PLEASE READ THE FOLLOWING CAREFULLY BEFORE AGREEING TO PARTICIPATE IN THE Brian Gavin Diamonds AFFILIATE PROGRAM.
YOUR PARTICIPATION IN THE Brian Gavin Diamonds AFFILIATE PROGRAM IS DEPENDENT UPON YOUR ACCEPTANCE OF THE TERMS AND CONDITIONS DELINEATED IN THIS AGREEMENT.
1. Introduction. The Brian Gavin Diamonds Affiliate Program Agreement contains the terms and conditions of the Brian Gavin Diamonds Affiliate Program. Defined terms in this Agreement are as follows: (a) "we" or "us" or "our" shall mean Brian Gavin Diamonds; (b) "you" or "your" shall refer to the applicant for participation in the Affiliate Program, and, upon acceptance of your application, the Affiliate; (c) "our website" refers to BrianGavinDiamonds.com; (d) "your website" shall mean the website from which you link to our Web site; (e) "Affiliate" refers to a member of our Affiliate Program; (f)"Affiliate Site" shall mean an Affiliate website that is an Affiliate of Brian Gavin Diamonds; (g)"User" shall mean a customer who links from your website to our website; (h) "Products" shall mean any merchandise for sale by us and does not include items offered for sale by third parties; (h) "Affiliate Site" shall mean an Affiliate website that is an Affiliate of Brian Gavin Diamonds; and (i) "Link" or "Links" shall refer to any advertisements, buttons, and all other links that are direct links to any page on BrianGavinDiamonds.com.
2. Program Enrollment. To participate in the Brian Gavin Diamonds Affiliate Program, you must complete the Brian Gavin Diamonds Online Application and accept the terms and conditions of this Agreement. Upon completion of your application and acceptance of our Terms and Conditions, you will be notified by us shortly whether or not we have accepted you as an Affiliate.
3. Approval Guidelines. We reserve the right to reject any application that we find objectionable. If we temporarily reject your application, you may reapply to be an Affiliate at any time. If we permanently reject your application, you may not reapply to the program. We reserve the right to terminate an agreement with an Affiliate at any time. Any affiliate using coupons or promoting Brian Gavin Diamonds on a coupon, rebate, or any such site will be terminated from our Affiliate Program and forfeits all unpaid commissions. This does not affect any affiliates that own content sites or have privately received coupons directly from a Brian Gavin Diamonds affiliate manager.
4. Term of Agreement. The term of this Agreement begins upon our acceptance of your Online Application, and will end when terminated by either party. Either party may terminate this agreement at any time by giving the other party a written Notice of Termination.
a. If this Agreement is terminated either because you violated the terms of this Agreement, or because your website is seen by us as objectionable, you will not receive any Referral Fees or Commissions earned prior to the termination.
b. If the Agreement is terminated for any other reason, you will receive Referral Fees and Commission provided that Product orders are not canceled or returned. We reserve the right to withhold final payment to you to ensure that the Product order is completed, and to ensure that the correct amount is paid to you.
5. Referral Fees and Commissions. We will pay you for all net sales based on the amount of net revenue achieved in each month. The Commission shall equal a percentage of the net sales of Products purchased by a User using the links between your website and our website. The current Commission fee schedule is as follows:
a. Affiliates in the Brian Gavin Diamonds Affiliate Program receive up to 7% commission on sales (minus the amount of any discounts applied to the purchase) see our individual campaigns for exact commission rates.
b. The maximum commission per order is $525.
c. Brian Gavin Diamonds uses a split commission system for scenarios where more than one affiliate has referred a customer to our website. In such cases, the first affiliate will receive 30% of the commission, while the last affiliate before the purchase will receive 70% of the commission.
6. Referral Fees and Commission rates are subject to change at any time without notice. To generate a Commission, a User must follow a link from your website to BrianGavinDiamonds.com and, within 30 days: purchase the product either online or by contacting one of our customer service representatives; (put this here) remit full payment to us ,accept the delivery of the Product at the shipping address; and not cancel the order. Under the following circumstances, You will not be eligible for a commission:
a. .A User comes to our website through your website, but returns after more than 30 days by entering our URL directly.
b. The User has prevented cookies from being saved on his/her computer.
c. The User does not provide Brian Gavin Diamonds with your Affiliate tracking number.
d. A User can not be tracked by our system for any reason.
e. A User visits our website through your website, but makes a purchase using a discount or reference code, unless that specific code has been assigned to you by the Brian Gavin Diamonds Affiliate Manager.
7. Coupon Usage
Brian Gavin Diamonds may issue coupons to content sites in a limited capacity. These will feature a unique registration code that will be exclusive to the site receiving the code, or a general code given to all affiliates.
a. Exclusive coupons are for the affiliate who they are issued to ONLY! (Effective immediately)
b. We realize that coupon sites may manually add your exclusive coupon code to their websites. Therefore, we will regularly scan for your exclusive coupon codes on third party sites. If we find your exclusive coupon codes on third party sites, we will immediately change your exclusive codes and inform you via email. Any sales made after that date will not be honored. ONLY current active coupon codes will be honored. To prevent coupon scraping, we recommend you show your coupon codes on your sites via jpeg image or javascript.
c. Any coupon and/or any discount applied to a sale will be deducted from the affiliate's sales commission. For example: if a $5,000 sale is made, resulting in a $350 commission, and a $100 coupon or discount is applied to the sale, the affiliates final commission will be $250. Or if a 10% off coupon or discount was applied to a $5500 purchase resulting in a $5,000 sale and a $350 commission, the affiliates final commission will be less 10% or $315.
d. Just as we have a policy of "non-competition" for PPC on our brand, we are also implementing a similar policy for organic/free search engine results regarding BrianGavinDiamonds.com coupons and discounts. Affiliates are prohibited from appearing in the top search results for "Brian Gavin Diamonds Coupons", "Brian Gavin Diamonds Discounts," or any variations on this theme. If you have a Brian Gavin Diamonds coupon and/or discount page, you must De-Index these pages immediately or you will be disqualified from our Affiliate Program. We are bidding on PPC for these keywords and we cannot have our own Affiliates competing with us. We require that you add a "No Index" metatag for these pages.
8. Linking Requirements
a. When you are accepted as a Brian Gavin Diamonds Affiliate, we will provide you with links that will allow users on your website to be linked directly to our website when using the appropriate link. No link may be changed in any way without our consent. By accepting the terms of this Agreement, you agree that you shall cooperate fully with Brian Gavin Diamonds to maintain links between your website and BrianGavinDiamonds.com. You shall be solely responsible for the content on your website, and will agree to hold harmless Brian Gavin Diamonds (including our employees, agents, directors, officers, and affiliated entities) from any claims, expenses, or damages relating to all aspects of your website.
b. In accordance with our Terms and Conditions, You agree that You shall not place any link to Brian Gavin Diamonds without the intention of delivering valid sales, applications, clicks or other acceptable compensable actions. You also agree not to use any means to inflate the number of compensable actions (e.g. Java pop-ups, automatic redirecting, hidden frames, etc). Any Affiliate using any such methods to gain a click or place a cookie on a User’s computer will be immediately terminated from the Brian Gavin Diamonds Affiliate Program and forfeits any outstanding commissions.
9. Affiliate Responsibilities. Affiliate will be solely responsible for the development and operation of your website, and for anything appearing on it. You will ensure that any materials on your website do not violate or infringe on the rights of any third party, and that they are not in any way libelous or illegal. Brian Gavin Diamonds disclaims any responsibility should you use a third party’s proprietary materials without their express written permission. You will hold harmless Brian Gavin Diamonds from any claims, damages, expenses, or other liability relating to the contents of your website.
10. Order Processing. All orders will be handled by Brian Gavin Diamonds. We will process orders from any Users directed by you through your Web site, but we reserve the right to reject any orders that do not comply with our requirements. Brian Gavin Diamonds will be solely responsible for all aspects of order processing and fulfillment.
Brian Gavin Diamonds will be responsible for tracking the number of Products sold to Users directed from your website to BrianGavinDiamonds.com. We will provide you with reports summarizing your sales activity through Brian Gavin Diamonds. These reports will be sent as we see fit. You are responsible for making certain that the Links between your website and BrianGavinDiamonds.com are properly maintained. We reserve the right to change the prices of any or all of our Products at any time without notice. We cannot ensure that any Product will be available to the User, or that a stated price for a Product will be up-to-date.
11. Policies. All Users purchasing through the Affiliate Program will become customers of Brian Gavin Diamonds. All of our policies, rules, and procedures will therefore apply. We may, at any time and without notice, change our policies and procedures.
12. Licensing:
a. You hereby agree to display the Brian Gavin Diamonds logo on your homepage or other promotional area on your website. We grant you a non-transferrable, revocable, non-exclusive, limited license to use our logo, the Brian Gavin Diamonds name, URL, and trademarks on your website.
b. You agree that this license is limited, and that Brian Gavin Diamonds maintains all title, ownership, interest, and rights in the Licensed Trademarks. Your use of such Trademarks must comply with our usage policies.
c. You will not take any action in violation of our ownership of the Licensed Trademarks. This includes, but is not limited to, applying for registration of our Trademarks—or any similar trademarks. You agree not to engage or become involved in any activity that diminishes the image or reputation of Brian Gavin Diamonds. Likewise, you will not use the Licensed Trademarks in any way that will tarnish our name.
d. We reserve all of our rights to the Licensed Trademarks and any other intellectual property. In the event of termination of this agreement, You obtain no rights in or to our Licensed Trademarks. You will not be a party to the distribution of any materials referring to Us without first submitting the material to us and receiving our written consent. We may revoke your license at any time.
e. This license terminates either upon the date of expiration or termination of this Agreement.
13. Non-Exclusive Limited License and Use of Affiliate Logos and Trademarks. You grant us a non-exclusive license to utilize your names, titles, logos, trademarks and URLs (collectively, the "Affiliate Trademarks") to promote, advertise, and market in your Web site.
a. You guarantee that you are the exclusive owner of the Affiliate Trademarks, and have to right to grant Us license to use them, and that such a grant does not conflict with any other agreements applicable to you or binding upon you. You further guarantee that the Agreement between You and Brian Gavin Diamonds does not infringe upon any trademark, service mark, copyright, or other proprietary right of any other person or entity.
b. Use of Brian Gavin Diamonds Trademarks on Third-Party Websites: Affiliate agrees not to bid on Licensed Trademarks or variations thereof, including (but not limited to) Brian Gavin Diamonds, BrianGavinDiamonds.comcom, BrianGavinDiamonds, etc. within all and any paid-inclusion, pay-for-placement and other search engines. Also, Affiliate may not claim to be BrianGavinDiamonds.com in any such entities, and must clearly and openly state the nature of the Affiliate relationship. Affiliates violating this policy may be terminated with notice, and will therefore forfeit all outstanding or future commissions.
c. Ownership. Links and User data collected as a result of this Agreement are the property of Brian Gavin Diamonds, and we are the sole owners of all rights, titles, and interests in the Licensed Trademarks and User data.
14. Agreement Modification. Brian Gavin Diamonds may choose to modify any of the terms and conditions contained in this Agreement at any time by posting a change notice or new agreement on our site. Notice of any change to this Agreement delivered by e-mail, to your mailing address on our records, or by posting of a new agreement on our website is considered sufficient notice of any changes to the terms and conditions of this Agreement. Modifications include (but are not limited to) changes in available Referral Fees, Commission schedule, payment procedures and Affiliate Program rules. Any changes shall take effect 48 hours after we serve notice, unless we indicate otherwise. If a change in the Agreement is unacceptable to you, your sole recourse is to terminate the Agreement. Continued participation in the Affiliate Program following our posting of any changes will constitute acceptance of changes by You.
15. Relationship of Parties in this Agreement. Both You and Brian Gavin Diamonds shall be independent contractors, and nothing in this Agreement creates any sort of partnership, joint venture, or other relationship except as specifically outlined in the Agreement.
16. SPAM. Affiliate guarantees that he will not use unsolicited commercial email (SPAM) in any way. Participation in Our Affiliate Program includes your unconditional agreement to abide by our strict anti-SPAM policy. The use of SPAM will be cause for immediate termination of Agreement.
17. Email Terms and Conditions. Use of any lists compiled by means of automated tools is strictly prohibited. This includes all manners of scanning for email addresses, whether the scan was targeted or not. Purchase of lists is also forbidden. You must use valid email headers in all manners of correspondence. You must provide to the User the URL of the “opt-in” system used, and inform them that all emails from you can be stopped by visiting the opt-in site. When you are contacted by a User to be removed from your email list, you must do so within 96 hours, sending an email confirming their removal from the list. Violation of these Terms and Conditions will result in the termination of your Affiliate relationship with Brian Gavin Diamonds, and all commissions from the offending emails forward will be forfeited.
18. Liability. Brian Gavin Diamonds will have no liability of any kind from issues relating to any interruptions or errors on our website. We will have no liability for any kind of damages or lost revenue, data, or profits with respect to this agreement or the Affiliate Program. Under no circumstances will Brian Gavin Diamonds be held responsible for damages, even if We were advised of the possibility of such events. Our liability with respect to this Agreement shall, in no event, exceed the amount of Commissions and Referral Fees payable by Us to You.
19. Warranty Disclaimers. We hereby disclaim, and You hereby release us from, any and all liability for any interruptions in service as they relate to the Links and our Website. All Links and Licensed Trademarks are provided to you without warranty of any kind. Brian Gavin Diamonds offers no warranty that our website or products will be without error, that it will function without interruption, or that any errors will be corrected. We make no warranty regarding the Brian Gavin Diamonds Affiliate Program, including and without limitation, any implied warranties of title, non-infringement, merchantability, or arising out of performance, dealing, or usage of trade. If, as a matter of law, we may not disclaim any warranty, the scope of that warranty will be the minimum permissible under the applicable law.
20. Indemnification. You agree to indemnify and hold harmless Brian Gavin Diamonds (including, but not limited to our officers, directors, agents, affiliates, employees, stockholders, and successors) from any and all losses, liabilities, claims, damages, and expenses (including attorneys’ fees) of any nature insofar as those damages are a result of: any claim that our use of the Affiliate Trademarks infringes on the rights of any third party; the breach of any representation made by You in this Agreement; or any claim related to your website.
21. Affiliate Representations and Warranties. You hereby represent to us that this Agreement has been executed and approved by your authorized agents, and that this Agreement is validly executed and delivered by you, and constitutes your legal and binding obligation, and that the execution of all aspects of this Agreement are within your legal power and capacity. You further guarantee that this does not require the approval or consent of any other persons or entities, and does not violate any rules, regulations, laws, or judgments to which you are subject, and does not violate the terms of any other agreements to which you are bound.
22. Independent Investigation: You acknowledge that you have read this Agreement in full, and that you agree to its terms and conditions. You agree that we may, at any time and at our sole discretion, solicit customer referrals under terms that may differ from those delineated in this Agreement. We may also, at any time, create or operate websites that are competitive with your own website. Further, you are stating that you have independently investigated the value of participating in the Brian Gavin Diamonds Affiliate Program and understand all terms and conditions as set forth in this Agreement.
AFFILIATE AGREES THAT THE VIEWS AND OPINIONS EXPRESSED BY AFFILIATE DO NOT NECESSARILY REFLECT THE VIEWS AND OPINIONS OF BRIANGAVINDIAMONDS.COM. ALL MATERIALS, WEBSITES AND CONTENT CREATED BY AFFILIATE ARE THE AFFILIATE'S RESPONSIBILITY AND IS IN NO WAY ENDORSED BY BRIANGAVINDIAMONDS.COM
This Agreement shall be governed by the laws of the United States and of the State of Texas, as applied to Agreements made, entered into and performed entirely within the State of Texas, notwithstanding your actual state of residence or principal business location.
Any action relating to this Agreement must be brought in Federal or State courts located in Harris County, Texas and You irrevocably consent to the jurisdiction of these courts. You may not assign this agreement, by operation or law or otherwise, without our prior written consent. Subject to such restriction, this Agreement will be binding upon, be enforceable against and inure to the benefit of the parties and their successors and assigns. If any of the terms of this Agreement is found to be invalid or unenforceable for any reason, the remaining terms will continue without impairment or invalidation of any kind. This Agreement constitutes the entire agreement between the parties regarding the Brian Gavin Diamonds Affiliate Program, superseding any other agreements or understandings between us, and may only be changed, in writing and signed by Us.
Brian Gavin Diamonds Affiliate Program