I Agree To Adhere To The Terms Of This Agreement
Inika Mineral Cosmetics's Affiliate Program
Terms and Conditions of Participation |
This Agreement contains the complete terms and conditions that apply to
an individual or company's participation in the Inika Mineral Cosmetics Affiliate Referral
Program (the "Program"). As used in this Agreement, "Company"
means Inika Mineral Cosmetics, Incorporated and "Affiliate" means the individual
and/or company indicated in the registration form which by reference is
made a part of this agreement.
Participation
To participate in the Inika Mineral Cosmetics Affiliate Referral Program, the Affiliate
registration form must be completed and submitted to Inika Mineral Cosmetics. All applicants,
once approved, are immediately eligible to participate in the Inika Mineral Cosmetics Affiliate
Referral program however such participation is subject to ongoing, periodic
review by Inika Mineral Cosmetics and may be revoked at anytime without notice. Participation
may be suspended or terminated if we determine (at our sole discretion)
that your site is unsuitable for the Program. Unsuitable sites include those
that:
- Promote illegal activities
- Promote sexually explicit materials
- Promote violence
- Promote discrimination based on race, sex, religion, nationality,
disability, sexual orientation, or age
- Violate intellectual property rights
- Or are otherwise deemed inconsistent with the best interests
of Inika Mineral Cosmetics.
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This agreement shall apply only to Affiliate owned and managed web sites
as indicated in the registration form. Under no circumstances may Inika Mineral Cosmetics
Affiliate Referral links be placed on sites not registered with Inika Mineral Cosmetics.
Creating the Affiliate Link
Once you have completed the online application you will be presented with
a set of guidelines and graphical artwork to use in linking to the http://www.inika.com.au
website. To permit accurate tracking, reporting, and affiliate referral
fee accrual, we will provide you with a special link format which includes
your Affiliate ID number to be used in all links between your site and our
http://www.inika.com.au website. You must ensure that each of the links between your
site and our site properly utilizes the exact link format and affiliate
ID in order to obtain credit for any sales resulting from customers coming
to the http://www.inika.com.au website from your link. The Inika Mineral Cosmetics Affiliate Referral
program will capture the Affiliate's ID and the linking websites URL. The
URL must match a registered URL in the Affiliates Inika Mineral Cosmetics Affiliate registration
in order to be eligible for credit for purchases made by shoppers entering
the Inika Mineral Cosmetics web site from the Affiliate's Inika Mineral Cosmetics Affiliate link. You will
only earn referral fees with sales on our site occurring directly through
your Inika Mineral Cosmetics Affiliate link. Inika Mineral Cosmetics will not be liable to you with respect
to any failure by you to correctly configure the Inika Mineral Cosmetics Affiliate link,
by any failure resulting from issues of internet connectivity, shopper behavior,
web site or application failure on your server or our server or any other
such action which may result in your affiliate referral not being credited
for a sale including to the extent that such failure may result in any reduction
of amounts which would otherwise be paid to you pursuant to this Agreement.
Bonifide Orders
Inika Mineral Cosmetics will process all qualified orders placed by customers who follow
Inika Mineral Cosmetics affiliate links from your site to http://www.inika.com.au. We reserve the right
to reject orders that do not comply with any requirements that Inika Mineral Cosmetics may
from time to time establish. Inika Mineral Cosmetics assumes responsibility for all aspects
of order processing and fulfillment. Inika Mineral Cosmetics will prepare and maintain all
order forms; process payments, cancellations; and handle customer service.
Inika Mineral Cosmetics will track sales made to customers who purchase products using Inika Mineral Cosmetics
affiliate links from your site to our site and will make available to you
reports summarizing this sales activity. Report forms, content, and frequency
of the reports may vary from time to time at our discretion.
Referral
Fees
Inika Mineral Cosmetics will pay approved affiliate referral partners (in accordance with
Sections 5 and 6 below) referral fees on designated Product sales to third
parties. For a Product sale to be eligible to earn a referral fee, the customer
must follow a Inika Mineral Cosmetics Affiliate Link from your site to our site, select
and purchase the Product during that shopping session, accept delivery of
the Product, and remit full payment to us. We will not, however, pay referral
fees on any Products that are purchased by a customer after the customer
has re-entered our site via a means other than the Inika Mineral Cosmetics Affiliate Link,
even if the customer previously followed a link from your site to our site.
You may not purchase products during sessions initiated through the links
on your site for your own use, for resale or commercial use of any kind.
This includes orders for customers or on behalf of customers or orders for
products to be used by you or your friends, relatives or associates in any
manner. Such purchases may result (in our sole discretion) in the withholding
of referral fees or the termination of this Agreement. Products that are
eligible to earn referral fees under the rules set forth above are referred
to as "Qualifying Products."
In addition, you may not: (a) directly or indirectly offer any person or
entity any consideration or incentive (including, without limitation, payment
of money (including any rebate), or granting of any discount or other benefit)
for using Inika Mineral Cosmetics Affiliate Links on your site to access our site (e.g.,
by implementing any "rewards" program for persons or entities
who use Inika Mineral Cosmetics Affiliate Links on your site to access our site); or (b)
post any Inika Mineral Cosmetics Affiliate Links on any Web site or other platform that
is accessible through any Internet Access Appliance. If we determine, in
our sole discretion, that you have offered any person or entity any such
consideration or incentive, or posted Inika Mineral Cosmetics Affiliate Links on any such
Web site or platform, we may (without limiting any other rights or remedies
available to us) withhold any referral fees otherwise payable to you under
this Agreement and/or terminate this Agreement.
Referral Fee
Schedule
You will earn referral fees based on qualifying revenues according to referral
fee schedules to be established by us. "qualifying revenues" are
revenues derived by us from our sales of qualifying products, excluding
costs for shipping, handling, gift-wrapping, taxes, service charges, credit
card processing fees, and bad debt.
Payment of Referral Commissions
Inika Mineral Cosmetics will review all Affiliate Referral accounts approximately once each
month. All accounts with affiliate referral fees totaling $25.00 or more
will be paid. Payment will be by Direct Deposit for the referral fees earned on
our sales of Qualifying Products that were purchased during that month,
less any taxes that we are required by law to withhold. However, if the
referral fees payable to you for any payment period are less than $25,
we will hold those referral fees until the total amount due is at least
$25 or (if earlier) until this Agreement is terminated. If a Product
that generated a referral fee is returned by the customer, we will deduct
the corresponding referral fee from your next scheduled payment. If there
is no subsequent payment, we will send you a bill for the referral fee.
Policies and Pricing
Customers who buy products through this Program will be deemed to be customers
of Inika Mineral Cosmetics, Incorporated. Accordingly, all Inika Mineral Cosmetics rules, policies, and
operating procedures concerning customer orders, customer service, and product
sales will apply to those customers. We may change our policies and operating
procedures at any time. For example, we will determine the prices to be
charged for products sold under this Program in accordance with our own
pricing policies. Product prices and availability may vary from time to
time. Because price changes may affect products that you already have listed
on your site, you may not include price information in your product descriptions.
We will use commercially reasonable efforts to present accurate information,
but we cannot guarantee the availability or price of any particular product.
Identifying Yourself as a Inika Mineral Cosmetics Affiliate Referrer
We will make available to you a small graphic image that identifies your
site as a Program participant. You may display this logo or the phrase "Inika Mineral Cosmetics
Affiliate" somewhere on your site. We may modify the text or graphic
image of this notice from time to time. You may not make any press release
with respect to this Agreement or your participation in the Program without
our prior written consent, which may be given or withheld in our sole discretion.
In addition, you may not in any manner misrepresent or embellish the relationship
between us and you, or express or imply any relationship or affiliation
between us and you or any other person or entity except as expressly permitted
by this Agreement (including by expressing or implying that Inika Mineral Cosmetics supports,
sponsors, endorses or contributes money to any charity or other cause).
Limited License
We grant you a nonexclusive, revocable right to use the graphic image and
text described in Section 8 and such other images for which we grant express
permission, solely for the purpose of identifying your site as a Inika Mineral Cosmetics
Affiliate Program participant and to assist in generating product sales.
You may not modify the graphic image or text, or any other of our images,
in any way. We reserve all of our rights in the graphic image and text,
any other images, our trade names and trademarks, and all other intellectual
property rights. You agree to follow our Trademark Guidelines, as those
guidelines may change from time to time. 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 Product descriptions on your site and linking
those descriptions to our catalog
- The accuracy and appropriateness of materials posted on your site
(including, among other things, all Product-related materials)
- 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
Liability
We disclaim all liability for these matters. Further, you will 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.
Term of the Agreement
The term of this Agreement will begin upon our acceptance of your 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. Upon the 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 Inika Mineral Cosmetics trademarks, trade dress and logos,
and all other materials provided by or on behalf of us to you pursuant hereto
or in connection with the Affilate Referral Program. You are only eligible
to earn referral fees on our sales of Qualifying Products occurring during
the term, and referral fees earned through the date of termination will
remain payable only if the related orders are not canceled or returned.
We may withhold your final payment for a reasonable time to ensure that
the correct amount is paid.
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, referral 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.
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, even if we have been advised of the possibility of such
damages. Further, our aggregate liability arising with respect to this Agreement
and the Program will not exceed the total referral fees paid or payable
to you under this Agreement.
Disclaimers
We make no express or implied warranties or representations with respect
to the Affiliate Referral Program or any products sold through the Affiliate
Referral 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
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.
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.
Miscellaneous
This Agreement will be governed by the laws of the Australia and the
state of New South Wales, without reference to rules governing choice of laws. Any
action relating to this Agreement must be brought in the federal or state
courts located in Sydney, New South Wales and you irrevocably consent to the jurisdiction of such courts. 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 enforceable
against the parties and their respective successors and assigns. 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.
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