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This Agreement contains the complete terms and conditions that apply to
an individual's or entity's participation in the Beirut.com Affiliates
Program (the "Program"). As used in this Agreement, "we" mean Beirut.com,
a division of XTI Communications,
"you" means the applicant, and "services" means mail services offered by
Beirut.com. "Site" means a World Wide Web site and, depending on the
context, refers either to Beirut.com's site or to the site that you will
link to our site. "Link" means a HTML form or link provided by Beirut.com
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 services from Beirut.com.
Enrollment in the Program
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.
Linking to Beirut.com
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 Beirut.com.
Commission
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 Beirut.com link on your site who successfully purchases
services on the Beirut.com site.
If it is later determined by Berut.com that the customer is not a
unique individual, or if that customer's purchase is refunded either
directly by Beirut.com or through "chargebacks" made to Beirut.com's bank
account by the credit card service supplier to Beirut.com, 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 Beirut.com.
Commission Schedule
You will earn a commission of 20% of the gross revenue after sales tax
received by Beirut.com from new and unique customers' purchases where that
customer was referred from your site. Beirut.com reserves the right to
change the commission schedule with a 30 day advanced notice.
Commission Payment
Subject to the terms and conditions of this Agreement, you will be paid
the commission each month provided that the commission owed is more than
US$25.00.
Policies and Pricing
Customers purchasing services from Beirut.com through this Program will
be deemed to be customers of Beirut.com. Accordingly, all Beirut.com
rules, policies, and operating procedures concerning the services will
apply to those customers. We may change our policies and operating
procedures at any time. For additional information regarding Beirut.com's
rules, policies, and operating procedures please see the terms and
conditions pages on our site.
Limited License
We will have a non-exclusive, non-transferable, non-sublicensable,
revocable right to use the Beirut.com 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 herin 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 Beirut.com and all uses of such
materials by you will inure to the benefit of Beirut.com. You agree not to
apply for registration of any of the Beirut.com trademarks, service-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 Beirut.com or its trademarks. We
may revoke your license at any time by giving you written notice.
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 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 goods 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
Beirut.com. Possible uses include (but are not limited to) lists of the
busiest sites, lists of member sites, etc. You agree to allow Beirut.com
to use screen shots of any of your Web pages that contain the Beirut.com
HTML code in Beirut.com promotional materials. The information provided by
Beirut.com to you may be proprietary in nature. You acknowledge that you
are not a competitor of Beirut.com, 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.
Term of the 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 services 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.
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 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
CONSTITUTES 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 PROGRAM OR THE REGISTRATION OF DOMAIN NAMES BY CUSTOMERS
REFERRED TO US BY YOU. FURTHER, 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.
Disclaimers
WE MAKE NO EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS WITH
RESPECT TO THE PROGRAM OR ANY SERVICES 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
SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, AND WE WILL NOT BE LIABLE
FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
Independent Investigation
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREED 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.
Governing Law
This Agreement shall be governed by and construed in accordance with
the laws of the State of Nevada, United States of America, applicable to
agreements executed and performed wholly within the State of Nevada.
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