Affiliate Terms and Conditions
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Red 9 Media LTD. – Affiliate Terms and Conditions for Schillinger Art / schillinger.ca
Red 9 Media LTD. is the corporation that owns Schillinger Art / schillinger.ca (the “Site”). The following are the terms and conditions (this “Agreement” or the “Terms”) for affiliates that direct potential customers to any website owned by Red 9 Media LTD., in this case the schillinger.ca web site (the “Site”) and where Red 9 Media LTD. has agreed to pay that affiliate (“you”) a commission for directing those potential customers to the Site resulting in a sale of Chris Schillinger’s artwork.
- Acceptance
- By submitting your application for being an affiliate of the Site, you agree to be bound by the Terms as stated herein without modification.
- Nature of the Relationship
- The nature of the relationship between Red 9 Media LTD. and you will be that of independent contractors for all purposes and in no event will any person employed by you be held or construed to be employees of Red 9 Media LTD., Schillinger Art or schillinger.ca. Specifically, Red 9 Media LTD. is not a member of any partnership, joint venture, or franchise arrangement with you.
- Ownership and use of Red 9 Media LTD. Materials include any legal materials, documents, contracts, software, products, web links, promotional material, email, information, partial Red 9 Media LTD. Material, or any other materials provided by Red 9 Media LTD., the Site or any Red 9 Media LTD. service in any way. Red 9 Media LTD. retains complete ownership and all rights to the Red 9 Media LTD. You do not have the right to use or change any of the Red 9 Media LTD. Materials without prior written consent of Red 9 Media LTD. You do not have the right to use any Red 9 Media LTD. Materials for third party or competitive use. All use of Red 9 Media LTD. Materials, with or without prior written consent, will cease after termination of this agreement.
- Term
- This Agreement will be for an indefinite term and can be terminated immediately without cause by either Red 9 Media LTD. or you by providing notice to the other party. Upon termination, you will stop using Red 9 Media LTD. Materials and you will discontinue any use of the Red 9 Media LTD. trademark.
- Your Compensation
- Red 9 Media LTD. agrees to pay you a commission of twenty percent (20%) of all sales (excluding taxes and shipping fees) generated from the traffic of your site that results in a sale of artwork by Chris Schillinger. This traffic will be given a tracking cookie provided the person has not previously visited our site and has an existing tracking cookie from another affiliate. You will get credit for such sales during the life of the tracking cookie. All cookies are set for 10 years. Payments are sent to a PayPal account 30 days after the sale. You must have a PayPal account to receive payment. You will have access to sales and commission reports available through the Red 9 Media LTD. Affiliate Program. In this case https://schillinger.ca/affiliate-account/. We will not provide any compensation for any referrals or traffic where the provision of any compensation for a referral is prohibited by law.
- Content Development
- You are solely responsible for all content development (and its cost) on your web site.
- Confidentiality
- You may be given or obtain access to non-public information of Red 9 Media LTD. that Red 9 Media LTD. considers to be of a confidential, proprietary, or trade secret nature, including, but not limited to, customer information, pricing, financial and operational information, business information and marketing information, in whatever form or media, whether or not marked as confidential (collectively “Confidential Information”). You agree not to use any Confidential Information disclosed to you by Red 9 Media LTD. for your own use or for any purpose other than to carry out your obligations under this Agreement. You will not disclose any Confidential Information to third-parties or to your employees or agents, other than employees and agents who are required to have the information to carry out your obligations under this Agreement. You agree to notify Red 9 Media LTD. immediately and in writing of any misuse or misappropriation of Red 9 Media LTD.’s Confidential Information, which may come to your attention and to return Red 9 Media LTD.’s Confidential Information upon the request of Red 9 Media LTD.. Confidential Information shall not apply to: (a) information that is or becomes a matter of public knowledge through no fault of or action by you, (b) information that prior to disclosure was rightfully in your possession as a result of disclosure by a third-party under no obligation or restriction of confidentiality, (c) information that, subsequent to disclosure, is rightfully obtained by you from a third-party under no obligation or restriction of confidentiality, and (d) information that is independently developed by you without use, knowledge or access to the Confidential Information of Red 9 Media LTD.
- Return of Confidential Property
- Upon Red 9 Media LTD.’s request (and upon termination of this Agreement), you will deliver to Red 9 Media LTD. all Confidential Information, memoranda, notes, records, drawings, manuals, disks, or other documents and media pertaining to Red 9 Media LTD.’s business including all copies, extracts, summaries, and analyses.
- Indemnification
- You agree to indemnify and hold Red 9 Media LTD., its directors, officers, shareholders, successor and predecessor companies, attorneys, agents and employees harmless from any claim, demand, or damage, including reasonable attorneys’ fees and costs, asserted by any third party due to or arising out of the your actions (including but not limited to advertising, web site content or how you otherwise direct potential customers to our site).
- Limitations of damages
- Red 9 Media LTD. will not be liable to you for any exemplary, punitive, special or consequential damages, including lost revenues, lost profits or lost prospective economic advantage arising from any act or omission in performance or failure to perform under this Agreement, even if Red 9 Media LTD. is at fault and/or knew or should have known of the possibility thereof, and you hereby release and waive any claims against Red 9 Media LTD. regarding such damages.
- Trademarks and other Intellectual Property
- You acknowledge that all rights in any registered trademarks or any pending trademark registrations associated with the business of Red 9 Media LTD. (i.e., trademarks, service marks, slogans, logos, designs and other similar means of distinction), including all goodwill pertaining thereto, shall be the sole property of Red 9 Media LTD. You may use and display such trademarks only in the manner and for the purpose authorized by Red 9 Media LTD., and only during the Term of this Agreement. Red 9 Media LTD. reserves the right to add to, change or discontinue the use of any trademark it owns, on a selective or general basis, at any time. You shall not use any trademark or trade name of Red 9 Media LTD. in any corporate, partnership or business name without Red 9 Media LTD.’s prior written consent. Red 9 Media LTD. is the owner of the Red 9 Media LTD. / Schillinger Art / schillinger.ca trade name, brand, and trademark.
- Media
- No press releases mentioning your affiliate program participation may be made without prior written consent of Red 9 Media LTD. to a release being made. You will provide a copy of any press releases to Red 9 Media LTD.
- Conduct
- You agree to conduct yourself with due regard to public conventions and morals and agree that you will not do or commit any act or thing that will tend to degrade Red 9 Media LTD. or bring it into public hatred, contempt, scorn or ridicule or that will tend to shock, insult or offend the community or ridicule public morals or decency. Further, you will not market Red 9 Media LTD.’s Site or products using illegal, unethical, or misleading methods, or through inaccurate content.
- Modification to Terms
- Red 9 Media LTD. reserves the right to change these terms at any time and to notify you by updating and posting these terms on its Site. Red 9 Media LTD. is not bound by any other modifications to these terms and conditions unless signed in writing by an authorized Red 9 Media LTD. officer.
- Entire Agreement
- This Agreement, the Site Terms and Conditions and the Site Legal Disclaimer, as amended from time to time, and located at https://schillinger.ca/affiliate-terms-and-conditions/ , constitute part of this Agreement.
- Assignment
- This Agreement cannot be assigned.
- Waivers
- No failure or delay, on the part of Red 9 Media LTD., in exercising any right or power under these Terms will operate as a waiver of such right or power.
- Severability
- If any term, covenant, condition or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, it is the parties’ intent that such provision be reduced in scope by the court only to the extent deemed necessary by that court to render the provision reasonable and enforceable and the remainder of the provisions of this Agreement will in no way be affected, impaired or invalidated as a result.
- Governing Law and Notices
- In respect to construction, interpretation, validity and enforcement, these Terms are to be construed in accordance with and governed by the laws of the Province of Ontario in Canada. You consent to the exclusive jurisdiction of the courts of the Province of Ontario, Canada. Any notice under this Agreement will be in writing and delivered by email to Chris Schillinger’s personal email [email protected]. Any notices to you may be delivered to you at the address, email address or facsimile number provided in your application or to any address later provided.
- End User
- The end user of Red 9 Media LTD.’s Material will be subject to the Site’s terms and conditions and disclaimers.
- Binding Effect
- This Agreement will pass to the benefit of and be binding upon the respective heirs, executors, administrators, successors of Red 9 Media LTD. and you.
- Headings
- The headings, captions, titles, and numbering system are inserted only as a matter of convenience and may under no circumstances be considered in interpreting the provisions of this Agreement.
