on Affiliate’s web page(s), blogs, newsletters or personal introduction from Affiliate as set out above.
3.2 Commission Program: InteLend.com is proud to pay affiliates a commission on the first transaction from a customer referred by Affiliate to inteLend.com. The commission payable to Affiliate is three percent (3%) of the total amount advanced to the referred customer.
3.3 First deal only. Affiliate specifically agrees and understands that the commission will be payable to Affiliate on the first deal consummated by the Referred Customer. No commission shall be due and payable to Affiliate for any transactions after the first deal consummated by the Referred Customer.
3.4 Affiliate understands that the commission shall only become due and payable after the Referred Customer pays the first month’s finance charge. If the Referred Customer fails and/or refuses to pay the first month’s finance charge for any reason, then the commission shall not become due and payable.
3.5 Bonus Terms and Conditions: inteLend.com reserves the right to institute a bonus program at some point in the future. Each individual bonus program shall have separate terms and conditions that may be included in a modified version of these terms, set out in the announcement of the bonus or located as may be set out in the announcement of the bonus.
3.6 Affiliates may not refer their own account or sale as such "self-referrals" are not allowed and may result in termination of Affiliate from this program. This provision shall expressly apply to any Referred Customer that is related to an Affiliate through common ownership, shareholders, management, authorized agents or other common factors that in inteLend.com’s sole discretion link the Referred Customer to the Affiliate.
3.7 All payments are made by check in U.S. dollars payable to the Affiliate. Payments are mailed on a monthly basis. Payment will only be sent once the commission to Affiliate is due and payable provided that the amount due to Affiliate is at least US $100. Payment will be carried over from month to month until the amount due to Affiliate is at least US $100.
3.5 Affiliate agrees, by accepting and negotiating payment received from InteLend.com, that the payment received is payment in full for any and all commissions due and payable for the period to which the payment applies.
4. RESTRICTIONS ON PAYMENT OF COMPENSATION
4.1 Affiliate is not entitled to a commission for any Referred Customer sent or referred to InteLend.com in violation of the terms of this Agreement.
4.2 Affiliate is not entitled to a commission from InteLend.com for any transaction which InteLend.com determines is the result of potential fraudulent activity. InteLend.com shall have the right, in its sole and absolute discretion, to expand or modify what it determines to constitute potential fraudulent activity.
5. TERM AND TERMINATION
5.1 This Agreement as may be amended from time to time shall remain in full force and effect unless terminated by either party as set out herein. Affiliate may terminate this Agreement at any time, for any reason or for no reason by providing written notice to inteLend.com. At the time of termination, affiliate shall cease its marketing operations and Affiliate’s authority to use the intellectual property of inteLend.com shall also terminate.
5.2 inteLend.com may terminate this program in its sole and absolute discretion, at any time, for any reason or no reason.
5.3 Affiliate shall terminate participation in the program by notifying InteLend.com by email info@intelend.com of Affiliate's intent to terminate participation in the Program.
5.4 In the event this Agreement is terminated, Affiliate shall be entitled to any unpaid commissions for Referred Customers earned prior to the date and hour of termination. Affiliate shall not be entitled to receive any commissions for Referred Customers for any "referrals" delivered or received after the date and time of termination.
5.5 If this Agreement is terminated due to Affiliate's breach of any portion of this Agreement, InteLend.com reserves the right to withhold any amounts then due and owing to Affiliate.
6. AFFILIATE'S RESPONSIBILITIES AND DUTIES
6.1 Affiliate shall only use and promote on Affiliate’s Web sites, blogs and newsletters InteLend.com approved display ads, banners, links, and other promotional materials.
6.2 Any email marketing employed by Affiliate shall be CAN-SPAM compliant. Affiliate shall not use or employ any form of mass unsolicited electronic mailings, newsgroup postings, IRC postings, adware, spyware, malware marketing or any other form of "spamming" as a means of promoting inteLend.com.
6.3 Affiliate further acknowledges and agrees that InteLend.com has the right to immediately, and without notice, terminate Affiliate’s participation in the Program if InteLend.com, in its sole and absolute discretion, concludes that Affiliate has engaged in the use of any form of mass unsolicited electronic mail solicitations, newsgroup postings, IRC posting, adware, spyware, malware marketing or any other form of "spamming".
6.3 Except as expressly authorized by InteLend.com in this Agreement or otherwise, in writing, Affiliate shall not copy, reproduce, alter, modify, change, broadcast, distribute, transmit or disseminate any display ads or other promotional or advertising materials provided by InteLend.com pursuant to this Agreement in whole or in part, in any form or manner, at any time or anywhere in the World.
7. REPRESENTATIONS AND WARRANTIES
Affiliate hereby represents and warrants each of the following:
7.1 That if Affiliate is an individual person, he/she is over the age of eighteen (18) years.
7.2 This if Affiliate is an entity (i.e., corporation, limited liability company, etc.) that the parties entering into this Agreement and responsible for dealings with inteLend.com are over the age of eighteen (18) years.
7.3 That the individual who provides information pursuant to the Program and accepts this Agreement has full, lawful power and authority to enter into and to carry out the terms of this Agreement.
8. UNITED STATES TAXATION
All United States residents and foreign participants who are residents of the United States, are required to provide a completed and signed United States Department of Treasury Internal Revenue Service Form W-9 setting forth information including a United States Federal Employer Identification Number, or Social Security Number.
9. RIGHTS OF INTELEND.COM
9.1 InteLend.com shall have the right, in its sole and absolute discretion, to terminate the Program and any and all Program Benefits relating to Affiliate's participation in the Program at any time and may do so with or without cause.
9.2 InteLend.com shall have the right, in its sole and absolute discretion, to change or modify the Program and the terms and provisions thereof, including without limitation, the rate of commission payable to Affiliates.
10. NO PARTNERSHIP, JOINT OR COLLABORATIVE VENTURE
10.1 Nothing contained in this Agreement shall create or be deemed to create a partnership, joint venture or other business combination or venture of any kind between Affiliate and InteLend.com, its subsidiaries, affiliated entities, successors or assigns; nor shall any term contained in this Agreement constitute or create any agency or employment relationship between Affiliate and InteLend.com, its subsidiaries, affiliated entities, successors or assigns.
10.2 InteLend.com has no control over nor ownership interest in Affiliate or Affiliate's websites, blogs or newsletters, and Affiliate has no financial or other interest in InteLend.com.
11. NO CONTENT CONTROL, MONITORING OR SUPERVISION
InteLend.com does not monitor, supervise or review content contained on Affiliate's Websites. InteLend.com is not responsible for any content appearing or otherwise distributed on, at or in association with Affiliate's Web sites that is provided by Affiliate or independent third parties.
12. NO WARRANTY OR GUARANTY
InteLend.com makes no guaranty of any kind with respect to the Program or materials provided by, through or in association with the Program, and all materials are provided to Affiliate "as is", and use of the Program and associated materials is solely at Affiliate's risk. InteLend.com disclaims all warranties, either express or implied including, but not limited to, warranties of merchantability and fitness for a particular purpose with regard to the Program and any and all materials of every kind supplied to Affiliate as part of this Program.
13. NO GUARANTY OF SUCCESS OR PROFITABILITY
InteLend.com cannot guaranty or promise Affiliate any level of success or profitability due to Affiliate's participation in the Program. Affiliate has unilaterally entered into an Internet service business and all risk of loss, cost and expense of Affiliate doing business shall be borne solely by Affiliate.
13. USE OF INTELLECTUAL PROPERTY
Affiliate is granted a limited license to use inteLend.com’s intellectual property pursuant to this Agreement. The limited license to use InteLend.com’s intellectual property is provided for in Section 2 hereof. InteLend.com reserves the rights to claim all current and future TLDs that incorporate any and all trade names, trademarks, service marks or common misspellings of trade names, trademarks, and service marks owned or used by InteLend.com. InteLend.com also reserves the right to claim any and all domain names that utilize any part of or all of a trade name, trade mark, or service mark or common misspelling of a trade name, trade mark or service mark owned or used by InteLend.com. Upon notice from InteLend.com, you agree that you will transfer any domain name claimed pursuant to this paragraph by InteLend.com no later than ten days from the date of the notice from InteLend.com. If you do not comply within ten days of the date of the notice, your account will be terminated, all money due to you forfeited and you will be liable for civil damages. InteLend.com may bring civil action demanding immediate possession and ownership of any domain that is subject to this provision and you agree that you will be liable for all legal costs associated with the bringing of said legal action.
14. FORCE MAJEURE
Neither party shall be liable for any loss or delay, nor be considered in breach of this Agreement, due to an act of God, fire, natural disaster, terrorist act, strike or other labor stoppage, declaration of war or military intervention, computer system/server failure, credit card processing failure, network failure, governmental action, or any other cause outside the control of the parties.
15. LIMITATION OF LIABILITY
InteLend.com, its subsidiaries, affiliated entities, employees, independent contractors, agents, representatives, assigns and successors shall not be liable to Affiliate, or any other person or entity, for any direct or indirect losses, injuries or incidental, consequential or other damages (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES OR ANY OTHER PECUNIARY LOSS) with regard to any link to any InteLend.com website, or arising from or in connection with this Agreement or the use of the InteLend.com Program materials, or due to any mistakes, omissions, delays, errors, interruptions in the transmission, or receipt of InteLend.com's services, content or Program materials, including without limitation any losses due to server problems or due to incorrect placement of HTML.
16. INDEMNIFICATION
Affiliate shall indemnify and hold InteLend.com, its subsidiaries, affiliates, licensors, employees, agents, officers, directors, and contractors and any successor-in-interest or assign (the "Indemnified Parties") harmless from any breach of this Agreement by Affiliate, including any use of Program materials other than as expressly authorized in this Agreement. Affiliate agrees that the Indemnified Parties shall have no liability in connection with any such breach or unauthorized use, and Affiliate agrees to indemnify for any resulting loss, damage, judgment, award, cost, expense, and attorneys' fees of the Indemnified Parties. Affiliate shall also indemnify and hold the Indemnified Parties harmless from and against any and all claims brought by third parties arising out of Affiliate's use of the information accessed from a InteLend.com Web site.
17. TRANSFER OR ASSIGNMENT
17.1 This Agreement shall not, under any circumstances, be transferred or assigned by Affiliate to any other person or entity, and any attempted transfer or assignment of a membership shall be void.
17.2 InteLend.com may, at any time, in its sole discretion and without prior notice to Affiliate, transfer or assign this Agreement to an affiliated or non-affiliated person or entity.
18. MODIFICATION
This Agreement is subject to change or modification by InteLend.com at any time and changes shall become effective upon posting to the website. An Affiliate may not alter, delete, add or change or edit any of these terms and conditions, and any such attempted alteration shall be void and of no effect. Affiliate is responsible for checking the inteLend.com affiliate program website from time to time to view any changes or additions to this Agreement.
19. NOTICES TO INTELEND.COM OR AFFILIATE
Notices from InteLend.com to Affiliate may be given by means of electronic messages to the email address on file for Affiliate (email), by general posting on the Website, or by US First Class mail. Communications from Affiliate to InteLend.com may be made by electronic messages (email) or conventional mail, unless otherwise specified in this Agreement.
All notices to InteLend.com sent by electronic mail shall be to info@intelend.com. Notices to inteLend.com may also be sent via US First Class mail to wit:
inteLend.com
PO Box 191062
Atlanta, GA 31119
For overnight courier delivery:
Matthew P. Collins
inteLend.com
Five Concourse Parkway, Suite 3000
Atlanta, GA 30328
Notices from InteLend.com shall be deemed delivered when sent by InteLend.com to Affiliate; notices of changes or modifications to this Agreement shall be accepted by Affiliate upon the first use by Affiliate of the Materials provided in the Program after such notice was sent or posted.
20. CHOICE OF LAW, ARBITRATION AND ATTORNEY'S FEES
This Agreement shall be governed by the laws of the State of Georgia.
The failure of any party hereto to insist upon strict performance of any covenant or agreement contained herein, or to exercise any option or right, shall not be construed to be a waiver or relinquishment of any such option or right or of any other covenants or agreements, but the same shall be and remain in full force and effect.
21. SEVERABILITY
If any provision of this Agreement is held to be invalid or unenforceable, in any respect, such invalidity or unenforceability shall not affect or impair the validity or enforceability of the remaining provisions of this Agreement, but, to the contrary, this Agreement shall be construed as if such invalid or unenforceable provision had never been contained herein.
22. ENTIRE AGREEMENT, HEADINGS, AND NEUTRAL CONSTRUCTION
This Agreement and any changes or modifications thereto by InteLend.com and accepted by Affiliate expresses the entire agreement between the parties regarding Affiliate's participation in the Program, and all materials directly and indirectly related thereto, superseding and negating any prior or contemporaneous agreements, whether written or oral. There are no representations, agreements, arrangements or undertakings relating to the matters addressed which are not fully expressed herein. The headings are for convenience only and shall not be construed to give any substantive meaning to the agreement between the parties. This Agreement shall be construed neutrally and as the commemoration of the mutual assent of both parties rather than for or against either party.
23. REVIEW BY ATTORNEY
InteLend.com strongly advises that Affiliate review this Agreement with an attorney before acceptance of its terms so Affiliate is fully appraised of all its rights, duties and obligations under this Agreement. Affiliate acknowledges that nothing herein and no statement by InteLend.com or any employee, representative, agent or other person associated with InteLend.com has in any way prevented or inhibited Affiliate from seeking such independent legal advice prior to entering into this Agreement. You hereby acknowledge and agree that the terms of this Agreement are reasonable and fair; all terms have been fully disclosed in writing, and you have been given reasonable opportunity to seek the advice of independent counsel with respect to this Agreement and all transactions associated herewith.
24. ACCEPTANCE AND EXECUTION
By joining the Program and by supplying InteLend.com with all the information required to create an Affiliate account on the Program, Affiliate has accepted all of the terms and conditions set forth herein above.
