PROGRAM
AGREEMENT
Please
read the following CAREFULLY. This is a legal agreement
("Agreement") between BCCash.com ("Company"
"we," or "us") and "webmaster/applicant.
The
following offer to applicant is subject to all the
terms, conditions, limitations and waivers below.
Applicant acknowledges and agrees that by participating
in the Program and to be bound by all the terms and
conditions in this Agreement.
Acceptance of this agreement:
By filling out and submitting the sign-up form, You
are agreeing to be bound by all of the terms, conditions,
promises, warranties, duties and obligations set forth
in this Agreement and Company is agreeing to become
a counter-party to the Agreement. The date of execution
shall be the date on which the form is forwarded to
Company
What rights are granted under this agreement:
Subject to the terms and conditions set forth in this
Agreement by Company grants to Webmaster, the following:
The
non-exclusive right to direct, refer or send visitors
or users of your website to websites owned, operated
or controlled by Company.
A
limited nonexclusive, nontransferable and revocable
license to access, download and use promotional banners,
hypertext links, and other promotional materials created
by Company for use on your website or websites for
the exclusive purpose of advertising, marketing or
promoting websites owned, controlled and/or operated
by Company or services provided through Company's
website(s); however, the license herein granted shall
automatically and immediately cease upon the termination
or breach of any term in this agreement.
Applicant
Warrants to Company:
In consideration of Company providing program benefits,
applicant agrees and warrant as follows:
That
applicant will at no time, or using any materials
provided by company, directly or indirectly display
or include on Your Website any advertising or advertising
links of any kind which promote Company websites or
services provide through Company's websites, other
than those advertisements or hypertext ad links which
have been pre-approved by Company, in compliance with
this Agreement, and which advertise Company or other
sites, companies, products or other wide area network
addresses which we designate.
NOTE:
COMPANY POLICIES ARE FOR ZERO TOLERANCE FOR SPAMMING.
IF YOU SPAM, YOUR PARTICIPATION IN THE PROGRAM WILL
BE TERMINATED, YOU WILL BE BARRED FROM FUTURE PARTICIPATION
IN THE PROGRAM AND ALL FUNDS OTHERWISE DUE TO YOU
WILL BE FORFEITED TO THE COMPANY: You therefore warrant
that You will not use any form of mass unsolicited
electronic mail solicitations, news group postings,
IRC posting or any other form of what is commonly
known as "spamming" as a means of promoting
your website or for the purpose of directing or referring
users to any websites owned, operated or controlled
by Company. You further acknowledge and agree that
company has the right to immediately, and without
notice, terminate your participation in the program
if we, in our sole and exclusive judgment, conclude
that you have engaged in the use of any form of mass
unsolicited electronic mail solicitations, news group
postings, password selling or trading, warez, IRC
posting or any other form of "spamming".
That
applicant will not copy or reproduce, alter, modify
or change, broadcast, distribute, transmit or disseminate
any banners, hypertext links or other promotional
or advertising materials provided to applicant by
company pursuant to this agreement and the program
in whole or in part, in any manner, at any time anywhere
in the world except as authorized by Company in writing;
That
applicant will not, directly or indirectly, by any
means, trick, link or artifice of any manner link
any of the following content or material to any Company
website through any hyperlinks maintained or created
on applicants website or websites:
1 Obscene material; including without limitation to
any material depicting bestiality, rape, or torture,
scat.
2.
Any material which is displayed or transmitted in
a way as to constitute harmful matter or indecent
communications to minors;
3.
Any material which constitutes child pornography or
matter which involves depictions of nudity or sexuality
by an age inappropriate-looking performer be the performer
real or computer generated (i.e. someone who looks
younger than 18 years of age), or by a performer who
is portrayed or made to appear to be a person under
the age of 18 years of age by virtue of the script,
make-up, demeanor, costuming, setting, etc;
4.
Any material, which is threatening, abusive, hateful,
defamatory, libelous, slanderous, scandalous or injurious
to the reputation of any person or entity;
5.
Any material which constitutes an infringement, misappropriation
or violation of any person's rights of publicity,
privacy rights or any person's intellectual property
rights, including but not limited to copyrights, trademark
and service rights; This includes photos altered to
look like celebrities or other private persons.
6.
Any program, file, data stream or other material which
contains viruses, worms, "Trojan horses"
malicious java script or any other feature, which
takes control of a third parties computer or cpu without
their permission. Regardless whether damage is intended
or unintended, which may cause damage to any computer
equipment, loss or corruption of data or programs
or inconvenience to any person;
7.
Any material which contains any solicitation for prostitution,
or which promotes or facilitates Adult Websites, Incentive
Based Websites, Warez Websites or the hacking, cracking
or the downloading or trading of unauthorized MP3
audio files
8.
Any material not fully in compliance with 18 U.S.C.
Sec. 2257 et seq.;
That
Applicant shall remain a program participant until
applicants terminate participation in the program
by notifying Company by E-mail at:
of applicants intent to terminate participation; or
applicants participation in the program is terminated
by Company for any reason; or the program is terminated
by Company for any reason.
That
applicant will remain a program participant in good
standing at all times applicant is receiving benefits
or are otherwise participating in the program.
That
applicant shall cease to be a participant in good
standing and shall be subject to immediate termination
of all benefits without prior notice if there is a
failure to perform under or breach any part of this
Agreement.
That
if applicants participation in the program is terminated
for any reason or is not in good standing, changes
applicants website's URL or applicant ceases to offer
services on the Internet, applicant shall immediately
and permanently cease all use of all materials provided
by Company and that all files containing materials
provided will be removed from your website.
That
applicant is over the age of eighteen (18) years.
That
the person executing this agreement has the authority
and is otherwise is entitled to contract on behalf
of the entity which owns the rights to the your Website.
That
you will supply Company with a Federal Tax ID or Social
Security Number when requested, and that the failure
to supply that information will constitute a basis
for terminating this Agreement and for forfeiting
any commissions or fees to which you would otherwise
be entitled under this Agreement as liquidated damages.
That
upon termination of this Agreement you will immediately
cease using Company marks and remove any materials
supplied to you by Company or referring to Company,
including without limitation any banner ads, from
Your Website.
That
all of applicant’s warranties, indemnities and
obligations, which by their nature are designed to
survive termination, shall extend beyond the termination
of this Agreement.
Limitations
Of Your Participation In The Program:
You
acknowledge and agree to the following limitations:
Only
persons over the age of eighteen (18) years may participate
in the program.
Company
shall at all times have the right, in its sole and
exclusive discretion, to modify and/or terminate the
Program and any and all program benefits associated
with Program at any time, and may do so with or without
prior notice or cause.
Company
has the right to terminate applicants and any other
person's participation in the Program at any time
and may do so with or without prior notice or cause.
This
agreement and the rights under it are not transferable
and may only be used by applicant in association with
participation in the program.
All
Program Benefits materials, including, without limitation,
all advertising banners, hypertext links, photographic
materials, recordings, video, sound, and any other
form of intellectual property provided to You by Company
as part of this Program shall remain the property
of Company and may not be copied or reproduced, altered,
modified or changed, broadcast, distributed, transmitted
or disseminated, sold or offered for sale in any manner,
at any time anywhere in the World except as expressly
authorized by Company in writing.
Nothing
herein shall be construed as a grant or assignment
of any rights in any intellectual property owned by
Company, including, without limitation, any of its
trademarks or service marks.
A
"referral" from Your Website which entitles
You to a "referral fee" shall be defined
as follows:
(i)
A person who has been directed to a website controlled
or operated by Company through the use of a banner
ad or hypertext link supplied by Company as part of
the Program (hereinafter referred to as "Authorized
Link") that resides on your website and which
automatically connects any person who clicks on said
Authorized Link to a Company website; and
(ii)
A person who, after having been directed to a website
owned or operated by Company through the use of an
Authorized Link, clicks through to an Advertiser listed
on Company's website (hereafter defined as a "unique
click-through to an Advertiser").
You
acknowledge and agree that Company shall have the
right to deny or withhold payment from applicant and
to terminate applicant from the program if the Company
determines that applicant has directly or indirectly
engaged in, or encouraged fraudulent activity.
You further acknowledge and agree that Company shall
have the right, in its sole and exclusive judgment,
to determine what constitutes fraudulent activity
and whether conduct, directly or indirectly constituted
or encouraged fraudulent activity. The Company's determination
that fraudulent activity has or is occurring shall
be conclusive as to that issue.
You
acknowledge and agree that Company shall have the
right to terminate the program at any time, for any
reason, or for no reason at all, in its sole and absolute
discretion.
All
referral fees due and payable hereunder shall be payable
in United States Dollars.
The
referral fees payable as part of the Program shall
be listed at the link located at Company’s website,
and Company reserves the right, in its sole and exclusive
discretion, at any time to alter or modify the Program
including the method and terms of all payment benefits
to Participants. Any changes posted link set forth
above shall be binding upon all participants immediately
upon posting said changes at that link by Company.
It is Applicants sole obligation to check the link
to determine if there have been any changes in the
Program. If Company has changed the terms of this
agreement and Applicant disagrees with such than Applicant
is excluded from program.
No
Joint Or Collaborative Venture; No Monitoring Or Control
Of Your Content By Us:
Nothing in this Agreement is intended by Company to
create or constitute a joint or collaborative venture
or partnership of any kind between Company and Applicant
agree that nothing in this Agreement be construed
as constituting or creating any agency, employment
relationship, joint or collaborative venture or partnership
between Applicant and Company its employees, agents
or assigns.
You
acknowledge and agree that we shall have no control
nor ownership interests of any kind in applicants
business or Website.
You
acknowledge and agree that You shall have no financial
or other interest in Company or any property owned
by Company, its affiliates, agents, successors or
assigns.
You
acknowledge and agree that the relationship with Company
shall be restricted to matters pertaining to the Program
exclusively and shall be governed entirely by the
terms and conditions of this Agreement.
You
acknowledge and agree that Company has no direct or
indirect control over the content of performances
or services, the manner of performances or services,
or the time or duration of provision of performances
or services by Applicant, at or in association with
your Website except as specifically set forth in this
Agreement.
You
further acknowledge that neither Company nor any employee,
associate, agent, assign or successor of Company shall
exert or provide any direct or indirect control over,
monitoring of, supervision of, prior approval of,
or review of the content appearing or otherwise distributed
on, at or in association with your Website, and that
applicant shall be solely responsible for any legal
liabilities or consequences resulting from the dissemination
of that content on or through your Website.
Company
makes no guarantees or warranties of any kind:
You
acknowledge and agree that Company makes no guaranties
or warranties 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
you "as is", and that use of Program and
associated materials, including, without limitation
is solely at your risk. Company disclaims all warranties,
either express or implied including, but not limited
to, express or implied warranties of merchantability
and fitness for a particular purpose, with regard
to the Program and any and all materials of every
kind supplied to as part of this Program.
Company
Limited Liability and Liquidated Damages :
You
acknowledge and agree that under no circumstances
shall Company, its employees, independent contractors,
authors, agents, representatives, assigns and successors
be liable to applicant, or any other person or entity,
for any direct or indirect losses, injuries or incidental
or consequential damages of any kind (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
Company website, or arising from or in connection
with the use of the Program materials, or due to any
mistakes, omissions, delays, errors, interruptions
in the transmission, or receipt of Company' services,
content or Program materials, including without limitation
any losses due to serve problems or due to incorrect
placement of HTML or other programming languages.
Notwithstanding
the foregoing express limitations of liability, you
acknowledge and agree that should Company, its officers,
employees, successors, or assigns be held liable for
damages, injuries or losses of any kind, directly
or indirectly resulting from participation in the
program, that the aggregate liability arising with
respect to and under this Agreement and the Program
for any and all claims, injuries, damages or losses
will not exceed the total referral fees paid or payable
to you under this Agreement.
No
Representations Of Success Or Profitability
You hereby confirm and acknowledge that you have unilaterally
decided to enter an Internet service business and
acknowledge that it is a high-risk business. You further
confirm, acknowledge and expressly agree that neither
Company, any agent or representative of Company, nor
any other person has at any time in the past, represented
to You or has otherwise directly or indirectly communicated
in any manner to You any guarantee, reassurance or
any other communication of any kind regarding:
1.
the potential profitability or likelihood of success
of your participation in the Program as set forth
in this Agreement or otherwise;
2.
the possibility or likelihood that use of any products
and/or services provided by Company pursuant to this
Agreement can or will result in the recoupment of
any funds expended by You for the promotion of Your
Website or any other purpose; or
3.
the existence, nonexistence, size or any other characteristics
of any market for any products or services which involve
Your participation in the Program pursuant to this
Agreement.
4. Applicant agrees that such program is not a franchise
or other business opportunity and agrees that such
program does not fall within any such act or law.
Specifically, these terms and conditions are not by
their definition an offer or business opportunity.
You further expressly agree not to raise any claim
of any kind against Company and you agree to hold
Company harmless from any claim of loss to you directly
or indirectly resulting from your decision to participate
in the Program pursuant to this Agreement.
No
Monitoring Or Supervision Provided By Us
We shall not monitor, supervise or review, and shall
not be responsible for any content appearing or otherwise
distributed on, at or in association with Your Website
except for that content which is supplied to You by
Us, provided that said content supplied to You by
Us has not be altered or modified by You or any other
party.
Term
And Termination Of Agreement
You
acknowledge and agree that the term of this Agreement
is at will and will begin upon Company's acceptance
of your Affiliate application and will end when terminated
by either party. Either you or Company may terminate
this Agreement at any time, with or without cause,
by giving the other party written notice of termination.
In
the event that this Agreement or Program is terminated,
you shall be entitled to all unpaid commissions or
referral fees earned by you prior to the date and
hour of termination. However, You shall not be entitled
to receive any commissions or referral fees for any
"referrals" delivered or received by Company
after the date and time of termination.
Entire Agreement; Modification; Assignment
This Agreement constitutes the entire agreement between
Applicant and Company with respect to the subject
matter hereof, and supersedes and cancels all other
prior agreements, discussion, or representations,
whether written or oral.
You
agree that Company may at any time, in its sole and
exclusive discretion, modify the type and quality
of benefits provided to you under this Agreement by
posting a change notice or a new agreement on this
site. Modifications may include, for example, changes
in the scope of available referral fees, 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.
Applicant
acknowledges and agree that the failure of Company
to enforce any of the specific provisions of this
Agreement shall not preclude any other or further
enforcement of such provision(s) or the exercise of
any other right hereunder.
Applicant
agrees that all promises, obligations, duties and
warranties made by applicant in this Agreement are
personal to applicant and that neither they nor any
benefits hereunder may be assigned by applicant to
any other person or entity.
You
agree that Company may at any time, and without prior
notice to you, freely assign all or part of its duties,
obligations and benefits hereunder.
Acceptance And Execution Of This Agreement
By
filling out and submitting the sign-up form, You are
agreeing to be bound by all of the terms, conditions,
promises, warranties, duties and obligations set forth
in this Agreement and Company is agreeing to become
a counter-party to the Agreement. The date of execution
shall be the date on which the form is forwarded to
Company
