2. Program Enrollment. The enrollment process will initiate with the submission of a complete Program application via the Photobucket Affiliate website at http://www.shareresults.com. Additional details of the program are found below in the Addendum Section. This Agreement is part of and incorporates by reference the terms and conditions set forth in the Addendum. Photobucket will evaluate the application in good faith and will notify the Applicant via email of its acceptance or rejection. Photobucket reserves the right to reject an application, for any reason or no reason, but in particular, PB will reject an Applicant site if the content of the Applicant site contains material deemed unsuitable using, but not limited to, the following criteria:
- Sexually explicit materials
- Promotion of violence
- Promotion of discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
- Promotion of illegal activities
- Breach intellectual property rights
- Including "Photobucket," any other trademark of Photobucket or its affiliates, or variations or misspellings of any of them, in their URLs to the left of the top-level domain name (e.g., ".com", ".net", ".uk", etc.) -- for example, a URL such as "photobucket.mydomain.com", "photabucket.com" or "myphotobucket.net" would be unsuitable
Participation in the Program requires that You will not violate any of these criteria. Violation of these criteria, as determined by Photobucket, may result in the immediate termination of this Agreement. Participation in the Program is limited to parties that lawfully can enter into and form contracts under applicable law. PB reserves the right to monitor Your Site to ensure compliance with this Agreement.
3. Commissions Earned. Subject to the other terms of this Agreement, as a participant in the Affiliate Program You will earn commissions from the sale of Qualified Memberships. A Qualified Membership means the purchase of a Premium Photobucket Subscription by an end user who follows a Special Link (as defined in the Addendum) from Your Site to the Photobucket Site and either (a) subscribes for a Premium Subscription after following the Special Link or (b) registers as a new Photobucket user and upgrades to a Premium Subscription within 120 days of such registration. Qualified Members are individuals purchasing Qualified Memberships. The current Payment Schedule is set forth below.
| Item |
Sale Amount |
Commission Total |
| Upgrade
to a Premium Subscription |
||
| Annual |
$24.95 |
$10 |
| 2 Years |
$39.95 |
$15 |
Except as explicitly set forth above, you will not be entitled to any commissions. For example, you will not be entitled to any commission for individuals who register as a Photobucket member, but never purchase a Premium Subscription (or do so after the allotted time). We reserve the right to reject users that do not comply with any requirements that we periodically may establish. We will be responsible for all aspects of signing up new users and will make available to You reports summarizing the Premium Subscription sales activity within the 120 days that they sign up from the Special Links from Your Site. The form, content, and frequency of the reports may vary from time to time in our discretion.
4. Privacy and Confidentiality. PB may provide You with information that a reasonable person would believe to be confidential and proprietary to PB or a third party based on the circumstances ("Confidential Information"). You agree to make commercially reasonable efforts to maintain the confidentiality of any such Confidential Information in order to protect any proprietary interests of PB. Confidential Information shall not include (a) information that is or becomes part of the public domain through no act or omission of You, or (b) is lawfully received by You from a third party without restriction on use or disclosure and without breach of this Agreement or any other agreement.
5. Confidentiality Term. The confidentiality obligation under this Agreement shall survive even after cancellation of Agreement until such time as all Confidential Information disclosed hereunder becomes publicly known and made generally available through no action or inaction of You, but in no event more than three (3) years after the last disclosure of Confidential Information under this Agreement.
6. Return of Materials. All documents, data and other tangible objects (in whatever media or format) containing or representing Confidential Information that have been disclosed by PB, and all copies or extracts thereof that are in your possession shall be and remain PB's property and shall be promptly returned to PB upon the PB's written request.
7. 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.
8. No Warranty & 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.
9. Disclaimers. WE MAKE NO EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS WITH RESPECT TO THE PROGRAM OR ANY SERVICES SOLD THROUGH THE PROGRAM (INCLUDING, WITHOUT LIMITATION, WARRANTIES OF FITNESS, MERCHANTABILITY, NONINFRINGEMENT, OR ANY IMPLIED WARRANTIES ARISING OUT OF A COURSE OF PERFORMANCE, DEALING, OR TRADE USAGE). IN ADDITION, WE MAKE NO REPRESENTATION THAT THE OPERATION OF THE PHOTOBUCKET.COM SITE WILL BE UNINTERRUPTED OR ERROR-FREE, AND WE WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
10. Arbitration. Any dispute relating in any way to this Agreement (including any actual or alleged breach hereof), any transactions or activities under this Agreement or your relationship with us or any of our affiliates shall be submitted to confidential arbitration in San Francisco, California, except that, to the extent You have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any state or federal court in the state of California (and You consent to non-exclusive jurisdiction and venue in such courts) or any other court of competent jurisdiction. Arbitration under this agreement shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise.
11. Legal Compliance. As a condition to your participation in the Program, You agree that while You are a Program participant You will comply with all laws, ordinances, rules, regulations, orders, licenses, permits, judgments, decisions or other requirements of any governmental authority that has jurisdiction over You, whether those laws, etc. are now in effect or later come into effect during the time You are a Program participant. Without limiting the foregoing obligation, You agree that as a condition of your participation in the Program You will comply with all applicable laws (federal, state or otherwise) that govern marketing email, including without limitation, the CAN-SPAM Act of 2003 and all other anti-spam laws.
12. Severability. If any provision of this Agreement is found to be illegal or unenforceable, the other provisions shall remain effective and enforceable to the greatest extent permitted by law.
13. Assignment and Acknowledgement. You may not assign this Agreement without our prior express written permission. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. Your use of the PB web site and the hyperlinking to it is irrefutable acknowledgement by You that You have read, understood and agreed to each and every term and provision of this Agreement, including the Addendum. PB may establish from time to time rules and regulations regarding use of the PB web site as published on the PB web site and such rules and regulations shall be incorporated herein.
14. Miscellaneous. This Agreement will be governed by the laws of the United States and the state of California, without reference to rules governing choice of laws. 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. IF YOU ARE AN INDIVIDUAL, YOU REPRESENT AND WARRANT THAT YOU WERE AT LEAST 18 YEARS OF AGE ON THE EFFECTIVE DATE OF THIS AGREEMENT. You represent that this Agreement has been duly and validly executed and constitutes your legal, valid and binding obligation, enforceable against You in accordance with its terms.
Photobucket
Affiliate Program Guidelines Addendum
Process
and procedure for generating revenue through user account referrals.
All provisions in this addendum are
enforceable as agreed in the Photobucket Affiliate Agreement
1. Program Details
Congratulations on becoming a Photobucket Affiliate. Here you will find the details on how to refer your users to Photobucket and generate revenue.
Your main point of contact for the Program will be kasimpson@photobucket.com.
Once You have been notified that Your Site has been accepted into the Program, You will be provided an account at http://www.shareresults.com. You shall be responsible for all usage and activity on Your account and for loss, theft or unauthorized disclosure of Your password (other than through PB's grossly negligent or willful conduct or omission). You shall provide PB with prompt written notification of any known or suspected unauthorized use of Your Account or breach of the security of Your Account.
We would suggest that You add a link to our FAQ page at http://photobucket.com/faq.php to instruct Your users on how to host images at Photobucket and display them on Your Site. Remember, the more users You get utilizing Photobucket for their images, the less bandwidth and storage they are using of yours!
This Guidelines Addendum (this "Addendum") is an addendum to the Photobucket Affiliate Program Agreement (the "Agreement") between You and Photobucket. This Addendum is subject to the Agreement and all terms and conditions of the Agreement are incorporated into this Addendum by reference. All capitalized terms not otherwise defined in this Addendum have the meaning set forth in the Agreement.
2. Links on Your Site
Links can be found after logging in at Share Results within Your affiliate account.
We grant You a revocable, non-exclusive, worldwide, royalty-free license for the duration of the term of this Agreement, solely for purposes of facilitating referrals from Your Site to the Photobucket.com Site, to provide on Your Site one or more of the following types of links to the Photobucket.com Site:
- General Link to Photobucket.com Site Home Page: You may provide a general link on Your Site to the home page of the Photobucket.com Site.
- Any Page Link: You may provide a link on Your Site that will link to any particular page on the Photobucket.com Site, provided that You properly use the special link formats provided on the Photobucket.com Site as part of the Program to create such link.
- Photobucket Link or Photobucket Tool: You may provide a "PB Link" or utilize a "PB Tool" on Your Site, which is a special link through which we may serve content as we deem appropriate. If You choose to provide a graphical PB Link, You agree You will use the graphical artwork we serve or otherwise provide to You only to identify the PB Link. If You choose to provide a text-only PB Link, You agree You will not alter the text we serve or otherwise provide to You to identify the PB Link.
We will provide You with guidelines and graphical artwork to use in linking to the Photobucket.com Site home page at Share Results, our 3rd party affiliate network website. To permit accurate tracking, reporting, and referral fee accrual, we will provide You with special "tagged" link formats to be used in all links between Your Site and the Photobucket.com Site (and for purposes of this Agreement, the browser window described above that opens upon a user's clicking on a PB link is deemed a part of the Photobucket.com Site, and any PB link is deemed a link between Your Site and the Photobucket.com Site). You must ensure that each of the links between Your Site and the Photobucket.com Site properly utilizes such special link formats. Links to the Photobucket.com Site placed on Your Site pursuant to this Agreement and which properly utilize such special link formats are referred to as "Special Links." You will earn referral fees only with respect to activity on the Photobucket.com Site occurring directly through Special Links we will not be liable to You with respect to any failure by You to use Special Links, including to the extent that such failure may result in any reduction of amounts that would otherwise be paid to You pursuant to this Agreement.
You acknowledge that, by participating in the Affiliate Program and placing any of the above links within Your Site, we may receive information from or about visitors to Your Site or communications between Your Site and those visitors. Your participation in the Program constitutes your specific and unconditional consent to and authorization for our access, receipt, storage, use, and disclosure of any and all such information, consistent with the policies and procedures set forth in the Privacy Policy on the Photobucket.com Site.
Except for the license granted under this Section 3, You do not obtain any rights under this Agreement in any intellectual property, including, without limitation, any intellectual property with respect to the Special Links, link formats, technical specifications, guidelines or graphical artwork referenced above, or with respect to the Photobucket.com domain name.
3. Referral Fees
PB will pay You the above described Referral Fee (Commissions) upon each validation of the sales. Share Results will issue the commission payment on a monthly basis set out in the SR network Affiliate Agreement (http://www.shareresults.com/AffiliateTermsConditions.php). Commissions will be paid by last working day of each month to all Affiliates that earned commissions during the prior month otherwise Affiliate will be notified of delays.
4. Policies and Pricing
Users who sign up for memberships through this Program will be deemed to be our members. Accordingly, all of our rules, policies, and operating procedures concerning memberships will apply to these members. We may change our policies and operating procedures at any time. For example, we will determine the prices to be charged for memberships sold under this Program in accordance with our own pricing policies. Membership prices may vary from time to time. Because price changes may affect premium memberships pricing that You have listed on Your Site, Your Site may only show prices when we serve those prices through our "PB Links".
5. Limited License
We grant You a nonexclusive, revocable right to use the graphic image and text described in Section 2 and such other text or images for which we grant express permission, solely for the purpose of identifying Your Site as a Program participant and to assist in generating Photobucket.com memberships. 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.
You grant to us a non-exclusive, non-transferable, revocable right to use your names, titles, and logos in the advertising, marketing, promoting and publicizing in any manner of our rights under this Agreement, however, we are under no obligation to so advertise, market, promote or publicize.
6. Identifying Yourself as an Affiliate.
You may not issue any press release with respect to this Agreement or your participation in the Program such action may result in your termination from the Program. We will make available to You a small graphic image that identifies Your Site as a Program participant. You must display this logo or the phrase "In association with Photobucket" somewhere on Your Site. We may modify the text or graphic image of this notice from time to time. 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 we support, sponsor, endorse, or contribute money to any charity or other cause).
7. Terms of Agreement
The term of this Agreement will begin upon our acceptance of your Program 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 the Photobucket.com Site, and all of our trademarks and logos, and all other materials provided by or on behalf of us to You pursuant hereto or in connection with the Program. You are eligible to earn referral fees only on sales of Qualified Memberships that occur during the term, and referral fees earned through the date of termination will remain payable only if the related memberships are not canceled or refunded. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid.
We may modify the terms and conditions in this Agreement any time in our sole discretion. You will be notified by email and a change notice will be posted on http://www.shareresults.com/local_affiliate_desc.php?mid=2853. Modifications may include, but are not limited to, changes in the scope of the fees, payment procedures and these Guidelines. If any modification is unacceptable to You, your only option is to terminate this Agreement. Your continued participation in the Program following the posting of the change notice or new agreement will indicate your Agreement to the changes.