The subject headings of the articles and sections are for convenience only, and shall not affect the construction or interpretation of any of its provisions.
If any portion of this agreement is found invalid or unenforceable, that portion shall be severed and the remainder of this agreement shall remain in force.
If an organization is the subscriber, the individual signing up for our services represents that he or she is duly authorized to enter into this agreement on behalf of that organization.
In the event of a dispute, the parties agree to submit the matter to the Community Dispute Resolution Service or any recognized Arbitration Board located within our state and county, before instituting litigation.
Earning Disclaimer >>
This agreement describes the entire terms and conditions for participation in the OMEU (OutsourcingMonitor.EU) Partner/Affiliate Program. In this agreement, the term "Affiliate" refers to you (the applicant), and "sponsoring web site" refers to the web site from which you will link to us.
OMEU is the sole and exclusive owner of all right, title and interest including all intellectual property rights in and to the contents, logos, style, design, look and feel, trade names, trademarks to all literary works, computer software programs, products, good and services (including and all future versions thereof) currently entitled the ("Product"). Product refers to the singular as well as the plural.
Enrollment in the OMEU affiliate / partner Program
You will submit a complete Affiliate Program application from our site. After we carefully review your application, we will notify you of your acceptance or rejection to the Program. We may reject your application (at our sole discretion) if we feel your site is unsuitable or inconsistent with the mission of OMEU. If your site is accepted, IhealthtreeOMEU may terminate this Agreement anytime thereafter if your site is determined (at our sole discretion) to be unsuitable for the Program.
affiliate promotions of oMEU services & products.
Upon your acceptance as an Affiliate or Affiliate-Site, we will make available to you some graphic and textual links (the "Links"). Alternatively, you may use your own text, text-links or graphics, however, all Links and promotions are subject to the terms and conditions hereof.
You may display Links as often and in as many areas of your site or other means as you desire. The Links will serve to identify your site as a member of our Affiliate Network and will establish a link from your site to ours.
Affiliate obligations & Duties
As an OMEU affiliate you agree to:
- Be responsible for promoting OMEU services / products via ethical means; Solicited email, notices, banners and advertisements or other similar means.
- Place OMEU Links on your site.
- Have sole responsibility for the development, operation, and maintenance of your site and for all the materials that appear on your site.
- Ensure that all materials posted on your site are not illegal and do not infringe on the rights of any person or entity of any kind. We disclaim all liability for all materials on your site.
- Indemnify, defend, and hold us harmless from all claims, damages, and expenses relating to the development, operation, and contents of your site.
- Make sure that your site does not copy or resemble the look and feel of OMEU or create the impression that your site is our site or a part of our site.
- Provide links to OMEU for sales that are graphically pleasing and encourage the user to purchase OMEU services & Products.
- Promote OMEU to users, your site visitors or your list, encouraging them to purchase OMEU Products.
affiliate Linking & Promotions
You can add or remove links any time you wish
You may add as many links to our site, or remove such links, at any time and without prior approval from OMEU.
Affiliate retains the exclusive right to include or remove promotions of OMEU Products at its sole discretion and at no time shall be obligated to maintain advertisements, links or other similar promotional mechanisms.
affiliate Efforts and Ability.
Affiliate will use commercially reasonable efforts to
maintain the ability to promote, sell and distribute Publishers Products and to promote OMEU Products at Affiliates sole expense and discretion.
- Affiliate is obligated to maintain appropriate links. Appropriate links are provided by OMEU via Affiliates successful login and acceptance to the OMEU affiliate program.
Any modification of these links may result in transactions not being successfully completed or credited to Affiliate and Affiliate bears complete responsibility in doing so and is not entitled to any Commissions as a result.
- Affiliate shall in its sole discretion determine best way to promote sale of OMEU Products. Notwithstanding the previous sentence, Affiliate must promote such transactions and place links in manners that are unlikely to mislead and is reasonably likely to deliver successful transactions or purchases by the purchaser to OMEU.
Affiliate shall not cause transactions or purchases to be made that are not in good faith.
- Placement of OMEU links shall be done in a commercially reasonable manner and should not include unsolicited email or any other types of spam or similar internet resources where it is inappropriate.
Solicited email or other channels used to promote OMEU Product for the purpose of this agreement shall meet the terms and
Affiliate shall make no representations or warranty
regarding OMEU Products beyond those representations and warranties
published by OMEU.
You are solely responsible for ensuring that your reviews and descriptions comply with all applicable copyright and other laws and shall hold OMEU harmless for any violations thereof.
We grant you a nonexclusive, nontransferable, revocable right to access our site through the Links 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 OMEU Program and assisting in increasing sales at OMEU.
You may not alter, modify, or change the Links in any way. You are only entitled to use the Links to the extent that you are a member in good standing of the OMEU Affiliate Program. We may revoke your license anytime by giving you written notice.
Affiliate Sales Commissions & earnings
If, as a result of a direct advertising effort of the Affiliate, a referred customer of the Affiliate orders and pays for the Product or other goods or services sold by OMEU, OMEU shall pay the Affiliate a sales commission determined in accordance with the Affiliate Compensation Schedule which is set forth in this Agreement and which forms an integral part of it.
The commission is based upon the paid selling price of the purchased goods or services before tax and excluding returns ("Sales Commission").
The purchase price of qualifying sales will count toward the total sales during the calendar month in which such sales are made. Only qualifying sales of the Product, to a customer and for which OMEU has received full payment will qualify for the specified referral fee.
The total of such sales in any given month will generate commissions, based upon the following schedule:
OMEU sends out Commission checks on the fifteenth of every month, on all sales made between the first and last day of the previous month.
If a refund is requested by a customer on a qualifying sale, its referral fee will be deducted from the next monthly payment sent to the Affiliate. If there is no next monthly payment, the Affiliate will be billed.
Affiliate can check the status of commissions earned at any time by visiting the site at the link provided on our site and per email we send you (your enrolment confirmation email).
Amounts less than €100 will be held until the next calendar month in which the cumulative referral fee due exceeds the above sum, or until this agreement is cancelled.
Our commission program offers our Partners and affiliates the following generous and fair compensation:
|On all your sales totaling less than €2000
|On all your sales volume greater than €2000
|+ Extra 10%
||For all 2nd tier* sales
* If thanks to you another webmaster/ person joins our affiliate program, you'll receive 10% of all their sales volume as well! Anyone who comes to our site through your affiliate link and signs up for the OMEU Affiliate Program will automatically become your sub-affiliate.
Large JV Partners: Please inquire separately for compensation/ JV possibilities by emailing OMEU.
Please click here to contact OMEU helpdesk >>
Except as otherwise provided in this Agreement or with the consent of the other party hereto, each of the parties hereto agrees that all information, including, without limitation, the terms of this Agreement, business and financial information, customer and vendor lists, and pricing and sales information, concerning us or you, respectively, or any of our Affiliates provided by or on behalf of any of them shall remain strictly confidential and secret and shall not be utilized, directly or indirectly, by such party for its own business purposes or for any other purpose except and solely to the extent that any such information is generally known or available to the public through a source or sources other than such party hereto or its affiliates.
Affiliate of OMEU's affiliate program are purely independent contractors.
This agreement is not implying, neither intended to nor will create any form of partnership, joint venture, agency, franchise, sales representative or employment relationship between the parties.
You, as our affiliate, will have no authority to make or accept any offers or representations on our behalf.
Term and Termination
The term of this Agreement will begin when you accept it and will end when terminated by either party.
Either OMEU or you 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, all licenses granted hereunder shall immediately terminate and you will immediately cease use of, and remove from Affiliate's Web Site, all links to the OMEU Site, and all OMEU trademarks and logos, other OMEU Marks and all other materials provided in connection with this Agreement.
The termination of this Agreement shall not affect a party's obligations under this agreement to make any payments due and owing to the other party prior to the termination of this Agreement.
Any product you may have purchased from us remains with you.
Refusing your affiliate application / membership
We may reject your application or terminate your affiliateship if we determine (in our sole discretion) that your site is unsuitable for the Program for any reason, including, harmful, threatening, defamatory, obscene, sexually explicit harassing, or racially, ethically, or otherwise objectionable, such as sites that:
- Promote sexually explicit materials;
- Promote violence;
- Promote discrimination based on sex, religion, nationality, disability, sexual orientation, or age;
- Promote illegal activities; or
- Infringe or otherwise violate any copyright, trademark, or other intellectual property rights.
Unsolicited Commercial Email or SPAM
OMEU in no way participates in mass unsolicited emailing (i.e. spamming), and all Affiliates are expected to adhere to this policy as well. Violation of this policy will result in the termination of your contract and immediate dismissal from OMEU Affiliate Program, forfeiting any pending commissions if you are caught spamming.
Bottom line: If you spam you’re out!
(back to affiliate abilities)
Compliance with Applicable Laws
You are solely responsible for the accuracy and appropriateness of all materials posted on Affiliate's Web Site, and for ensuring that your activities and materials posted on Affiliate's Web Site are not defamatory, in violation of copyright laws or otherwise illegal. You agree to indemnify and hold OMEU harmless for any violations of the foregoing. OMEU disclaims all liability for these matters.
If you commit fraud or falsify information this agreement will be terminated immediately. In addition, you will be liable to Ihealthtree for any and all damages that Ihealthtree suffers as a result of such actions. You will also be responsible for returning to Ihealthtree all commissions received for fraudulent/falsified orders, and we will not hesitate to pursue all legal causes of action against you to the fullest extent possible under the law.
Affiliate acknowledges and agrees that OMEU owns all rights, title and interest in and to the OMEU Service and all proprietary property rights thereto including trade names, domain names and trademarks and nothing herein shall be deemed or construed to transfer any such rights, in whole or part, to Affiliate.
Warranties and Indemnification.
- General Warranties.
Each party warrants that it has the authority and all
rights, licenses, agreements and permissions necessary to enter into this
Agreement and perform its obligations hereunder without conflict with any
preexisting obligation or agreement.
- Warranties by Affiliate.
Affiliate warrants that OMEU site/s and services and/ or affiliate program will not be intentionally used to communicate any viruses, Trojan
horses, trap doors, back doors, Easter eggs, worms, time bombs, cancelbots or
other computer programming routines that are intended to damage, interfere
with, intercept, or expropriate any system data or personal information.
Affiliate further warrants to the best of its knowledge that Affiliates
does not infringe any patent, copyright, trade
secret, or other third party proprietary right.
- Affiliate shall indemnify and hold harmless OMEU against any and all
liability, suits, claims, losses, damages and judgments, and shall pay all
costs (including reasonable attorney's fees and litigation expenses) and
damages to the extent that such liability, costs or damages arise from a claim
that the OMEU Affiliates infringes any patent,
trademark, copyright, trade secret, or any other third party proprietary right.
Affiliates obligations under this section are conditioned upon it being given
prompt written notice of each such claim received in writing by OMEU.
- OMEU shall indemnify and hold harmless Affiliate against any and all
liability, suits, claims, losses, damages and judgments, and shall pay all
costs (including reasonable attorney's fees) and damages to the extent that
such liability, costs or damages arise from a claim that the OMEU Service
infringes any patent, trademark, copyright, trade secret, or other third party
proprietary right. OMEU obligations under this section are conditioned
upon it being given prompt written notice of each such claim received in
writing by Affiliate.
Limitations of Liability
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, OMEU WILL NOT BE LIABLE TO YOU WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY, OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF GOODWILL OR ACTUAL OR ANTICIPATED REVENUE, PROFITS OR LOST BUSINESS), EVEN IF OMEU HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
FURTHER, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, IN NO EVENT SHALL OMEU’s CUMULATIVE AGGREGATED LIABILITY TO YOU ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER BASED IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE AND STRICT LIABILITY) OR OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL REFERRAL FEES PAYABLE TO YOU UNDER THIS AGREEMENT.
Delivery and Order Processing:
OMEU will be solely responsible for processing every order placed by a customer following a special link from the sponsoring web site. Order forms, payment processing, cancellations, returns, and related customer service are the responsibility of OMEU.
All of the rules, operating procedures and policies of OMEU regarding customer orders and accounts will apply to orders we receive through special links on your sponsoring web site. OMEU reserves the right to reject any order at its sole discretion.
Customers of OMEU
Every customer who purchases a product is deemed to be a customer of OMEU. OMEU is not responsible for any representations made by the Affiliate which contradict our policies.
End User Rights.
Termination of this Agreement shall not affect the rights of any end user affiliate had introduced to OMEU.
Pricing and Availability
All prices shall be established by OMEU. In case of any price discrepancies, the price charged to the customer will always be the price listed on the OMEU web page linked from your sponsoring web site.
Operation of Web site and Processing
OMEU will make all reasonable efforts to keep its web site operational. However, certain technical difficulties may, from time to time, result in temporary service interruptions. OMEU shall not be liable for any of the consequences of service interruptions, which may occur.
Modification and Cancellation
OMEU reserves the right to change any of the terms and conditions in this agreement, at any time and in its sole discretion, by posting said new terms on our web site and by sending you an email notice of these modifications.
However, due to spam filters emails may from time to time not get through, it is therefore your responsibility to check our Partner Centre for such updates.
Said modifications shall be deemed accepted by Affiliate.
If the modifications are unacceptable to you, your only recourse is to terminate this Agreement. Your continued participation in the OMEU Affiliate Program after a change notice has been posted will constitute binding acceptance of the change.
OMEU will send out notification by email to our affiliates at least 14 days prior to any changes to the terms of this agreement.
Mediation & Arbitration
If a dispute arises under this agreement, we agree to try to resolve it with the help of a mutually agreed-upon mediator in the United Kingdom as a first step. Any costs and fees other than attorney fees associated with the mediation will be shared equally by each of us.
If it proves impossible to arrive at a mutually satisfactory solution through mediation, we agree to submit the dispute to binding arbitration at the following location: Stourport on Severn, U.K., under the rules of the British Arbitration Laws. Judgment upon the award rendered by the arbitration may be entered in any court (of our choice) with jurisdiction to do so. Mediation will be shared equally by each of us.
This Agreement constitutes and contains the entire agreement between the parties with respect to the subject matter hereof and supersedes any prior oral or written agreements, representations, and understandings.
No supplement, modification, or amendment of this agreement shall be binding unless executed in writing by both parties.
No waiver of any of the provisions of this agreement shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver.
Each party acknowledges and agrees that the other has not made any representations, warranties or agreements of any kind, except as expressly set forth herein.
You may not assign your rights or obligations under this Agreement to any party without prior written consent of OMEU.
This Agreement shall be governed by and interpreted in accordance with the laws of the United Kingdom without regard to the conflicts of laws, rules and principles thereof.
If any provision of this Agreement is held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of the parties is effectuated, and the remainder of this agreement shall have full force and effect.
Any notice required under this Agreement may be given by email, fax or written letter to the number or address you provide.
You acknowledge that you have read this agreement and agree to all its terms and conditions. You have independently evaluated this program and are not relying on any representation, guarantee or statement other than as set forth in this agreement.
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EARNINGS & INCOME DISCLAIMER, general disclaimer
We make no express or implied warranties or representations with respect to the Affiliate Program or your potential to earn income from the Affiliate Program. In addition, we make no representation that the operation of our site or the Affiliate Sites will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors.
ANY EARNINGS OR INCOME STATEMENTS, OR EARNINGS OR INCOME EXAMPLES, ARE ONLY ESTIMATES OF WHAT WE THINK YOU COULD EARN. THERE IS NO ASSURANCE YOU’LL DO AS WELL. IF YOU RELY UPON OUR FIGURES, YOU MUST ACCEPT THE RISK OF NOT DOING AS WELL. WE DO NOT KNOW YOU OR YOUR ABILITIES TO PERFORM.
WHERE SPECIFIC INCOME FIGURES ARE USED, AND ATTRIBUTED TO AN INDIVIDUAL OR
BUSINESS, THOSE PERSONS OR BUSINESSES HAVE EARNED THAT AMOUNT. THERE IS NO ASSURANCE YOU'LL DO AS WELL.
ANY AND ALL CLAIMS OR REPRESENTATIONS, AS TO INCOME EARNINGS ON THIS WEB
SITE, ARE NOT TO BE CONSIDERED AS AVERAGE EARNINGS NOR AS A GUARANTEE YOU WILL EARN THAT INCOME.
THERE CAN BE NO ASSURANCE THAT ANY PRIOR SUCCESSES, OR PAST RESULTS, AS TO INCOME EARNINGS CAN BE USED AS AN INDICATION OF YOUR FUTURE SUCCESS OR RESULTS.
MONETARY AND INCOME RESULTS ARE BASED ON MANY FACTORS.
WE HAVE NO WAY OF
KNOWING HOW WELL YOU WILL DO, AS WE DO NOT KNOW YOU, YOUR BACKGROUND, YOUR WORK ETHIC, OR YOUR BUSINESS SKILLS OR PRACTICES. THEREFORE WE DO NOT GUARANTEE OR IMPLY THAT YOU WILL GET RICH, THAT YOU WILL DO AS WELL, OR MAKE ANY MONEY AT ALL.
THERE IS NO ASSURANCE YOU WILL DO AS WELL. IF YOU RELY UPON OUR FIGURES, YOU MUST ACCEPT THE RISK OF NOT DOING AS WELL.
INTERNET BUSINESSES AND EARNINGS DERIVED THERE FROM, HAVE UNKNOWN RISKS
INVOLVED, AND ARE NOT SUITABLE FOR EVERYONE. MAKING DECISIONS BASED ON ANY
INFORMATION PRESENTED IN OUR PRODUCTS, SERVICES, OR WEB SITE, SHOULD BE
DONE ONLY WITH THE KNOWLEDGE THAT YOU COULD EXPERIENCE SIGNIFICANT LOSSES, OR MAKE NO MONEY AT ALL.
ALL PRODUCTS AND SERVICES BY OUR COMPANY WHICH ARE PROVIDED IN THE AFFILIATE CENTRE FOR OUR AFFILIATES ARE FOR EDUCATIONAL AND INFORMATIONAL PURPOSES ONLY. USE CAUTION AND SEEK THE ADVICE OF QUALIFIED PROFESSIONALS.
CHECK WITH YOUR ACCOUNTANT, LAWYER OR PROFESSIONAL ADVISOR, BEFORE ACTING ON THIS OR ANY INFORMATION. USERS OF OUR PRODUCTS, SERVICES AND WEB SITE ARE ADVISED TO DO THEIR OWN DUE DILIGENCE WHEN IT COMES TO MAKING BUSINESS DECISIONS AND ALL INFORMATION, PRODUCTS, AND SERVICES THAT HAVE BEEN PROVIDED SHOULD BE INDEPENDENTLY VERIFIED BY YOUR OWN QUALIFIED PROFESSIONALS.
OUR INFORMATION, PRODUCTS, AND SERVICES ON THIS WEB SITE SHOULD BE CAREFULLY CONSIDERED AND EVALUATED, BEFORE REACHING A BUSINESS DECISION, ON WHETHER TO RELY ON THEM.
YOU AGREE THAT OMEU IS NOT RESPONSIBLE FOR THE SUCCESS OR FAILURE OF YOUR BUSINESS DECISIONS RELATING TO ANY INFORMATION PRESENTED BY OMEU, OUR COMPANY, OR OUR COMPANY PRODUCTS OR SERVICES.