Become an iSpy Affiliate

iSpyConnect
Web Site Affiliate Agreement

This Affiliate Agreement contains the terms and conditions that apply to an individual's or entity's participation in the (iSpyConnect) referral program (the "Program"). This Agreement covers the establishment of a iSpyConnect Internet portal or "link" on the applicant's site on the World Wide Web (the "Web"). Throughout this Agreement, (iSpyConnect) will be referred to as "(iSpyConnect)", "we" or "our" will be referred to as "the Referral Partner", "you" or "your". (iSpyConnect)'s site on the World Wide Web is referred to herein as "our web site"; your site on the World Wide Web is referred to herein as "your web site" or "Referral Partner Web Site".

1. Commencement

To participate in iSpyConnect's Program you must complete the online application found on the site: http://www.ispyconnect.com/ and agree to all the terms of this operating agreement. iSpyConnect may reject any application for any reason. iSpyConnect will reject any application to place its link on a web site that contains, in iSpyConnect’s sole opinion, any objectionable content. Objectionable content includes content that is unlawful in any manner, harmful, threatening, defamatory, obscene, offensive, harassing, sexually explicit, violent, unlawfully discriminatory, or is otherwise objectionable. iSpyConnect will also reject applications to place its link on a web site that contains links to and advertisements for web sites with objectionable content, gambling sites and casinos.

2. Display of iSpyConnect's Link

We will provide to you the technical specifications and other information and logos necessary to establish iSpyConnect's banner, link or Uniform Resource Locator (URL) on your web site. These link materials are available in your affiliate log-in panel in the “Affiliate Resources” section. You agree to display prominently iSpyConnect's graphical image file as provided by iSpyConnect on one or more pages on your web site. You expressly agree that iSpyConnect's name, trademark, logo or any other identifying material will appear on your web page (or on any other web page under your control) only in the form supplied by iSpyConnect. iSpyConnect's graphical image file will provide a link only to a URL to which iSpyConnect has agreed. You will not alter the look or feel of any of these materials provided by iSpyConnect in any way. iSpyConnect may cancel this Agreement at any time if your display of iSpyConnect's logo, trademark or other identifying material does not meet with iSpyConnect's approval. Upon notice from iSpyConnect you must immediately remove all references to iSpyConnect, including its name, logo, trademark, service mark or any other identifying material from your web site immediately.

3. Referral Commissions

For each customer who visits iSpyConnect's web site through the link at your web site, or is referred to iSpyConnect in writing or by email, and who purchases iSpyConnect services (Services) from iSpyConnect as a result of such link or referral, iSpyConnect will pay to you a repeating base referral commission of up to 45% of GROSS sales per customer account that is billed and collected by iSpyConnect. (Example: a customer who purchases a $15.95 subscription will require iSpyConnect to pay the affiliate $7.18 per month until that user cancels their subscription). In order to be eligible for a referral commission, the customer must purchase Products through the link at your site or through written contracts or referral and the Products must be billed and collected by iSpyConnect. Referral commissions will be paid to Referral Partner 45 days from the last day of the month in which customers are billed and collected by iSpyConnect. Accounts not meeting these criteria will not be eligible for a referral commission. iSpyConnect, at iSpyConnect's sole discretion, may refuse any customer. All qualifying referral commissions will be credited to an account set up by you.

4. Payment of Referral Commissions

You will receive payment of referral commissions on the first of the month when your account balance exceeds $20 to a PayPal account that you nominate. Funds are cleared for payment to you 30 days after iSpyConnect receives them to allow for cancellations, refunds and chargebacks. If for any reason this Agreement is terminated prior to your first referral commission being due and the account balance does not exceed $20, then no referral commission will be due, but may be paid out to the affiliate by iSpyConnect as a gesture of “good will”. If this Agreement is terminated after the first referral commission is due and payable or has been paid, then any referral commission balances in your account will be paid to you within approximately 45 days from the end of the month in which this Agreement was terminated.

5. Customer Applications

Each customer who visits the iSpyConnect web site through the link at your web site, or is referred to iSpyConnect in writing, must fill out a customer information sheet and be approved by iSpyConnect or its carrier for service. All customer information is the sole and exclusive property of iSpyConnect and the customer applicant. You do not have any right to either (I) participate in any aspect of the information process, or (ii) receive any of the customer's personal information. This policy specifically prohibits, without limitation, you from receiving customer information directly from customers and subsequently forwarding the customer information to iSpyConnect. Of course you may request personal information from customers directly related to your own activities, registrations, promotions or the like, but iSpyConnect will never reveal any personally identifying information about customers or a customer applicant to you. (See Section 15).

6. Policies

Once a customer provides iSpyConnect with customer information, that customer will be deemed to be a customer of iSpyConnect for all purposes and will be subject to all policies, procedures, rules and regulations that govern such transactions. iSpyConnect may change any of its policies or procedures at any time, in accordance with applicable law.

7. Customer Privacy

iSpyConnect may be subject to rules and regulations; including without limitation, the Privacy Statement on iSpyConnect's web site, which specifies how iSpyConnect may or may not treat a customer's personal information. You understand that iSpyConnect 's web site and policies are created and operated to abide by all such rules and regulations and you agree to defend, indemnify and hold harmless iSpyConnect (in accordance with Section 11) from any of your violations of a customer's privacy rights.

8. Sales Reports

We will provide to you, via email, or extranet login and password, a monthly report that summarizes the sales activity from your web site. In no event will iSpyConnect reveal the names or other identifying information about its customers.

9. License Agreement

Upon our acceptance of your application we will grant to you a limited, revocable, nonexclusive, non-transferable, non-assignable right to use iSpyConnect 's icon, logo and other images and materials relating to iSpyConnect (the "License"), which iSpyConnect provides to you for the limited purpose of fulfilling this agreement. You may not modify any of iSpyConnect's images, including, but not limited to its icon or logo. This License is subject to the terms and conditions of this Agreement and is limited to the sole purpose of participating in the Program, promoting iSpyConnect's products and services on your web site, and for no other purpose. iSpyConnect expressly reserves all of its rights in and to its trademarks, trade names, icon, copyrights, logos and other intellectual property. iSpyConnect may revoke this license at any time by giving you written notice.

10. Site Maintenance

You are solely responsible for maintaining your web site. iSpyConnect has no responsibility for the development, operation or maintenance of your web site. You are responsible for all technical operations of your web site, including, without limitation, ensuring that your web site does not contain libelous or objectionable material, and ensuring that all material on your web site is legal and does not infringe on the rights of any third party (including copyright or trademark rights) or the rights of any customer. iSpyConnect is not responsible for any of these duties and you agree to defend, indemnify, and hold harmless iSpyConnect, its directors, officers, employees and representatives from and against any and all claims, actions, causes of action, damages, injuries, expenses (including attorney's fees) relating to the development, operation, content and maintenance of your web site, including, without limitation, any breach of a customer's privacy rights or any unauthorized use by you of iSpyConnect's icon, logo and other images and materials relating to iSpyConnect.

11. Term

This agreement is effective at the time your application is, at the sole discretion of iSpyConnect, accepted by iSpyConnect and you are notified of such acceptance either in writing or electronically. Either party, with or without cause, may terminate this Agreement by giving the other party 30 days written notice of the termination. Referral commissions will be paid only on accounts, which are eligible under this Agreement, pursuant to Section 4, at or prior to the time of termination. Upon termination of this Agreement, your License will expire immediately.

12. Modification of Agreement

iSpyConnect may modify this agreement at any time by posting a change on our web site or notifying you by email. iSpyConnect may change any of the terms and conditions of this Agreement. Modifications may include, but are not limited to, changes in the referral commission structure, payment procedures, and iSpyConnect Referral Partner Program rules. If any modification is unacceptable to you, your only recourse is to terminate this Agreement. Your continued participation in the iSpyConnect Referral Partner Program following our posting of a change notice or new agreement on our site will constitute binding acceptance of the change.

13. Modification of Banner

iSpyConnect, at its sole discretion, may change the "look and feel" of the banner or link that you have placed on your web site. If you object to the new "look and feel" of the banner that is on your site, iSpyConnect will direct you to an area on its web site where other banners will be available for downloading.

14. Relationship of Parties

You and iSpyConnect are independent contractors for all purposes. Nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative or employment relationship between the parties. You have no authority to act on iSpyConnect's behalf. Your display of iSpyConnect's logo and/or trademark as well as all other content on your web site, or any direct contact you have with any customer or customer account applicant must not contradict this fact.

15. Publicity

You shall not create, publish, distribute, or permit any written or electronic material that makes reference to iSpyConnect without first submitting such material to us and receiving our written consent.

16. Tracking

iSpyConnect will be solely responsible for tracking sales using special software that communicates with the specially encoded URLs assigned to affiliates. iSpyConnect 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 iSpyConnect to track sales, Affiliates hereby acknowledge and accept that the tracking system employed by iSpyConnect, though deemed HIGHLY reliable, may not be 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, Web page 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.

17. Limitation of Liability

We will not be liable for indirect, special or consequential damages (or loss of revenue, profits, or data) arising in connection this Agreement even if we have been advised of the possibility of such damages. Further, our aggregate liability arising with respect to this Agreement will not exceed the total referral commissions paid or payable to you under this Agreement. You agree to hold harmless iSpyConnect, its owners, directors, employees and contractors from any liability including attorney fees relating to your business operations, business risks, and lawsuits arising from your normal course of business, or the affiliate program in its entirety. iSpyConnect and our Affiliates are not business partners by any definition of the law. In addition, if any portion of this contract is unlawful in the state where the agreement is active, the remaining portions of this agreement hold enforceable.

18. 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 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.

19. Disclaimer
We make no express or implied warranties or representations with respect to the Program or this Agreement or any products or services sold by iSpyConnect. In addition, we make no representation that the operation of our web site will be uninterrupted or error-free and we will not be liable for the consequences of any interruptions or errors.

20. Spam
Affiliate may not engage in spamming, indiscriminate advertising or unsolicited commercial e-mail or cybersquatting. Affiliate may not operate a website or link to a website that contains or promotes any offensive, defamatory, obscene, abusive, violent, illegal or unlawful content or activity or that offers any illegal good or service. Without limiting any terms of this Agreement, iSpyConnect reserves the right to terminate Affiliate's account and withhold all referral fees due if it finds any kind of unsolicited email generated by Affiliate or on Affiliate's behalf containing any reference to any product or service created or sold by iSpyConnect, the Websites, or any connection that leads the recipient of that mail to the Websites. Commercial advertisements are unwelcome in most discussion groups and on most mailing lists. Inappropriate posting may result in the suspension or cancellation of your account. See the newsgroup or mailing list's charter for whether advertising is allowed or not. Affiliate must comply with all relevant laws during the term of this Agreement. Sending a message to a group, especially an advertisement, is considered spamming unless the individuals have specifically requested to be added to a mailing list on that topic.