This agreement contains the complete terms and conditions that apply to an individual's or entity's participation in Gecko Software's affiliate program. As used in this agreement, "we" means Gecko Software Inc., and "you" means the applicant.
To begin enrollment in the program, you will submit a complete application via our website, faxing in a copy of the application, or giving your information over the phone (800) 862-7193. We will evaluate your application in good faith and will notify you of your acceptance or rejection. We may reject your application if we determine (in our sole discretion) that your site is unsuitable for the program. If we reject your application, you are welcome to reapply to the program at any time. If we accept your application and your site is later determined (in our sole discretion) to be unsuitable for the program, we may terminate this agreement.
Gecko Software, Inc. guarantees it's participants in the affiliate program that names and contact information of their customers will not be sold, given to, or shared with a third party. We agree that all your customer contact information gathered during the order process will be available to you. In addition, all contact information from free trial downloads will be forwarded exclusively to you.
We will process product orders placed by customers who follow links from your site to our site. We reserve the right to reject orders that do not comply with any requirements that we periodically may establish. We will be responsible for all aspects of order processing and fulfillment unless otherwise agreed upon in the affiliate program. Among other things, we will prepare order forms, process payments, cancellations, and returns, and handle customer service.
Retail software prices are to be consistent with the pricing we set as standard. No firm will be allowed to sell the software below the MSRP without expressed written consent from us; quantity discounts may apply and are at the sole discretion of our pricing policies. Prices are subject to change, and product prices and availability may vary from time to time.
You may use any graphics provided by us on our website or create your own for the advertising and promotion of our software. Any graphics created by you are subject to our approval and modification. 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: 1) technical operation of your site and all related equipment, 2) creating and posting our product description on your site, and 4) linking to our servers. The Gecko Software affiliate program is intended for new clients, affiliates are not eligible for commissions on their own accounts.
The term of this agreement will begin upon your acceptance of our program 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 Gecko Software, Inc. trademarks and logos, and all other materials provided by, or on behalf of us, to you pursuant hereto or in connection with the program.
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. We will notify you of any change by sending a notification email.
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.
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
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.
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.
This agreement will be governed by the laws of the United States and the state of Utah, 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 Logan, Utah, 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.
