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As an affiliate of
our program, you agree to the following AffinityTrip.com
Affiliate Program Agreement:
This
Agreement, made and entered by and between AffinityTrip.com and
you, the affiliate ("you" or "affiliate"), contains the complete
terms and conditions that apply to your participation in the
AffinityTrip Affiliate Program (the "Affiliate Program" or
"Program").
1.
Terms of the Agreement
The
term of this Agreement will begin upon our acceptance of your
affiliate 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 commission
on commerce clicks (as defined below) occurring during the term.
You
must provide and use a valid email address through which you can
be reached to participate in the Program. If you do not, your
account will be deactivated and this Agreement will be
terminated.
2.
Compensation Defined
As an
affiliate, you will earn 2.5% revenue share on all cruise
transactions. A cruise transaction is a cruise that has
commenced sailing and has been booked by the User as a result of
linking to AffinityTrip from your site. Cruises may be booked
either using our web site or via our phone booking system. Any
cruise transaction that has not commenced will not be credited
to your affiliate account.
3.
Termination; Survival
Upon
termination of this Agreement for any reason, you will
immediately cease use of, and remove from your site, all links
to our site, and all AffinityTrip trademarks, trade dress, and
logos, and destroy all other materials provided by or on behalf
of us to you pursuant hereto or in connection with the Program.
Sections 3, 7, 9, 10, 13, 14 and 16 through 23 will survive any
termination or expiration of this Agreement.
4.
Modifications to the Agreement
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 this site. Modifications may
include, for example, changes in the scope of available
commission structure, 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.
5.
Eligibility in the Program
Competitors, as well as their employees and agents (collectively, “Ineligible Party”), are not eligible to enroll in the Program. If you have any questions whether you are or are not an Ineligible Party, please contact us. In addition, you agree to: (a) terminate this Agreement immediately if you become an Ineligible Party following your enrollment in the Program; and (b) keep confidential any Confidential Information that we have provided to you during your enrollment in the Program. “Competitors” means any person or business that provides cruise vacation booking services, including, without limitation, Priceline, Travelocity, Expedia, Preview Travel, Lowest Fare, Cheaptickets, Orbitz, Open Table, GoGo Vacations, BizTravel, GetThere, iTravel, Trip.com, TravelPoint.com, Bestfares.com, Bestfare.com, Yatra.net, Trip Manager, MYOB Travel, Utell, Pegasus, Worldspan, Sabre, Amadeus, Galileo, AAA Travel, Costco Travel, Disney Travel, Disney Theme Parks, Universal Studios Theme Park, Pleasant Hawaiian Holidays, RCI, nutravel.com, Travelnow, RezConnect, Royal Caribbean Cruise Lines, Princess Cruise Lines, Holland America Cruise Lines, Cruise.com, Cruise411, American Express Travel Services, Carlson Wagonlit, Rosenbluth, National Leisure Group, iCruise.com, CruisesOnly.com, Carnival Cruise Lines, Celebrity Cruises, Costa Cruise Line, Crystal Cruise Line, Cunard, Disney, Holland America Line, MSC Italian Cruises, Norwegian Cruise Line, Princess Cruises, Royal Caribbean Cruise Line, Windstar Cruises or a substitute listing that we may provide to you from time to time during the term of this Agreement.
In addition, employees of International Voyager or its Affiliates and the immediate family members of such employees, are not eligible to participate in the Program.
6.
Enrollment in the Program; Exclusivity
To begin the enrollment process, you will submit a complete application from our web site. We will evaluate your application and notify you of your acceptance or rejection. We may reject your application if we determine (at our sole discretion) that you an Ineligible Party or your site is unsuitable for the Program. If we reject your application, you are welcome to reapply to the Program at any time. You should also note that if we accept your application and your site is thereafter determined (at our sole discretion) to be unsuitable for the Program, we may terminate this Agreement.
Your
site should:
a)
Generate sufficient traffic to our websites;
b)
Attract a customer base who may be interested in our products
c)
Not promote violence such as: hate crimes, fire arms, terrorist
organizations and/or related sites;
e)
Not promote discrimination based on race, sex, religion,
nationality, disability, sexual orientation, or age.
7.
Confidentiality
The parties agree that the recipient of any confidential or proprietary information of the other party provided or received hereunder will use such confidential information solely for the purposes for which it is provided by the other party; will not disclose such confidential information to any third party; and will protect such confidential information from unauthorized use and disclosure; provided, however, that AffinityTrip may share the confidential or proprietary information that it receives hereunder with its Affiliates. The foregoing obligations will not apply to any (a) information that becomes generally publicly available through no fault of the recipient, (b) information that the recipient obtains from a third party (other than in connection with this Agreement); (c) information that is independently developed or acquired by the recipient; (d) disclosure with the prior written consent of the disclosing party; or (e) disclosures which are required by applicable law. Notwithstanding the foregoing, the recipient may disclose such confidential information if required by any judicial or governmental request, requirement or order; provided that the recipient will take reasonable steps to give the disclosing party sufficient prior notice in order to contest such request, requirement or order. For the purposes of this Agreement, “Affiliates” means any person, partnership, joint venture, corporation or other form of enterprise, domestic or foreign, including but not limited to subsidiaries, that directly or indirectly, control, are controlled by, or are under common control with a party.
8.
Fraud
If you commit fraud or falsify information in connection with the registration of members in AffinityTrip.com through the AffinityTrip banners or links on your site, this Agreement will be terminated immediately. In addition, you will be liable to AffinityTrip for any and all damages that we suffer as a result of such actions. You will also be responsible for returning to AffinityTrip all commissions received for fraudulent/falsified members, and we will not hesitate to pursue all legal causes of action against you to the fullest extent possible under the law.
9.
Limitation of Liability
AFFINITYTRIP AND ITS SUPPLIERS 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, EVEN IF WE OR THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, THE AGGREGATE LIABILITY OF AFFINITYTRIP AND ITS SUPPLIERS ARISING WITH RESPECT TO THIS AGREEMENT AND THE PROGRAM WILL NOT EXCEED ONE MONTH’S COMMISSION PAID OR PAYABLE TO YOU UNDER THIS AGREEMENT
10.
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 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 10. AffinityTrip may cite your name or URL in connection with your participation in the Program in materials including but not limited to postings on our site, newsletters, advertisements, and other communications.
11.
Payment
a)
Commissions will be paid in U.S. dollars only.
b)
Commissions are paid only to those affiliates who have completed
an accurate W9 form.
c)
Commissions are paid to affiliates using the automated payment system.
b)
Commission checks will be made payable to the order of the
person and/or company name designated on your application at the
time of sign-up. Absolutely no exceptions will be made to this
rule.
c) Commissions are accrued on a 30/31 day calendar month. Failure to provide AffinityTrip with a correct address, or if checks mailed to you are returned to AffinityTrip, will result in forfeiture of any amounts otherwise due to you hereunder. You must send updated information to affiliates@AffinityTrip.com. Any attempt by you to manipulate, falsify or inflate clicks or referrals, to defraud AffinityTrip or to violate the terms of this Agreement constitutes immediate grounds for AffinityTrip to terminate this Agreement and will result in forfeiture of any amounts otherwise due to you hereunder.
d)
All clicks are verified.
e)
Commissions are paid on a monthly basis when your account has
reached a minimum threshold of twenty-five dollars ($25.00).
Accounts with a balance of less than $25.00 will roll over to
the next month.
12.
Tracking of Clicks
AffinityTrip will be solely responsible for tracking clicks made by visitors who follow your AffinityTrip links or banners to AffinityTrip.com. You will be solely responsible for ensuring that such links or banners are formatted properly and maintained in a manner that allows AffinityTrip to track such clicks. No commission shall be paid if the commerce clicks cannot be tracked by AffinityTrip or if the visitor accesses the AffinityTrip.com site other than through such links or banners.
13.
Responsibilities of Your Site
You
will be solely responsible for the development, operation, and
maintenance of your site and for all content that appears on
your site.
You
are solely responsible for:
a)
The technical operation of your site and all related equipment;
b)
The accuracy and appropriateness of materials posted on your
site (including, among other things, all AffinityTrip
materials);
c)
Ensuring that content posted on your site does not violate or
infringe upon the rights of any third party (including,
copyrights, trademarks, privacy, or other personal or
proprietary rights); and
d)
Ensuring that content posted on your site is not libelous or
otherwise illegal.
14.
Indemnification
We
disclaim all liability for the matters listed in Section 13.
Further, you will defend, indemnify 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 or your breach
of this Agreement.
15.
Limited License
We grant you a nonexclusive, nontransferable, revocable right to display solely on your web site the AffinityTrip links or banners provided to you hereunder and to enable access to our site through these authorized links or banners, solely in accordance with the terms of this Agreement, for the sole purpose of linking your site to our site, solely for the purpose of identifying your site as a participant in the Program and assisting in increasing traffic to AffinityTrip. You may not alter, modify, or change the banners or links in any way without receiving our prior written consent, which may be denied in our sole discretion. You are only entitled to use the banners or links to the extent that you are a member in good standing of the Program. We may revoke your license and terminate this Agreement anytime by giving you written notice.
16.
Publicity
You shall not create, publish, distribute, or permit any written material that makes any public statement or reference to us without receiving our prior written consent, which may be denied in our sole discretion. Also, as an affiliate of AffinityTrip, you may not advertise AffinityTrip services or solicit members on any Internet forums, boards, email service or communities that are the trademarked and owned property of another company designed for use only by their registered members. "Roping" of customers from any other company's member base by placing personalized ads on their online product (or any other way) is not an acceptable method of promoting AffinityTrip services.
17.
Anti-Spam Policy
You
will be removed from the Program and forfeit any pending
commission if you are caught spamming. Spamming is not allowed
and will not be tolerated and will result in the immediate
termination of this Agreement.
18.
Anti-Predatory Policy
You will not replace, intercept, interfere, hinder, disrupt or otherwise alter in any manner a Web user’s access, view or usage of, or other aspect of such Web user’s experience at, any applicable web site or page in a manner that causes or otherwise results in a different experience from that which was otherwise intended. In addition, you will not block, alter, direct or redirect, or substitute, insert or append yourself to, or otherwise intercept or interfere in any manner with, any click-through or other traffic-based transaction that originated from an applicable web page or site (including, without limitation, any return visit to AffinityTrip.com to which such click-through or other traffic reached or intended to reach) with the result of reducing compensation or other payment earned by or owing to another affiliate or increasing any payment obligation of AffinityTrip with respect to any individual transaction.
19.
Disclaimer
We make no express or implied warranties or representations with respect to the AffinityTrip Web site or the Program (including, without limitation, warranties of fitness, merchantability, no infringement, or any implied warranties arising out of 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.
20.
Miscellaneous
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. Any attempted assignment in violation of this Section 20 will be null and void. AffinityTrip will send written notices to you required hereunder to the email address provided in connection with your Program application or to the physical address specified on such application. You will send written notices to affiliates@AffinityTrip.com. 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. This Agreement will be governed by and construed in accordance with the laws of the State of New Jersey, without regard to the conflict of laws rules of any jurisdiction. Any dispute arising out of or relating to this Agreement will be resolved by binding arbitration (“Arbitration”). Such Arbitration shall be conducted under the rules of the American Arbitration Association’s Commercial Arbitration Rules. The arbitrator will be selected by agreement of the parties. If the parties cannot agree on an arbitrator, an arbitrator will be designated by the American Arbitration Association. Any arbitrator so designated must be acceptable to all parties. The arbitrator shall have the authority to award compensatory damages only. The award rendered by the arbitrator shall be final, binding and non-appealable, and judgment upon such award may be entered by any court of competent jurisdiction. Other than those matters involving injunctive relief as a remedy, including during a pending Arbitration, or any action necessary to enforce the award of the arbitrators, the provisions of this Section 20 shall be a complete defense to any suit, action or other proceeding instituted in any court with respect to any dispute, controversy or claim arising out of or related to this Agreement, or the creation, validity, interpretation, breach or termination of this Agreement. Each party shall be responsible for its own expenses, including legal fees, incurred in the course of the Arbitration. The fees of the arbitrator shall be divided evenly between the parties. The Arbitration shall be conducted in Hackensack, New Jersey, USA. The provisions of this Section 20 will not prevent either party from seeking (a) equitable relief regarding the other party’s breach of its confidentiality provisions of the Agreement or (b) specific performance of the other party’s material breach of its obligations under this Agreement. This Agreement sets forth the entire understanding of the parties with respect to the subject matter hereof, and supersedes any prior agreements and understandings, both written and oral, which may have existed or exist between the parties with respect to the subject matter hereof. You may not modify this Agreement.
21.
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.
22.
Proper Age; Authority
BY
ACCEPTING THIS AGREEMENT, YOU CONFIRM: (A) YOU ARE AN ADULT OF
AT LEAST 18 YEARS OF AGE (19 OR 21 WHERE APPLICABLE); AND (B)
YOU HAVE FULL AUTHORITY TO BIND YOURSELF OR YOUR COMPANY TO THE
TERMS AND CONDITIONS HEREIN.
23.
Trademark-Related Protections
Except for the limited license granted to you in Section 15 above, you and your Affiliates are prohibited from using or displaying (directly or indirectly), and agree not to use or display (directly or indirectly), any URL, trade name, trademark, logo, or branding of International Voyager or of any of its Affiliates, in any manner whatsoever (including, without limitation, in any meta-tags, search engine advertising, marketing or optimization, any other online or offline marketing or advertising, press releases, etc.) without the express, written permission of International Voyager or its applicable Affiliates, which may be denied in the sole discretion of International Voyager or such Affiliates. All rights not expressly granted are reserved by International Voyager and/or its Affiliates.
24.
Pay Per Click Advertising
AffinityTrip does not allow affiliates to engage in Pay Per Click (PPC) advertising where an affiliate is outbidding AffinityTrip.com for the same keyword. Additionally, affiliates are not permitted to bid on the AffinityTrip.com domain name nor any mispellings of the domain name.
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